Article I - Name

The name of the association shall be The International Union for Housing Finance.

Article II - Objects

The Objects of the Union shall be:

1. To facilitate global contact between member organizations and their officers and directors and to be a source of international leadership in housing finance.
2. To promote the exchange of knowledge among members about housing finance throughout the world and to serve as a recognized primary source of information about international finance.
3. To influence opinion leaders to adopt policies and initiatives which will promote housing.
4. To facilitate business opportunities between member institutions.
5. To promote and facilitate the development of housing finance systems in developing countries.
6. To encourage cooperation between the public and private sectors in housing and housing finance.

Article III - Membership

1. Any institution or individual that is materially engaged in housing and/or housing finance shall be eligible for membership of the Union. Such institutions might include lenders, providers of services to lenders, trade associations, regulators, academic institutions, government departments or central banks.
2. Membership in the Union shall be acquired through written (including faxed or emailed) application to the Secretary-General. The Secretary-General will report annually to the Executive Committee on those who have joined since the last Executive Committee meeting and those who have resigned.
3. Membership may be terminated by the Executive Committee if the institution fails to pay its membership dues, or acts in a manner detrimental to the interests or reputation of the Union.

Article IV - Council of Members

1. The general policy and affairs of the Union shall be under the control of the Council of Members, whose members shall comprise:
   1. the Officers of the Union;
   2. the Deputy Presidents of the Union;
   3. the Past-Presidents of the Union;
   4. the World Congress Secretary or Secretaries of the Union;
   5. one representative from each Member not otherwise represented on the Council.
2. The Council of Members shall be convened at each World Congress.
3. A member of the Council of Members may appoint a representative from the same country to attend meetings and act on his behalf.
4. The President shall be the Chairman of the Council of Members.
5. Words donating the male gender in these Bylaws apply equally to the female gender.

Article V - Executive Committee

1. The President shall, with the advice and consent of the Council of Members, appoint an Executive Committee to administer the affairs of the Union.
2. The Executive Committee shall consist of:
   1. the President (who shall be chairman);
   2. up to ten Deputy Presidents, including a First Deputy President
   3. not more than twenty other members, of which no more than three members shall be from the same country, this rule not applying to representatives of international organisations; and
   4. the Secretary General
3. The members of the Executive Committee appointed under Section (B)3 shall serve until the next World Congress.
4. A member of the Executive Committee may appoint a representative from the same housing finance organization or national organization (as the case may be) to attend meetings on his behalf, provided that such deputy is a director or executive of such organization. Should a member of the Executive Committee become ineligible to serve on the Executive Committee, the President may appoint in his place, a person from the same country, or, with the agreement of the Executive Committee, a person from another country subject to such person being eligible for membership of the Committee.
5. The Executive Committee shall meet at the call of the President or within ninety days after receipt of a written request from at least five members of the Executive Committee calling for a meeting. The President shall determine the location of the meetings. Not less than sixty days' notice of meetings shall be given.
6. Any Member of the Executive Committee who fails to attend three consecutive meetings of the Executive Committee shall be deemed to have resigned from the Committee.
7. Powers of the Executive Committee

   The Executive Committee shall have the power:

   1. to determine the annual operating budget of the Union and the emoluments of the Secretary General and the reimbursement of expenses incurred by the Officers or other specific representatives of the Union;
   2. to make grants of money to any member or group of members in any case where, in the opinion of the Executive Committee, the making of such grants is in the interests of the Union;
   3. to borrow money upon such terms as to interest or otherwise as deems fit; to secure the same, together with interest thereon, in such manner as it deems fit;
   4. to invest the funds of the Union not required for immediate use in or upon such investments as it deems fit;
   5. to purchase, lease or otherwise acquire any real or personal property of any kind which is reasonably required for the purpose of the Union;
   6. to sell, let, exchange or otherwise dispose of all or any part of the property of the Union upon such terms and conditions and for such consideration as it deems fit;
   7. to appoint any person or persons to hold in trust for the Union any property belonging to the Union;
   8. to promote or register any company or other organizations for any purposes of the Union for which such company or organization may lawfully be registered and so that the funds of the Union may be invested or lent to any such company or organization;
   9. after having considered nominations by the Nominating Committee (where appropriate), to appoint the Secretary General and other officials of the Union, to fix the terms and conditions of their appointments, and to define their duties;
   10. to decide where the headquarters and offices of the Union shall be;
   11. to make standing orders and take such other actions necessary and proper relating to the administration of the affairs of the Union.
8. The Executive Committee shall cause proper books of account to be kept, shall have them audited by duly qualified practicing accountants and shall receive the audited accounts of the Union within five months after the end of each financial year.
9. The President, on behalf of the Executive Committee, shall make a report of the affairs, activities and financial conditions of the Union at each meeting of the Council of members.

Article VI - Nominating Committee

1. The President, immediately after his election, shall appoint a Nominating Committee. The Nominating Committee shall have the responsibility of recommending to the Council of Members or to the Executive Committee, as appropriate, candidates as necessary for the offices of President, Deputy Presidents, Secretary General and World Congress Secretary.
2. The Nominating Committee shall be comprised of the President and four other members of the Council of Members chosen by the President, provided that each member of the Committee shall come from a different country. The Committee shall include one Past President. The President shall be chairman of the Committee.

Article VII - Voting>

1. The Council of Members
   1. Each Member of the Union shall have one vote in the Council of Members. In the event of a tie, the Chairman shall have a casting vote.
   2. Each member of the Council of Members may appoint a proxy, being a director or an executive of a Member or Officer of the Union, to vote for him at any meetings of the Council of Members at which he is not present. If a member is not present at a meeting or has not appointed a proxy, he shall be deemed to have abstained from voting on any matter considered at that meeting.
   3. A simple majority of members, present in person or by proxy, shall be sufficient to decide any questions considered by the Council except as provided in Articles 4 and 16.
   4. Voting at Council Member meetings shall be by a show of hands, but a ballot shall be held if any three members request the Chairman to hold a ballot.
   5. A quorum at a meeting of the Council of Members shall consist of those Full Members present, either in person or by proxy, provided at least 45 days' notice of, and opportunity to appoint a proxy for such meeting is given to the members.
2. The Executive Committee
   1. Each member of the Executive Committee shall have one vote. In the event of a tie, the Chairman shall have a casting vote.
   2. Between meetings of the Executive Committee, it may determine any question by means of a postal vote (which may be by fax or email transmission); and a majority of the votes cast within the time limit stated in the voting paper shall determine the decision of the Committee.
   3. Each member of the Executive Committee may appoint as a proxy any other member of the Executive Committee, to vote for him at any meeting of the Executive Committee at which he is not present. If a member is not present at a meeting and has not appointed a proxy, he shall be deemed to have abstained from voting on any matter considered at that meeting.
   4. The voting at Executive Committee meetings shall be by a show of hands, but a ballot shall be held if any three members request the Chairman to hold a ballot.
   5. A quorum at a meeting of the Executive Committee shall consist of not less than half (1/2) the members, either present, in person or by proxy.

Article VIII - Officers

1. A. The officers of the Union shall consist of:
   1. a President;
   2. a First Deputy President
   3. a Secretary General.
2. After the Council of Members has considered nominations by the Nominating Committee, it shall elect the President and Deputy Presidents of the Union who shall hold office until the next World Congress. After considering the recommendation of the Nominating Committee, the Executive Committee shall appoint a Secretary General, whose term shall be contractual as determined by the Executive Committee.
3. The President shall be the chairman at all meetings of the Council of Members and the Executive Committee; the President and the Secretary General shall be the principal spokesmen and the representatives for the Union.
4. The President shall have the authority, with the advice and consent of the Executive Committee, to establish committees having consultative powers only and to appoint their members, including an Audit Committee.
5. The First Deputy President shall perform the Duties of the President in the latter's absence or inability to act; in the case of the death or resignation of the President, or vacancy in the office of the President otherwise occurring, the First Deputy President shall thereupon serve as Acting President until the election of a new President. The Deputy Presidents shall otherwise perform such duties as shall be requested by the President and shall generally assist the President in his work.
6. The Secretary General shall be the Chief Executive Officer of the Union, with responsibility for general administration of the Union headquarters and staff, being accountable to the Executive Committee; shall have the authority to expend Union funds within the approved budget; shall be responsible for recruitment of members; shall be responsible for membership services, official bulletins and communications of the Union; shall collaborate with the officers and members of the Union in planning and developing Union policies and services; and shall perform the accounting and corporate functions of secretary and treasurer.
7. No person shall qualify as a President, or First Deputy President, unless he is a director or executive of a Member of the Union, or is a member of the governing body of an association of housing finance organizations that is a Member.
8. After the Executive Committee has considered nominations by the Nominating Committee, it shall, where necessary, fill any vacancy in the Officers.

Article IX - World Congress

1. A World Congress of the Union shall normally be assembled once in every two years. It shall receive reports from the President on the activities of the Union since the previous World Congress. The program for each World Congress shall be established by the President after consultation with such Office and Members as he may decide; provided, however, that the broad concepts of the program and other features of the World Congress shall be subject to the approval of the Executive Committee; the Executive Committee may delegate responsibility to one or more individuals or representatives of the Union in the country in which the World Congress is held.
2. The country in which each World Congress shall be held shall be determined by the Executive Committee, and the Executive Committee shall appoint a World Congress Secretary from that country.
3. The financing of each World Congress shall be decided by the Executive Committee, provided that the financing of each World Congress shall be the financial responsibility of the host country with such financial assistance from the Union, as may be approved by the Executive Committee.

Article X - Assistant and Regional Secretaries General

1. Regional Secretaries General represent two or more countries. Assistant Secretaries General represent one country.
2. Member national organizations shall be entitled to nominate an Assistant Secretary General of the Union, which nominations shall be acted upon by the President.
3. The President may appoint an Assistant Secretary General for any other country which is represented by two or more members.
4. The Assistant Secretaries General shall be the principal liaison between the Union and members in their respective countries.
5. The Assistant Secretaries General and the Regional Secretaries General shall assist the Secretary General in matters of communication between the Secretary General and the members in the areas which they represent and shall work generally to advance the purpose of the Union in such areas.

Article XI - Honorary Recognitions

1. The Council of Members may elect for life not more than ten Honorary Presidents and/or Honorary Vice-Presidents -- which may be known as "Distinguished Fellows" or such other title as the Council of Members may decide -- in recognition of special services rendered to the cause of the Union
2. The Council of Members may elect persons as Honorary Life Members in recognition of special services rendered to the Union.
3. The Honorary Presidents, Honorary Vice-Presidents, Honorary Life Members and Distinguished Fellows shall be invited to all meetings of the Union, including meetings of the Council of Members and Executive Committee, and they shall participate in the discussions as a member but without authority to vote.

Article XII - Dues

1. Dues shall be payable in a currency decided by the Executive Committee or the equivalent thereof, free of exchange, on the 1st of January each year, at the offices of the International Union, except that a newly elected member shall pay only half the annual dues if admitted after the 1st of September of the calendar year.
2. Members shall pay dues according to the scale determined by the Executive Committee.
3. No Member shall be entitled to any of the rights of membership while dues for the current period remain unpaid.
4. Any membership shall automatically lapse if the dues are not paid by the 31st July of the year following the calendar year in which they are due, provided that the Executive Committee, in its sole direction, may wave this condition for any period.

Article XIII - Indemnity

Officers and Executives may, upon resolution of the Executive Committee and approval of the Council of Members, be indemnified by the Union from liability for the discharge, in good faith, of their duties and responsibilities.

Article XIV - Amendment of Bylaws

1. These Bylaws may be amended at any duly constituted meeting of the Council of Members, following thirty days’ notice of the intention to do so. Any such amendment shall be deemed to have been adopted if two-thirds (2/3) of those present, in person and by proxy, and entitled to vote at such meeting, cast an affirmative vote.
2. Article XIV(A) shall not preclude a minor amendment or technical change to a previously noticed Bylaw amendment at a meeting of the Council of Members.