Monday, March 30, 2020

ILF-Bylaws




 BY LAWS
for the
INTERNATIONAL LUDO FEDERATION
(ILF)



Bylaws – International Ludo Federation(Rev.2/16)



Table of Contents




            Purpose  7


1 Introduction

The International Ludo Federation (ILF) embraces the Olympic Charter. The Olympic Charter serves as guidance for the ILF and defines the obligations of the three main constituents of the Olympic Movement, namely, the International Federations, the National Olympic Committees, and the Organizing Committees for the Olympic Games.
The Executive Officers and the Board of directors are committed to achieving and demonstrating high standards of corporate governance. Key attributes of achieving best practice in corporate governance are:
·       Oversight through the Executive Officers and Board of Directors that is structured and committed to adding value.
·       A commitment to ethical and responsible decision making. Safeguarding the integrity of the financial reporting processes.
·       Making timely and balanced disclosures of all material matters relating to the Federation’s operations.
·       Respecting the rights of the members and stakeholders. Recognizing and managing risk.
·       Encouraging enhanced performance of the Board of Directors and the Executive Officers.
·       Recognizing the legitimate legal rights of stakeholders and Members.
·       The following Bylaws have been enacted to assist in operating the Federation at all levels in accord with these governance principles.

2   Principles of Operation

            The Board of Directors and all Committees operate on democratic principles.
            These Bylaws are a guide and reflect a common sense approach to the business affairs of the Federation. If they need to be varied in any way and the majority agree, then for that specific purpose a variation is approved.
            The Board of Directors may adopt its own rules and procedures but, in the absence of specific rules, the Roberts Rules of order will control procedures.
            All matters will be determined firstly by consensus or if necessary to finality by a vote.
            The person undertaking the role of Chief Operating Officer is responsible for ensuring documentation prepared by the Office for meetings are procedurally correct.
            The Executive Officers and the Board of Directors may conduct urgent business by email, telephone, or Internet conference call (e.g., a decision that cannot wait for the next Board meeting).
            Email Votes will be managed and counted by the Chair or a person specifically nominated by the Board of Directors from time to time to exercise that function.


            An Email decision may be sought subject to the following:
                  The proposal must specify the urgency of the decision sought and provide all necessary documentation, rationale and background information to support the decision.
                  The time frames (dates for the discussion, date for when a vote will be called, and closing date for the vote) will be detailed in the initial email calling for an email decision. All deadlines are as of midnight Greenwich Mean Time (GMT) time on the date identified.

3 Meetings

            Board of Directors
The Executive Committee and Board of Directors have the responsibility to carry on the work of the Federation between Annual General Meetings (AGM). The Board of Directors provides policy and administrative guidance to the Chief Operating Officer who oversees the day-to-day operations of the Federation.
            Board of Directors Responsibilities
                 Have at least two ordinary meetings annually and meet at the time of the AGM.
                  Meet at other times as determined by the agreement of the majority of voting members of the Board of Directors. Extraordinary Meetings may be held if approved by at least 50% of the Board of Directors. The Chair or the person nominated by Board will arrange for the timing and location that is acceptable to a majority of the members.
            Executive Responsibilities
 The Role of the Executive Officers is to make any decisions between Board of Directors Meetings appropriate to the circumstances required for conducting or overseeing the day- to-day affairs of the Federation. Executive Officers are responsible to the Board of Directors for the administrative and financial management of ILF.
                 Executive officers will normally schedule at least 4 meetings per annum.
                  The Executive Officers will have power to meet and to deal with any matters of an urgent nature which may arise between meetings of The Board of Directors and to act under any instructions specifically delegated to it by the Board of Directors or the AGM.
            Meetings by Telephone or Internet Conference
All meetings may be attended by telephone conference or Internet conference. Attendees by conference have the same voting rights as the attendees in physical attendance.

4 Notice of Meetings

            Board of Directors Meeting Notice
                  Notice of the date time and venue of the Board of Directors Meetings will normally be given a minimum 4 weeks in advance of the meeting. In exceptional circumstances, the timing of the notice may be varied by agreement of the majority of Board members.
                  The Board of Directors will each year nominate one Member to co-ordinate the calling


of meetings and achieve a consensus if possible on acceptable dates and places. This would normally be the Chair.

5   Agenda

            Board of Directors Meeting Agenda
                  The agenda of a Board of directors meeting and for any Committee meeting will be circulated not less than two weeks before the meeting at which it will be considered.
                  The relevant body may waive this two-week requirement by agreement of the majority of members.
                  The Chair, or a person so delegated will be responsible for putting together the agenda at the request of the Board Members.

6 Duties of Members, Board of Directors, and Committees

NOTE: for the purposes of the application of these duties, the term “BOARD” refers to all those people serving on the Board of Directors or serving on any Commissions, Committees or Working Groups.
            Duty to Act Honestly
                 Board Members must deal honestly with the  ILF.
                 Board Members must not act fraudulently.
            Duty of Loyalty
                  When attending any meeting of the Board or its Committees, members thereof will not, under any circumstances, regard themselves or be regarded, as representing or acting on behalf of their own or any other affiliated Association. They will speak and vote on all matters only in the general interest of the Federation and the sport as a whole.
                  The onus is on the Member to see that his or her personal interests or the benefits of
decisions that might affect the Board Member should not be placed in conflict with the interests of those of the ILF.
            Duty of Diligence/Duty to Act in Good Faith
                  Board Members must be diligent in attending to their legal duties, including familiarizing themselves with the requirements of the laws of the country in which ILF is based.
                  Board Members must become familiar with the Constitution, the Bylaws and Board Procedures and all aspects of the ILF’s operations through attending Board meetings and reviewing the minutes of missed Board meetings.
                  Where advice of a specialized nature is required by the ILF, Board Members may must obtain services of qualified professionals.
            Duty to Exercise Power
                 Board Members are responsible for managing the ILF (e.g., developing policies


and direction, supervising staff, and making operational decisions when requested or when necessary).
                  Board Members may delegate certain responsibilities and/or authority, but they must accept that they are accountable for the outcome.
                 Board Members must pursue the purposes and objectives identified in the Constitution.
                  Board Members must see that the books, records, financial records and minutes of the ILF are properly maintained.
                 Board Members will see that contracts are appropriately approved and signed.
            Duty to Avoid Conflict of Interest
                  Board Members must declare and avoid any conflicts of interest or anything that gives a Board Member the appearance of receiving a personal benefit.
                  Where a conflict of interest arises, it must be declared and the conflicted Board Member may not participate in any discussion or vote without consent of the Board.
            Duty of Obligation
                  Board Members, once having been involved in a Board Decision, have continuing obligations to the ILF which cannot be relieved by resignation from the Board.
            Duty of Commitment
                  It will be the duty of all members of the Board to make themselves acquainted, as opportunity permits, with the opinions of affiliated Associations on all matters of interest to international Ludo.
                  It is the duty of all members of the Board to attend all meetings of the Board and Committees to which they are appointed. Missing 3 ordinary meetings of the Board requires the Board to consider whether resignation is appropriate.
                              It is the duty of Board Members to maintain some association or relationship with their Continental Confederation, Member Federation, or Member Association governing body and to keep the Board informed of that commitment and, if the linkage is severed, to inform the Board, which may request resignation.

7 Role of the Chief Operating Officer

The Board will appoint a person to undertake the following functions ascribed to the Chief Operating Officer (COO) in accordance with the appropriate Constitution Articles/paragraphs.
Responsibility for the day-to-day management and administration of the ILF is delegated to the COO who serves as the chief administrative and financial official of the ILF. The COO manages the ILF in accordance with the programs, strategies, budgets and delegations determined by the Board of Directors and works to contribute excellence in management and the growth of the sport.


8 Meeting Minutes

            Board of Directors Minutes Distribution
A copy of the minutes of each Board meeting will be circulated to all members of the Board as soon as practicable after the meeting concerned, desirably within fifteen working days.
            Committee Meeting Minutes
The minutes of Committee meetings will be circulated to all members of the Board and will be presented to the next meeting of the Board for consideration. It will be the duty of the Chair of each Committee to draw the Board’s attention to any recommendation which covers a course of action beyond that Committee’s terms of reference. The minutes of all Committee meetings will then be submitted to the Board for adoption.

9 Confidential Nature of Documents

The Board may determine that specific documents circulated to members of the Board and to its Committees are confidential and as a result will remain confidential to the members of the Board and will also remain confidential to any person co-opted to any Committee. These documents may include agenda, minutes, and any reports and appendices relating thereto.

10   Traveling and Operational Expenses

      Reimbursable Travel and Operating Expenses
                   Subject to approval of the Board and the availability of funds, the President will be entitled to reimbursement of reasonable travel, hotel and food expenses when engaged in the business of the Federation. The President may also be entitled to an allowance as stated in the budget.
                  Subject to approval of the Board and the availability of funds, the Board of Directors and Chairs of Committees will be entitled to reasonable travel, hotel, and food expenses when engaged on the business of the Federation and they will also be entitled to reimbursement of their operational expenses (such as postage and telephone costs). Committee and Working Group members will similarly be entitled to reimbursement of reasonable and necessary expenses, provided the expenses are agreed in advance by the relevant Chair.
                   Board members will not receive travel expenses to the Board and Committee meetings in connection with an AGM where elected to the Board, having not been a Board member immediately before that AGM.
                   Board members are however eligible for expenses, including travel, from the date of election until they leave office.
                   All claims for expenses will be lodged with the COO either quarterly or within one month of the expenses being incurred, but not later than December 15 in the calendar year concerned, failing which it may be deemed that there will be no claim. No claim may be made for any expenses met directly by a Board Member’s government or member association.
                      Board Members cannot receive remuneration from the ILF directly or indirectly unless


specifically decided by the Board and will be declared to the next AGM. Remuneration means payments other than the ordinary entitlements.

11   Committees

The names and functions of each Committee will be determined annually. The President and Vice President will be ex-officio members of every Committee.

12   Bank Account

   The Federation's banking accounts can be opened, as deemed fit, with the recommendation from the Board, or the Finance Committee if it exists, and be approved by the Board of directors.
    The signing authority of such banking accounts and the individual(s) holding such authority will be recommended by the Treasurer, or Finance Committee if it exists, and be approved by the Board of Directors.
No signatory may sign or authorize a payment in their own favor.
   All checks or electronic payments over $500 USD require authorization by either the Board or Executive Committee. Authorization may be obtained by electronic means.

13  Proxy Voting

No proxy voting is permissible at any meeting of the Board of Directors or its Committees.

14  Election of Associate Members

In order to avoid delay when some time must elapse before Board of Directors can meet, the Chair will have power to consider an application for election as an Associate member, and if in the Chair’s opinion, such an application is in order, to elect the applicant subject to confirmation by the Board of Directors




1   Interpretation


ILF CODE OF ETHICS


This Bylaw is expected to be interpreted in the spirit within which the sport is to conduct its business which includes consensus, ethical behavior and with an expectation of growing the sport. Should formal interpretation of any Bylaw be required, that will be undertaken by the body or person designated by Board of Directors. “Committee” means any body formed by Board of Directors including Commissions, Committees, Working Groups and Tribunals as appropriate. All such groups will operate in accordance with the Constitution which underpins the basic principles of the Federation's approach to ethics.
            Ethics Guidelines
The Federation will allow no political, religious, racial, age, or gender discrimination to affect its decisions or actions. People who deal with the Federation or share in its activities in any capacity commit themselves by their actions to behave in a correct and ethical manner.

2   Board of Directors and Staff Code of Ethics

            Introduction
This section details the expected standards of conduct for ILF Board of Directors, players and officials, and the associated disciplinary and appeal processes to be used in case of alleged misconduct.
            Conduct that is not permitted
                 Personal gain.
                 Unacceptable personal misconduct.
                 Failing to co-operate with disciplinary process.
                 Failing to highlight suspected misconduct.

3   Player's Code of Conduct

            Purpose
The purpose of this Code is to provide player and referee guidelines for establishing the boundaries for player conduct. The guidelines will maintain an orderly and fair administration and conduct for ILF-sanctioned events, and to protect the players’ rights and the respective rights of the ILF, sponsors, and public. The key to the code of conduct is for players to maintain self-control and exercise good judgment with the goal to uphold the good name of the ILF and the integrity of the global sport of Ludo.
            Applicability
                  This Code is applicable to all ILF-sanctioned events and the participating players.
                  All players, at all times, will be subject to this Code. Each player who is entered or


nominated to participate in an ILF-sanctioned event will accept this Code and be bound by its rules of conduct.
                  Any player who commits any offense defined in paragraphs 4 and 5 of this Code will be deemed to have breached this Code. Breaches of the Code constitute the basis for disciplinary action against the player.

4   Player Entry Offenses

     Late withdrawal - Withdrawing from either the qualifying or main draw after publication of the draw without evidence or proof of bona fide injury, illness, bereavement or other emergency situation.
     Playing another event - Having entered and been accepted into either the qualifying or the main draw of an ILF-sanctioned event and playing in another Ludo event during the period of that event.
     Playing after declaring non-availability due to injury - Withdrawing from a future event due to injury or illness and playing in any Ludo event during the period between the date of notification of injury/illness and the said event from which the player has withdrawn.

5   Player On-site Offenses

During any match or at any time while at the tournament venue during an ILF-sanctioned event, not conducting oneself in an honorable and sportsmanlike manner.
            Inappropriate conduct
                 Failing to comply with the specific clothing and advertising regulations of each tournament.
                  Failing to complete a match in progress except if the player is reasonably unable to continue the match due to injury, health or extraneous conditions.
                 Late arrival for match that results in disqualification.
                  Withdrawing from any event in a tournament while still fit enough to compete on the same day in another event in that said tournament (i.e., players may not default without good reason from one event to concentrate their efforts in another during the same tournament).
                 Failure to use one’s best efforts to win a match.
                  Trying to influence the decision of line judges.
                 Seeking coaching - Seeking coaching during play except as permitted under the Rules.
                  Failure to attend media conference - Unless injured and physically unable to appear, failing to attend any post-match media conference organized after conclusion of each match whether the player was the winner or loser, providing that this does not interfere with the preparation for the player’s next match.
                   Violating ceremony protocol - When participating in the finals of a tournament, not participating in the final ceremonies directly after the match or not wearing the style of clothing (e.g. tracksuit, uniform) requested by the organizers.


                   Audible obscenity - Using words commonly known and understood in any language to be profane or indecent and uttered clearly and loudly enough to be heard by the umpire or spectators.
                   Visible obscenity - Making of gestures or signs that are recognized as obscene or offensive.
                   Abuse of the ball - Intentionally hitting a ball dangerously or recklessly within or out of the court, hitting a ball with negligent disregard for the consequences, or deliberately damaging a ball.
                      Deliberately tampering with the ball to affect its flight or speed
                   Abuse of paddle or equipment - Intentionally and violently destroying or damaging paddles or other equipment, or intentionally and violently hitting the net, court, umpire’s chair or other fixtures during a match
                   Oral abuse - Making a statement within the precincts of the tournament site, directed at an official, opponent, spectator or other person that implies dishonesty or is derogatory, insulting or otherwise abusive.
                   Physical abuse - Physically abusing an official, opponent, spectator or other person. Even the unauthorized touching of such persons may be regarded as physical abuse.
                   Unsportsmanlike conduct - Conducting oneself in a manner that is clearly abusive or detrimental to the sport.

6   Player Major Offenses

            Conduct contrary to the integrity of the Sport
If a player is convicted of any of the following major offenses, the ILF Board of Directors will take appropriate actions based on the following guideline.
                  Serious violation of a criminal law of any country, the punishment for which includes possible imprisonment, that player may be deemed by virtue of such conviction to have engaged in conduct contrary to the integrity of the sport of  Ludo.
                  If a player has at any time behaved in a manner severely damaging to the reputation of the sport, that player may be deemed by virtue of such behavior to have engaged in conduct contrary to the integrity of the sport of Ludo.
                  Wagers - Wagering anything of value in connection with an event in which one will be, or is, competing.
                  Bribes or other payments - Offering, giving, soliciting, or accepting, or agreeing to offer, give, solicit, or accept, anything of value to or from any person with the intent to influence any player’s efforts or the result of a match in any ILF-sanctioned event.


JUDICIAL PROCEDURES

1   General

In all processes of the Federation, the judicial bodies of the Federation will provide fair procedures to all parties involved and will respect their fundamental rights.

2   Disciplinary and Appeal Processes

            Disciplinary/Appeal Steps
                  Any evidence of misconduct to be sent in first instance to Chief Operating Officer (COO) (who may also institute proceedings using other evidence).
                  COO advises President and the Board of Directors of alleged misconduct.
                  A Disciplinary Committee (DC) appointed by the Board investigates.
                  Investigation coordinated by DC with respondent having the right to make representations and to supply evidence. DC may authorize personal hearing for serious or complex cases.
                  DC reports to full Board of Directors with the decision, and if the misconduct charge is sustained by at least a majority of the Board, the penalty.
                  Penalties can include a suspension of ILF membership for a period, and/or dismissal from ILF. Where the penalty is dismissal from ILF, Board of Directors (other than anyone charged with an offense) votes on the penalty: a simple majority in favor confirms the penalty – failure to secure a majority causes the penalty to be reconsidered by DC and a new penalty proposed.
                  Any appeal must be lodged with the COO within 14 days.
                  Any findings of guilt and penalty applied may be made public at the discretion of the Board.

3   General Disciplinary and Appeal Processes

These Regulations are created by the ILF to control how disciplinary action can be instituted.
            Applicability
                  The term “respondent” in these Regulations will refer to the player, competition official, or other person who is alleged to have committed the offense in question. If a Member Association is alleged to have committed the offense, “respondent” will refer to the representative designated by the Member Association to represent it in the proceedings.
                  A protest or appeal will be submitted in writing to the relevant body and will set out the facts, reasons and evidence on which it is based. It will be accompanied by a deposit of
$100 USD or equivalent, which amount will be refunded if the protest or appeal is allowed.
                  A decision is considered as delivered when received by the person concerned or his member federation. A protest or appeal is validly made if it is received before midnight (Federation headquarters time) on the last day of the deadline which, unless otherwise specified, is 14


days after the relevant body has delivered the decision.
                  The lodging of a protest or of an appeal will not have the effect of suspending the decision at stake or any penalty imposed. However, the protester or appellant may submit a request for suspension of the decision or penalty and the body hearing the appeal or the protest will rule on the request.
                  For all situations not covered by these Judicial Procedures, the judicial bodies of the Federation will apply United States law.

4   Disciplinary Committee

     The Executive Committee has the power to appoint a standing Disciplinary Committee to deal with disciplinary matters as they arise or to appoint a specific Disciplinary Committee to deal with a particular alleged offense.
     A Disciplinary Committee will comprise the Chair, who will conduct any meeting of the Committee, and two other members. All members of a Disciplinary Committee must be members of the Board of Directors. Two members must be present at a meeting to form a quorum, and the Chair will have a casting vote in the case of equality.
     A member of a Disciplinary Committee may not be a witness or give written evidence in a particular case, and must not have been an official at an event where an alleged offense took place, or a witness to the alleged offense.

5   Disciplinary Process

     It will be permissible to consider an alleged offense using only written reports and evidence. In such cases, the Disciplinary Committee must take its decision based only on the written reports and evidence, and any submission from the respondent or the respondent’s Member Association. However, alleged offenses against the dope-testing regulations must be heard at a meeting to which the respondent concerned is invited.
     Any respondent who is alleged to have committed an offense must be informed in writing via their Member Association of the fact that a Disciplinary Committee is considering the alleged offense, and outlining the nature of the evidence available.
     For all but hearings for offenses against the dope-testing regulations, copies of any written evidence or reports will be sent with the letter about the alleged offense. This is to allow the respondent to be aware of the evidence and to permit a written submission to be made stating any facts and circumstances from the respondent’s viewpoint, and/or the Member Association’s viewpoint.
            When a respondent attends a Disciplinary Committee meeting, the respondent will be entitled to
be accompanied by an adviser or representative, together with an interpreter if desired, as meetings will be conducted in English, the official ILF language.

6   Timescale and Venue

            Any disciplinary Committee meeting will be convened as quickly as is practicable following


receipt of evidence of misconduct.
            The venue for a Disciplinary Committee meeting will be set by the ILF.
     At a Disciplinary Committee meeting, any expenses of a respondent, any adviser or representative and interpreter, together with the expenses of any witnesses called by the respondent must be met by the respondent or the respondent’s Member Association.
     Expenses of the meeting room, administration, and travel and subsistence of the committee and any persons requested to attend by the ILF will be met by the ILF.

7   Committee Meeting Guidelines

     A Disciplinary Committee meeting will be conducted without formal rules of procedure, but adhering to the following general principles:
            The Chair is in charge of the meeting and any rulings from the Chair are binding.
     The only people who may be present at the meeting are the Committee, a Minute Secretary, the respondent, the respondent’s adviser or representative, an interpreter, a representative of the respondent’s Member Association, a person introducing the evidence to substantiate the alleged offense, and a particular witness. Additional observers without the right of speaking may be present at the discretion of the Chair.
            The Chair will start the meeting by introducing those present and explaining each person’s role.
     A person introducing the evidence (who must not be a member of the Disciplinary Committee) will first of all summarize the case against the respondent and will then introduce the evidence available. In the case of written evidence, the respondent through his/her Member Association will be sent a copy a reasonable time in advance of the meeting.
     For each piece of evidence, the respondent, the respondent’s adviser or representative, and the representative of the respondent’s Member Association will have the right to ask questions.
     If a witness or expert is called, questions may be asked of the witness by the respondent, the respondent’s adviser or representative, and the representative of the respondent’s Member Association.
     After the evidence against the respondent has been presented, the respondent or the respondent’s adviser or representative may introduce additional evidence or call witnesses or experts.
            Any member of the Disciplinary Committee may ask questions of any witness.
     The Committee has powers to call for evidence and witnesses (including experts) as and when it deems fit, to assist in the proceedings.
     After all evidence and witnesses have been heard, the respondent or the respondent’s adviser or representative will be given an opportunity to summarize the respondent’s point of view.
                The Committee will consider their decision with no other person present.
     If the Committee decision is that the respondent is found guilty of the alleged offense then, before deciding on any penalty, the respondent or the respondent’s adviser or representative will be given the opportunity to make a statement.
                With no other person present, the Committee will consider what penalty, if any, is to be applied,


and will then announce it.
     The decision and any penalty will be confirmed in writing as soon as possible after the meeting to the respondent through the respondent’s Member Association.
     The fact that a Disciplinary Committee meeting is being held, the name of the respondent and the proceedings themselves will normally be kept confidential by the ILF. This will not preclude the ILF from confirming outline details if it is evident that the media are aware of the meeting. The decision of the Committee will be publicized at the ILF Board of Director’s discretion.

8   Appeals

The respondent (or the respondent’s Member Association) may appeal against a Disciplinary Committee decision.
            Appeal Requirements
                  An appeal will only be valid if it is made in writing within 14 days of the Disciplinary Committee decision.
                  The appeal will state the grounds for the appeal.
                  The appeal will be accompanied by a deposit of $100 USD, which will not be returned to the respondent.
                  The Executive Committee will appoint an Appeal Committee to deal with each specific appeal. The Appeal Committee will consist of three members, none of whom must have been present in any capacity at any initial Disciplinary Committee that dealt with the particular case.
                  The general procedure of the Appeal Committee will follow that of a Disciplinary Committee.
                  An Appeal Committee can reverse a finding of guilt, or can vary the penalty imposed by the original Disciplinary Committee. Variation of a penalty can be to increase or decrease any element of the penalty, as the Appeal Committee at its sole discretion sees fit.

9   Penalties and Financial Compensation

The Constitution specifies the following: The judicial bodies of the Federation have the power to make decisions and impose penalties and can impose the following penalties.
            Penalty Guidelines
                  Reprimand - oral or written issued by the Disciplinary Committee.
                  Exclusion or suspension - formal notice issued by the Disciplinary Committee.
                  Disqualification - formal notice issued by the Disciplinary Committee.
                  Ban from competition - formal notice issued by the Disciplinary Committee.
                  A combination of the penalties listed above or other appropriate measures agreed by the Board of Directors.


                  Any suspension is from all competitive events for such time as is seen fit, including possibly for life.
                  Suspension of a player or official may be imposed by the Executive Officers or Board of directors, where there is strong evidence of serious misconduct, until a hearing takes place.

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