These Rules of Procedure, including their Annexes, have been adopted pursuant to the

Articles of the Association of Hydro-Meteorological Industry, hereinafter referred to as the Association.

I. ORGANIZATIONAL REGULATIONS 

A. General Assembly: Chair and Vice-Chair

Art. 1 The General Assembly shall elect its own Chair and Vice-Chair. Only representatives of members may hold the position of a Chair or Vice-Chair of the General Assembly.

Art. 2 Elections for the positions of Chair or Vice-Chair of the General Assembly shall be submitted in writing to the Executive Secretary during the publicized nomination period, which shall close in accordance with Section E, Election of Chair, Vice Chair and Councillors.

Art. 3 The Chair and the Vice-Chair shall be elected for terms of four years. The Chair and Vice-Chair may be elected for one further consecutive term only. Election to the Chair of a Vice-Chair, or vice-versa, shall be regarded as a new appointment.

Art. 4 The Chair will preside over the meetings for the General Assembly and the Executive. The Chair is the external voice of the Association articulating the general policies, decisions on the strategy and the management of the Association as approved by Council. The Chair assumes the duties of the Vice-Chair when the Vice-Chair is unavailable.

Art. 5 The Vice-Chair will preside over Council Meetings, ensuring the Council Members are fulfilling their duties and assumes the duties of the Chair when the Chair is unavailable.

Art. 6 The following criteria for choosing the Chair and Vice-Chair should be reasonably applied, considering the number of available candidates: 1. Experience and qualifications of the candidate; 2. Equitable global geographical distribution, and 3. Chair and Vice-Chair should not usually be of the same nationality, or elected from the same category of members, or from the same group of companies.

Art. 7 The Chair and Vice Chair must be exemplary in their leadership and adhere to the HMEI Code of Ethics. By their position, the Chair and Vice Chair must represent the interests of the general membership and not use their position on Council for their own personal interests or the interests of their individual company(ies).

B. Executive

a. Responsibilities

Art. 8 The Executive is comprised of the Chair, Vice Chair, the Executive Secretary and the Executive Administrator and is responsible for:

1. Reviewing Member concerns;
2. Leading the development of strategy;
3. Assisting and supervising the Secretariat with the day to day operational decisions;
4. Setting the Council Meeting agenda;
5. Conducting or appointing a committee, selected from Council, to conduct a formal review of the Secretariat staff that includes an evaluation of performance and review salary on an annual basis;
6. Monitoring Council Members in performance of their duties.

b. Meetings

Art. 9 The Chair is responsible for calling all meetings of the Executive and setting the agenda. Other members may request that the Chair hold a meeting for the Executive based on HMEI business needs. The Executive will meet in the minimum once per Quarter to review the operations and to plan future work of the Secretariat. The Executive will communicate or meet one week prior to the Council Meeting to set the agenda.

C. Council

Art. 10 The Council is made up of the HMEI Chair, Vice Chair and a body of elected Councillors.

Art. 11 A Councillor will be elected and serve a term of four (4) years. A maximum of two Councillors may be from the same company or group of companies provided that the company or group of companies have two memberships in good standing.

Art. 12 Elections for a Council position of the General Assembly shall be submitted in writing to the Executive Secretary during the publicized nomination period, which shall close in accordance with Section E, Election of Chair, Vice Chair and Councillors.

Art. 13 Should a Councillor no longer be employed by their sponsoring Member Company for any reason, they may continue in their position to the end of their term by mutual consent of Council and the Councillor.

1. Powers

Art. 14 In addition to the powers listed in the relevant provision of the Articles of Association, the Council shall have the following powers:

1. Subject to the authority and direction of the General Assembly and subject to whatever power and responsibility may be delegated to another body, the Council may act on behalf of the Association with respect to all matters not specifically reserved to the General Assembly.

2. Determining the general policy and making decisions on the management and on the strategy of the Association and any subsequent modifications to them and taking decisions regarding disputes arising from their application;

3. Adoption of the Financial Regulations and any subsequent modifications to them, if any;

4. Adoption of the Staff Contracts and any subsequent modifications to them, if any;

5. Definition of broad standardization and other relevant industrial policies (e.g. WMO technical standards, ISO standards, etc.);

6. Approval of important agreements;

7. Approval of proposals and other deliverables submitted to it by the Executive Secretary;

8. Setting the number of Council positions within the number range established by the General Assembly. New Council positions will be elected by the General Assembly;

9. Removal of the Chair, Vice Chair or any Councillor for non-performance of their duties or breach of the HMEI Code of Ethics.

2. Meetings

Art. 15 The Council may be called by the Chair, as often as the business of the Association requires, however at least once during each year, at such times and places as may be determined by the Chair of the Council.

The Council may also be convened upon request of the Vice Chair or any one of the Councillors. Such request is made to the Chair in writing with a copy to the Vice Chair and Executive Secretary. The written request must include the reasons for which the Council meeting is being called. Upon receipt of such request, the Chair shall convene the Council without delay. If the Chair fails to convene the meeting within fifteen (15) days after the presentation of the aforesaid request, the Vice Chair in conjunction with the Executive Secretary will convene the meeting of the Council by themselves.

The notice convening the Council meeting shall mention the day, the time and the place of the meeting, as well as the agenda. The relevant documentation relating to the forthcoming meeting shall be delivered reasonably in advance. Resolutions on items that were not mentioned in the agenda may only be taken if all members of the Council have been consulted, except in case of emergency.

Any meeting of the Council shall be called at no less than ten (10) days’ notice. Councillors may participate in a meeting of the Council by means of telephone conference or similar communications equipment, whereby all persons participating in the meeting can hear each other and such participation shall constitute presence in person.

The Council is chaired by the Vice-Chair and, in case of their absence, by Chair or, if absent, by another member of the Council.

Art. 16 The quorum necessary for the adoption of resolutions is reached when more than half of the Councillors, not counting the Executive Secretary, are present in person or by video or telephone conference or similar communications equipment. A quorum must be present at the beginning of and throughout each meeting.

Art. 17 Resolutions can be passed by the approval of a simple majority of the Councillors who are present at the meeting. In the event of a tie, the Chair (or in their absence the acting Chair) has a casting vote. Resolutions of the Council may be taken in writing, by way of circular letter, provided that no Councillor requests a discussion within the time set on the proposal. Such resolutions are adopted if they have been approved by an absolute majority of the members of the full Council, not counting the Executive Secretary. In the event of a tie, the Chair has a casting vote.

Art. 18 The discussions and the resolutions of the Council are set forth in minutes, signed by the Chair and the Executive Secretary. Each Councillor receives a copy of the minutes. The resolutions taken by way of circular letter must be included in the minutes of the following meeting of the Council. The minutes of each meeting must be ratified at the following meeting of the Council.

3. Dismissal; Reasons and Process

Art. 19 Council has the right to begin the process of removing the Chair, Vice Chair or any Councillor due to reasons of:

a. Lack of performance in their duties or;
b. Lack of attendance at Council Meetings for three consecutive months or;
c. Extended health issues that prevent them from carrying out their duties or;
d. Flagrant or repeated violation of the HMEI Articles of Association, these Rules of Procedure or the HMEI Code of Ethics or;
e. If the Chair, Vice Chair or Councillor do not represent the interests of the general membership and if they use their position for their own personal interests or the interests of their individual company(ies).

Art. 20 Should the Chair, Vice Chair or any Councillor (further known as the Individual), breach one or more Reasons of Dismissal, the following process will be invoked:

a. A breach by the Individual may be brought to Council’s attention by the Chair, the Vice Chair, any Councillor or the Executive Secretary;

b. Council, In Camera from the Individual, will discuss the circumstances of the breach. Any Councillor including the Chair and Vice Chair that are in the same company or a related set of companies must recuse themselves from the In Camera Session. The remaining participants of the In Camera session will set a committee of three (3) Councillors to be known as the Tribunal Committee. The Councillors on the Tribunal Committee must be from different companies none of which are related in any way to the Individual’s company(ies);

c. The Executive Secretary be a non-voting participant and Chair the Tribunal Committee;

d. The Tribunal Committee will follow the process outlined to notify the Individual of the specific criteria of the breech at a meeting held either in person or via electronic video conferencing or a combination between the Tribunal Committee and the Individual;

e. The Tribunal Committee will set a meeting date in writing with the Individual;

f. With the Individual, the Tribunal Committee will discuss the circumstances of the breach and if necessary, create a Plan of Action to alleviate the breach within 30 days. The results of the meeting will be documented and provided to the Individual within seven (7) days of the meeting. The Tribunal Committee may also decide upon explanation by the Individual that no breach occurred, and the Committee will be dissolved after reporting back to Council;

g. Thirty (30) days after the initial meeting, a second meeting will be held between the Tribunal Committee and the Individual to review the actions taken by the Individual. If the Tribunal Committee is satisfied that the breach has been alleviated, no further action will be required and the Tribunal Committee will report back to Council that the matter has been dealt with satisfactorily the Committee will be dissolved;

h. Should the Tribunal Committee decide that the Individual has not alleviated the breach at the second meeting, the Individual will be provided a second letter within seven (7) days of the meeting outlining the corrective actions expected;

i. Sixty (60) days after the initial meeting, a third meeting will be held between the Tribunal Committee and the Individual to review the actions taken by the Individual. If the Tribunal Committee is satisfied that the breach has been alleviated, no further action will be required and the Tribunal Committee will report back to Council that the matter has been dealt with satisfactorily the Committee will be dissolved;

j. Should the Tribunal Committee decide that the Individual has not alleviated the breach at the third meeting, the Individual will be provided a third and Final letter within seven (7) days of the meeting outlining the corrective actions expected;

k. If the breach is not dealt with by the Individual within the 30 days of the third meeting, the Tribunal Committee will then meet to discuss and vote on dismissal of the Individual. Should the Tribunal Committee decide to dismiss the individual, the matter is to be brought before an In Camera session of Council. The Tribunal Committee will relay the steps it has taken and the resulting action or inaction by the individual. Council can then move to and vote on the dismissal of the Individual;

l. Should Council vote to dismiss, the Individual must be formally notified and has 30 days to appeal. The appeal will be done to a quorum of Council by presenting their reasons to be reinstated, either in person or by video or telephone conference or similar communications equipment within 30 days;

m. Should Council vote to remove at the appeal, the Individual will have five (5) days to request an appeal at the next General Assembly. During this time of appeal to the General Assembly, Council is within its right to appoint an Interim Councillor to fulfil the required duties. The Individual will have their rights as a member of Council suspended until the General Assembly hears the appeal and votes;

n. At the next available General Assembly, ten minutes will be allowed to both the Executive Secretary as Chair of the Tribunal or their designate to articulate reasons for dismissal. The Individual may articulate their reasons for requesting reinstatement. A simple majority vote to dismiss or reinstate by the General Assembly will stand with no further right to appeal by the Individual;

o. Upon non-response of the Councillor at any stage of the Tribunal Committee review process or a final decision to dismiss by the General Assembly, the Secretariat must initiate an open election for the vacant Council position within forty-five (45) days.

D. Elections for Chair, Vice Chair and Councillors

Art. 21 Elections for the Chair, Vice Chair and Councillor positions should follow the guidelines below:

1. Nominations will take place sixty (60) days to Twenty (20) days before the date of the election is to take place at a General Assembly or the date of closing of the electronic voting;

2. Each nomination must be proposed by at least two members and must indicate the nominee's consent to be nominated;

3. Forty-five (45) days to Fifteen (15) before the date the voting will be opened the Nominated Candidates may campaign the membership;

4. Fourteen (14) days before the General Assembly is held, electronic voting will commence;

5. If there is only one candidate nominated for the position of Chair, Vice Chair or Councillor at the close of the publicized nomination period, the candidate will be acclaimed by written resolution;

6. Council may choose to follow the guidelines above or modify at its discretion. A minimum period of thirty days (30) is the shortest allowable time for an election to be held that encompasses a Nomination period, a Campaigning Period and a Voting Period, divided into three (3) equal parts.

E. Special Committees

1. Purpose; Terms of Reference

Art. 22 From time to time, Council may initiate projects where additional resources are required to carry out the work. This work may be done through volunteers from the membership outside of Council, by volunteers outside of HMEI, by paid Consultants or through some combination of the three.

Special Committees are appointed by the Council for defined tasks by resolution. Such resolution will also define the Special Committee’s assigned task, the objectives to be achieved, the timeframe, the organization of the Special Committee, the reporting and the resources at the Special Committee’s disposition.

The Special Committee shall have one Council Member to lead, or participate in, or observe the work of this temporary group. This Council Member will serve as the Council representative and provide a status of the Special Committee progress to the Council Member in the role of Special Committee coordinator, for reporting to the Council.

F. Executive Secretary and Secretariat 1

1. Appointment; Term

Art. 23 The Executive Secretary, the Administrator and other staff as designated by Council are the only paid employees of the Association and constitute the HMEI Secretariat working either part-time or full-time. The Secretariat staff shall be appointed through the Employment contract signed by HMEI Chair and employee.

All vacant positions within the Secretariat shall be filled in accordance with the provisions of the HMEI Articles of Association and Rules of Procedure.

Secretariat staff numbers and grades shall be in accordance with the relevant provisions of the budget.

The Secretariat shall comply with conditions of the Agreement between WMO and HMEI Secretariat which specifies accommodation of the HMEI Secretariat at WMO headquarters free of charge.

Staff numbers and grades shall be in accordance with the relevant provisions of the budget.

2. Responsibilities

Art. 24 The Executive Secretary’s responsibilities comprise:

1. Accounting for the management and finances including invoicing and collections of membership fees and tracking of the status for each member of the Association to the General Assembly and the Council;

2. Preparing the annual accounts and the annual budget to the attention of the General Assembly and the Council;

3. Preparing the annual report;

4. Communicating regularly to the Chair of the General Assembly and the Council important information within their areas of responsibility as well as submitting progress reports to the Council;

5. Organizing the meetings and supporting the activities of the General Assembly, the Council, and the Special Committees, including the preparation and distribution of the minutes of the meetings;

6. Organizing and supporting the administration of written resolutions of the General Assembly;

7. Establishing relationships with external bodies and the promotion of the work of the Association as appropriate;

8. Managing the Secretariat, including recruitment of staff and their assignment to tasks;

9. Maintaining an up-to-date list of members, Councillors and members of Special Committees, based on the relevant information provided by them;

10. Representing the Association within the relevant external organizations concerning advisory or regulatory hydro-meteorological issues;

11. Managing the process of Elections for the Chair, Vice Chair and Councillor positions;

12. Carrying out any other task imposed on the Secretariat by the General Assembly and/or the Council;

13. The Executive Secretary shall be assisted in their tasks by the Secretariat.

II. MEMBERSHIP PROCEDURES 

A. Membership Classes and Rights

Art. 25 There is only one class of membership in HMEI:

A. Full Membership

A Full Member has the right to cast one vote and is entitled to all the privileges of membership providing the member is in good standing and is current in their Contributions.

Art. 26 Council may, through a majority vote, may grant Delegate Status to affiliated organizations at no charge where such status may be beneficial to the Association. An organization that has Delegate Status:

1. Shall have no voting rights or rights to post information on the HMEI Member Web Site;

2. May attend WMO meetings as an HMEI Representative but is not permitted to speak;

3. Be eligible to receive the HMEI Newsletter and other relevant information.

B. Admission Procedures

Art. 27 Applications for membership shall be made in writing to the Executive Secretary who will forward all such requests to the Councillor responsible for Membership.

Art. 28 Applications shall contain sufficient detail about the applicant's status and business, together with a statement of its major products and services. The Executive Secretary in conjunction with the Councillor responsible for Membership shall also advise the Council on conditions and acceptability of the application for membership. The conditions for admission to membership shall be proposed by the Councillor responsible for Membership. Full Membership will be voted on by Council and requires a simple majority for acceptance into the Association.

C. Suspension of Rights and Termination of Membership Procedures

1. Suspension of Rights for Non-Payment of Membership Fees

Art. 29 A member’s rights and privileges in HMEI will be suspended when the membership contributions have not been paid in full by May 1 of the membership year. A reminder of payment will be e-mailed thirty (30) days prior to May 1 date by the Executive Secretary. If payment is not received by May 1st by the Executive Secretary, the member will have their rights as a member suspended including:

• Voting rights
• Newsletter Distribution
• Visibility of the member’s company products, services, and advertising on the HMEI website
• Discounts offered to HMEI members for Exhibition and other events
• Distribution of information regarding Tenders
• All notifications routinely sent out to members Should the suspended member make full payment on or before September 1 st of the membership year, all suspended rights and privileges will be reinstated back to full membership status.

2. Termination of Membership

Art. 30 A membership will be terminated if payment of fees is not received on or before May 1 st of the membership year. Payment reminder notices will be emailed monthly beginning February 1st with a final demand for payment thirty (30) days before the May 1 st date by the Executive Secretary.

Art. 31 A membership may also be terminated if such member is in substantial breach of other membership duties, commits flagrant or repeated violations of the HMEI Rules of Procedure or Code of Ethics, or if such member continuously acts contrary to the interests of the Association.

3. Termination Procedure - Means of Appeal

Art. 32 A terminated membership shall be resolved by the Councillor responsible for Membership and the Membership Committee.

The member concerned shall be entitled to furnish an explanation to the Membership Committee. The termination of membership shall take effect from the date fixed by the Membership Committee. The member concerned shall be notified of the decision by e-mail and subsequent letter.

The concerned member can appeal the Membership Committee’s resolution to the Council. The appeal must be in writing and must be submitted to the Executive Secretary within 30 days from receipt of the Notice of Termination. An appeal has no suspending effect. The Executive Secretary shall then submit the appeal to the Council for discussion and decision at its next meeting or decision by written resolution. The Council’s decision is final and will be communicated to the appellant within 30 days from the date of the meeting.

III. FINANCIAL REGULATIONS

A. Determination of Member Contributions

Art. 33 The contributions from each Member will be determined by the Council, subject to the approval of the General Assembly, according to the provisions of the Articles of Association and in application of the guidelines set forth in Annex 1 to these Rules of Procedure.

Art. 34 All member contributions are due in full, on the first day of January. However, upon request by a member, contributions may be invoiced in two (2) instalments subject to a 10 percent surcharge on each instalment.

If admitted prior to 30th June, new members shall be subject to the full annual member contribution. If admitted after 30th June, new members shall be subject to fifty percent (50 %) of the full annual member contribution which will be paid on or before the Payment Due Date on the invoice.

Art. 35 Members shall maintain valid points of contact information on file with the Executive Secretary for purposes of invoicing and payment notifications. Members unable to be contacted for payment will be subject to suspension and termination of membership in accordance with the terms of Articles 18 and 19 of these Rules of Procedure. Outstanding member contributions will be annexed to the Executive Secretary’s progress report to the Council and reported at the next General Assembly.

B. Budget

Art. 36 The budget shall be comprised of several income and expenditure sections. Each section may be divided into subheadings and each subheading into items.

The budget shall contain all appropriate information on forecast income and expenditure, in particular, for each item it shall mention the corresponding actual figures of the previous year, forecast budget of the current year, and forecast for budget year plus one.

The budget voted annually by the Council shall comprise an income and expenditure account including at least the following:

1. Forecast incomes from the following sources of the Association:

a) Contributions and fees from members (in accordance with Annex 1 of these Rules of Procedure);
b) Income for contracted work;
c) Income from sales of publications;
d) Financial income (interest);
e) Any other incomes.

2. Forecast expenditures from the following sources of operations of the Association:

a) Salaries of the Secretariat Staff;
b) Expenses for contracted work including Professional Services;
c) Computer and office supplies;
d) Marketing expenses;
e) Travel Expenses;
f) Any other expenses.

IV. GENERAL ASSEMBLY VOTING REGULATIONS

A. Principles

Art. 37 Each Full Member shall have the right to vote in meetings and written resolutions with one vote on all matters. In urgent cases, the General Assembly Chair, in consultation with the Executive Secretary, may decide to have a resolution passed by a vote taken by way of correspondence. The Secretariat shall provide all relevant information to the members. Voting papers shall specify the final date for votes to be cast, which shall be at least two weeks after dispatch to members.

B. Voting

Art. 38 Full Members have the right to cast votes in the following cases: 1. Dissolution of the Association; 2. Disputes arising from the application of the Rules of Procedure; 3. Amendments to the Articles of Association and the Rules of Procedure, including their annexes; 4. Resolutions having the effect of diminishing the members’ rights or increase the members’ duties; 5. Elections of Councillors, and the Chair and Vice-Chair of the Association.

Art. 39 A proposal shall be approved when the percentage of affirmative votes is a simple majority of the votes cast, except where these Rules of Procedure provide otherwise. Abstentions by members present or represented by proxy, or failures to submit written votes by the specified date, shall not count as votes cast.

Art. 40 In any meeting of the General Assembly, the quorum present or represented by proxy, or, in written resolutions, the quorum of participating votes, shall consist of at least 40% of the total number of voting members.

C. Appointment of Chair, Vice-Chair and Council Positions of the General Assembly

For appointment of the Chair, the Vice Chair and Council positions of the General Assembly, the candidate obtaining the higher number of votes at the conclusion of the election is then elected.

D. Secret Ballot

Art. 41 Secret ballot or written resolutions shall be used in the following cases: 1. If decided by the Chair; or 2. If requested by at least 20 eligible voters.

E. Proxy Voting

Art. 42 A member, unable to attend a meeting of the General Assembly may give its vote to another member to cast as a proxy vote provided it has notified in writing the Chair in advance of the meeting. No member may cast more than three proxy votes.

F. Conflict Between the Articles of Association And the Rules of Procedure

Art. 43 Should a conflict or discrepancy between the Articles of Association and the Rules of Procedure arise, the Articles of Association has precedence and will prevail over the Rules of Procedure. F. Confidentiality Art. 44 All information designated as proprietary of a Member shall be kept in confidence by the Association.

Approved through a vote by correspondence of the HMEI General Assembly, effective February 1, 2021.