Article 1: Name

the name of the association shall be "international co-operative banking association" (of the international co-operative alliance"), hereinafter referred to as icba.

Article 2: Role and Objectives of the ICBA

1. icba shall be representative of co-operative financial institutions and co-operative banks, affiliated, directly or indirectly, to the international co-operative alliance, hereinafter referred to as ica.
2. the icba shall initiate and encourage worldwide discussion and constructive resolution of the crucial issues that face co-operative financial institutions. it shall disseminate best practices amongst members and encourage co-operation between them.
3. the icba shall organize, collect, process and render the information on activity of icba and world’s co-operative banking subjects in a way to make possible a fast, efficient and active access to these data for icba members and other authorized organizations, especially the ica and other co-operative organizations.
4. the icba shall set up and promote regional banking committees hereinafter referred to as “rbcs�, covering different geographical areas as required by its members to act as a forum for discussion of regional and worldwide co-operative banking issues and questions.

Article 3: Membership

1. national and international co-operative bodies whose activity is related to the banking industry, who enjoy a good reputation, a democratic constitution and who are affiliated directly or indirectly to ica are eligible for icba membership.
2. where possible, the applying organization will join the rbc covering the geographical area in which their organization is located.
3. where there is no rbc covering its geographical location, the applying organization becomes an independent member of the icba board.
4. the icba board shall decide on admission of applying members, in accordance with the ica global membership rules.
5. applying members can opt for the ica associate member status, which conditions are defined by the ica global membership rules. associate members do not have voting rights in ica and icba structures.

Article 4: Membership Fees

according to the ica global membership rules, no membership fees will be charged by icba to direct or indirect ica members.

Article 5: Constitution

1. the organs of icba consist of:
   1. the ordinary members' meeting and the icba board,
   2. the regional members' meeting and regional committees.
2. the icba has the status of a specialized organization of the ica

Article 6: Ordinary Members' Meeting

1. the ordinary members' meeting decides on directions and development of the icba. the ordinary members' meeting shall have the following powers:
   1. - to approve future working program of icba,
   2. - to elect members of the executive committee and the president of the icba,
   3. - to approve the budget of icba
   4. - to approve the financial contribution, if any.
2. member organizations shall be entitled to appoint any number of delegates to the ordinary members' meeting. delegates have the right to take the floor.
3. each member organization shall have one vote at the ordinary members' meeting, except associated members who have no voting rights. decisions shall be taken by a simple majority of those member organizations in attendance. the president shall have a casting vote.
4. an ordinary members' meeting shall be convened once a year. extraordinary members' meetings shall be convened at the discretion of the icba board.

Article 7: Regional Members' Meeting

1. the regional members' meeting shall have the following powers:
   1. - to approve the future working program of the rbc,
   2. - to discuss the annual themes set by the icba board and ordinary members' meeting,
   3. - to elect the rbc members and chairman,
   4. - to approve the rbc budget.
2. member organizations shall be entitled to appoint any number of delegates to the regional members' meeting. delegates have the right to take the floor.
3. each member organization shall have one vote at the regional members' meeting and a decision shall be taken by a simple majority of those member organizations in attendance. the regional chairman shall have the casting vote.
4. a regional members' meetings shall be convened once a year. extraordinary regional members' meetings shall be convened at the discretion of the regional chairman of the rbc.

Article 8: The ICBA Board

1. the icba board shall consist of a president, vice presidents and members.
2. regional chairmen’s are vice presidents of the icba board
3. the icba board shall be elected for a four-year term
4. should a member of the icba board resign, then the icba board may co-opt a member until the next ordinary members' meeting.
5. re-election shall be permitted.
6. the icba board notably has the following powers:
   1. - to execute the resolutions of the ordinary members' meeting,
   2. - to take decisions concerning current issues connected with the activities of the icba,
   3. - to works out an activity program for the icba and a financial plan,
   4. - to manage the icba property,
   5. - to implement the objectives of the icba and report to the ordinary members’ meeting,
   6. - to report to the ordinary members' meetings on the financial situation of icba and establish a budget.
7. the executive committee shall meet at least once a year upon invitation of the president. 20% of the executive committee can ask for additional meetings.
8. any member of the executive committee can delegate a representative if he cannot attend a meeting. the president has to be informed of such delegation in writing before the meeting.
9. if a member of the executive committee ceases his activities with the institution represented on the committee, the member can – in co-operation with the institution represented – propose to the executive committee a new representative to be elected.

Article 9: Regional Banking Committees

1. at present, the following regional banking committees are set up:
   1. asia & the pacific
   2. east, central & southern africa
   3. europe
   4. americas
   5. north africa and middle east
2. in particular, the rbcs:
   1. - execute the resolutions of the regional members' meeting,
   2. - take decisions concerning current issues connected with the activities of the rcb,
   3. - report to the members at the regional members' meetings on the financial situation of rcb and establish a budget,
   4. - implement the objectives of the icba and report to the regional members’ meeting,
   5. - submit to the icba secretariat minutes of their regional meetings
3. the rbcs shall be controlled by a regional members' meeting and by the icba board
4. the rbcs will have to follow guidelines received from members in the ordinary members' meeting and the icba board
5. the rbcs shall collaborate with the icba board to collect, process and exchange information among the icba members and to carry on the common lobbying and information activities.

Article 10: Collaboration with ICA

1. the icba represents on behalf of the ica the interests of co-operative financial institutions towards other international co-operative or non-co-operative organizations, and collaborate with the governmental and non-governmental agencies for financial affairs.
2. the icba collaborate with appropriate ica committees and ica members.
3. the icba shall inform the ica about its activities and the activities of the rbcs; and the president and director general of the ica, or a person appointed by one of them, shall be invited to attend the icba board, ordinary members' and regional members' meetings.
4. the icba shall publish information and results of the work of the rbcs and the icba board via ica publications, its own journal, press releases and other efficient means.

Article 11: The ICBA Secretariat

1. the icba secretary shall be responsible to the icba board for the operational and administrative work of icba, report on the financial situation, convene meetings and undertake such other duties as the icba board may prescribe.
2. the working languages of the secretariat are english, french and spanish. the president of the icba can – after consultation with the icba board – decide upon a single working language in which the minutes, reports, correspondence and other documents are issued.

Article 12: Special Committee’s

1. if necessary, the icba board may set up special committee’s.

Article 13: Amendment to the Rules

1. amendments to the rules require a two-thirds majority of those member organizations attending the ordinary members' meeting.
2. amendments to the rules of the rbc will need to be passed by a two-thirds majority of those member organizations attending the rbc meeting.

Article 14: Dissolution

1. the icba may be dissolved by a decision of an ordinary members' meeting. it shall require a three-quarters majority vote of those member organizations attending an ordinary members' meeting.
2. the rbc may be dissolved by a decision of a regional members' meeting. it shall require a three quarters majority vote of those member organizations attending a regional members' meeting.
3. any meeting approving a proposal to dissolve the icba or one of its rbc shall also determine how any debts shall be paid. in the event of any surplus remaining after dissolution, this shall be placed at the disposal of the ica, should the icba be no longer in existence.