I. GENERAL REGULATIONS, NAME, RESIDENCE AND LEGAL STATUS
Article 1
The International Centre for Heat and Mass Transfer (hereafter referred to as the Centre) is an international, professional, non-governmental, non-profit organization.
Article 2
The Centre is an artificial person and is registered in accordance with the laws of the host country.
The Centre acts independently in legal dealings with other parties.
Article 3
The residence of the Centre is in an appropriate location in the host country.
Article 4
The Centre has a seal and stamp. The seal of the Centre is round, with the following inscription: International Centre for Heat and Mass Transfer.
The stamp of the Centre is rectangular with the following inscription: International Centre for Heat and Mass Transfer, No....., Date....., Year .....
Article 5
The Secretary-General represents and stands for the Centre, subject to Article 16.1 of these Statutes. The Secretary-General is authorized to conclude contracts and to perform other legal actions, as well as to stand for the Centre in Courts and before other authorities subject to Article 16.1 of these Statutes.
Article 6
For its obligations to other parties, the Centre is liable with its own assets.
Article 7
The Centre arranges financial matters through its own bank accounts.
Records of all financial activities of the Centre are kept in accordance with good accounting practice and with the laws and regulations of the host country.
II. OBJECTIVES
Article 8
The general objective of the Centre is to promote and foster international cooperation in the science of heat and mass transfer and its applications, (hereafter called the Field).
Article 9
Specific activities of the Centre are:
9.1. Organizing conferences, symposia, seminars, forums, schools and courses on topics in the Field;
9.2. Publishing material in the Field, such as proceedings, journals, reference books, directories, reports and data sheets;
9.3. Collecting, evaluating and disseminating technical information in the Field;
9.4. Promoting and assisting in the conduct of research in the Field;
9.5. Promoting the exchange of personnel between organizations working in the Field;
9.6. Undertaking activities conducive to the general objectives of the Centre;
9.7. Co-operating with international and national organizations having an interest in the Field;
III. MEMBERSHIP
Article 10
The membership of the Centre is composed of national, regional and international scientific and professional Institutions active in the Field.
Article 11
The admission requirements, rights, responsibilities and fees of membership are regulated by the By Laws of the Centre. All members have a right to be informed of all the activities of the Centre, and to give suggestions for improving these activities or starting new activities.
IV. ORGANIZATIONAL STRUCTURE
Article 12
The Centre is composed of:
12.1. The General Assembly
12.2. The Scientific Council
12.3. The Executive Committee
V. GENERAL ASSEMBLY
Article 13
13.1. The General Assembly is the highest governing body of the Centre;
13.2. The General Assembly consists of representatives of the Institutional Members. The number of representatives is specified in the By Laws;
13.3. The General Assembly has a President, two Vice-Presidents and a Secretary. The President and the Vice-Presidents are elected by the members of the General Assembly for a period of four years, and may be re-elected for one term;
13.3.1. The President of the General Assembly is the President of the Centre and the Chairman of the Scientific Council;
13.3.2. The Vice Presidents are ex-officio (non-voting) members of the General Assembly;
13.3.3. The Secretary of the General Assembly is the Secretary-General of the Centre;
13.4. The functions of the General Assembly are:
13.4.1. To approve the Statutes or amendments to the Statutes of the Centre;
13.4.2. To elect the President and the Vice Presidents of the Centre.
13.4.3. To elect members of the Scientific Council.
13.5. Member Institutions that fail to appoint representatives for duly called meetings of the General Assembly or that fail to vote in a mail ballot may be deemed to have withdrawn from membership. The procedure for removal from the membership of such Institutions is described in the By-Laws.
13.6. A meeting of the General Assembly is convened by the President at least once every four years, with two months notice being given to the members;
13.7. A quorum for a meeting of the General Assembly consists of ten representatives;
13.8. Decision of the General Assembly are reached by a majority vote of the representatives attending and participating in the voting;
13.9. All decisions within the power of the General Assembly, may be made by mail by a majority of those voting;
13.10. A decision made by mail will be valid only if at least ten Member Institutions submit ballots;
VI. SCIENTIFIC COUNCIL
Article 14
14.1. Members of the Scientific Council are elected by the General Assembly from nominations by the Executive Committee, Scientific Council or the Institutional Members for a period of two years and may be re-elected;
14.2. International organizations co-operating with the Centre may propose to the President observers on the Scientific Council;
14.3. The Secretary-General of the Centre is the Secretary of the Scientific Council;
14.4. The functions of the Scientific Council are:
14.4.1. To develop the state of the art in the Field;
14.4.2. To elect the members of the Executive Committee;
14.4.3. To advise the Executive Committee on the operation of the Centre;
14.4.4. To approve or amend the By-Laws of the Centre;
14.4.5. To appoint the Secretary-General upon receiving a nomination from the Executive Committee;
14.4.6. To present honors and awards of the Centre;
14.4.7. To appoint two of its members as financial auditors of the Centre;
14.4.8. To elect Honorary members of the Centre;
14.5. A meeting of the Scientific Council shall be convened by the Chairman at least once every four years;
14.6. A quorum for a meeting of the Scientific Council consists of twenty members.
VII. EXECUTIVE COMMITTEE
Article 15
15.1. The Executive Committee is the body which organizes and carries out the activities of the Centre. Members of the Executive Committee are elected by the Scientific Council by a simple majority of those voting in a mail ballot conducted by the President of the Scientific Council. Nominations for membership on the Executive Committee may be made by any member of the Scientific Council or any Institutional Member. Executive Committee members serve a term of four years and may be re-elected twice;
15.2. The Executive Committee has a chairman elected by and from the members of the Executive Committee;
15.3. The members of the Executive Committee are ex-officio, voting members of the Scientific Council;
15.4. The President and the Secretary-General are, ex-officio, voting members of the Executive Committee. The Secretary-General is the Secretary of the Executive Committee. The Vice-Presidents are, ex-officio, voting members of the Executive Committee. All past presidents of the Centre are ex-officio, voting members of the Executive Committee would they accept.
15.5. The functions of the Executive Committee are:
15.5.1. To decide on the organization of conferences, symposia, seminars, forums, schools and courses;
15.5.2. To supervise the publications of the Centre;
15.5.3. To appoint special committees and officers for specific activities of the Centre;
15.5.4. To approve the annual budget prepared by the Secretary-General;
15.5.5. To approve applications for Institutional Membership;
15.5.6. To nominate the Secretary-General for appointment by the Scientific Council;
15.5.7. To approve the annual financial report prepared by the Secretary-General and authorized by the auditors from the Scientific Council;
15.5.8. To recommend actions to the General Assembly and Scientific Council;
15.5.9. To draft revisions to the Statutes and By-Laws;
15.5.10. To nominate candidates for President and Vice-President of the Centre to the General Assembly;
15.5.11. To confer honors and awards of the Centre.
15.6. The Executive Committee shall meet at least once each calendar year;
15.7. A quorum for a meeting of the Executive Committee consists of one-half of the elected members.
15.8. If a member of the Executive Committee fails to attend two successive meetings, the Executive Committee may remove that person from the membership of the Committee;
15.9. If a member of the Executive Committee resigns or is removed from the Committee in accordance with Para. 8 of this Article, that member shall be replaced on the Executive Committee by the next eligible candidate who obtained the highest number of votes at the preceding Executive Committee election.
VIII. SECRETARY GENERAL
Article 16
16.1. The Secretary-General is the principal executive officer of the Centre and supervises the financial and administrative affairs of the Centre. The Secretary-General is responsible to the Executive Committee. The Secretary-General is nominated to the Scientific Council for a period of four years by the Chairman of the Executive Committee with the advice and consent of a simple majority of the Executive Committee;
16.2. The Secretary-General is assisted by a Secretariat which may include administrative and technical personnel.
IX. FINANCES
Article 17
17.1. The income of the Centre consists of:
17.1.1. Membership fees;
17.1.2. Fees from attendance at conferences, symposia, seminars, forums, schools and other activities of the Centre;
17.1.3. Subventions and donations ;
17.1.4. Income from publications;
17.1.5. Income from activities carried out by the Centre under contracts with other organizations;
17.1.6. Other income in accordance with the intent of these Statutes.
X. SECRETARIAT OF THE CENTRE
Article 18
The Secretariat assists the Secretary-General in administrative, financial and technical activities as needed. The Secretariat is responsible to the Executive Committee through the Secretary-General. Personnel of the Secretariat must have the qualifications necessary to undertake their duties, including adequate fluency in written and spoken English. Personnel of the Secretariat are nominated by the Secretary-General for approval by the Executive Committee.
The costs of operation of the secretariat will be borne by the host organization at which the secretariat is located on a basis to be established between the Executive Committee and the organization.
XI. WINDING-UP OF THE CENTRE
Article 19
19.1. A proposal to wind-up the Centre has to be made by the President of the Centre and the Chairman of the Executive Committee to the General Assembly and must receive a two-thirds majority of the votes of the members participating in the voting;
19.2. A proposal to wind-up the Centre must be in written form and has to be presented to all Institutional Members, at least six months in advance of the meeting on which it is to be voted. The reasons for the proposal to wind-up are to be stated in this notice. The proposal is to be submitted to a mail ballot. The ballots, together with the reasons for the proposal to wind-up, must be sent to all members at least two months before the deadline for receipt of the ballots;
19.3. If the Centre is wound-up and all financial obligations are settled, the General Assembly shall donate the remaining assets to an organization having similar aims and purposes.
XII. CONCLUDING REGULATIONS
Article 20
On the date these Statutes become effective, the former Statutes including all amendments and changes are nullified.
Article 21
These Statutes with amendments were accepted by the General Assembly of the Centre, on August 1994, using the procedures outlined in the existing Statutes and By-Laws of the Centre.
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AMENDMENT 1: (August 24, 1998)
Add as last sentence to Article 15.4: "All past presidents of the Centre are ex-officio, voting members of the Executive Committee would they accept."
AMENDMENT 2: (August 16, 2002)
Article 15.6
Previous Statement: “The Executive Committee shall meet at least twice each calendar year.”
Revised as: "The Executive Committee shall meet at least once each calendar year."
Additional paragraphs added to Article 15:
15.8. If a member of the Executive Committee fails to attend two successive meetings, the Executive Committee may remove that person from the membership of the Committee;
15.9. If a member of the Executive Committee resigns or is removed from the Committee in accordance with Para. 8 of this Article, that member shall be replaced on the Executive Committee by the next eligible candidate who obtained the highest number of votes at the preceding Executive Committee election
AMENDMENT 3: (October 19, 2015)
Article 14.1
Previous Statement:
“Members of the Scientific Council are elected by the General Assembly from nominations by the Executive Committee, Scientific Council or the Institutional Members for a period of four years and may be re-elected;”
Revised as:
“Members of the Scientific Council are elected by the General Assembly from nominations by the Executive Committee, Scientific Council or the Institutional Members for a period of two years and may be re-elected;”