The Bylaws of the International Diamond Masters Association (IDMA) outline the structure, responsibilities, and procedures that govern our association. These bylaws provide a solid foundation for ensuring fairness, accountability, and ethical conduct among our members. They reflect our commitment to fostering a thriving diamond industry that upholds the highest standards of professionalism and integrity.
Within these bylaws, you will find detailed provisions regarding membership categories, dues, and termination procedures. We have defined various membership categories to cater to the diverse roles and contributions within the diamond trade. Each membership category offers unique benefits, empowering members to actively engage in our association’s initiatives and contribute to the advancement of the industry.
Article I – Membership
1.1 Membership Categories
1.1.1 Associate Members
Individuals who are directly involved in the diamond trade but do not own a diamond trade business.
1.1.2 Corporate Members
Businesses involved in the diamond trade, represented by a nominated individual.
1.1.3 Honorary Members
Individuals who have made significant contributions to the diamond industry or the IDMA, and have been elected as Honorary Members by the Board of Directors.
1.2 Membership Dues
1.2.1 Associate Members
€150 annually. This gives members access to industry updates, networking events, and basic resources.
1.2.2 Corporate Members
€500 annually. In addition to the benefits available to Associate Members, Corporate Members can participate in exclusive corporate events, have voting rights, and can nominate individuals for the Board of Directors.
1.2.3 Honorary Members
No dues, in recognition of their contributions. Honorary members have the same rights as Corporate Members but cannot vote or be nominated to the Board.
1.3 Membership Termination
Membership may be terminated under the following conditions:
- Failure to pay dues within 60 days of the due date.
- Violation of the IDMA’s constitution, bylaws, or ethical guidelines.
- A decision made by a two-thirds majority vote by the Board of Directors.
Article II – Meetings
2.1 Scheduling and Notice
The IDMA will hold an annual general meeting (AGM), the date and location of which will be communicated to members at least 60 days in advance. Special meetings may be called by the Board of Directors, with at least 14 days’ notice.
2.2 Quorum
A quorum for any meeting is 10% of the voting members or 20 voting members, whichever is less.
2.3 Voting
Each Corporate Member has one vote. Decisions are made by a simple majority vote, unless otherwise stated in these bylaws.
Article III – Board of Directors
3.1 Composition and Duties
The IDMA board will consist of a minimum of five members and a maximum of twelve members, elected from the Corporate Membership. The board is responsible for overseeing the general direction and strategy of the IDMA, approving budgets, setting membership dues, and interpreting the constitution and bylaws.
3.2 Election
Board members are nominated by Corporate Members and elected by a majority vote at the AGM.
3.3 Terms
Board members serve for a term of three years and can serve a maximum of two consecutive terms. After a gap of one year, they may be re-elected.
3.4 Removal
A board member may be removed for misconduct or negligence of duty by a two-thirds majority vote of the remaining board members.
Article IV – Officers
4.1 Positions and Duties
4.1.1 President
The President presides over all IDMA meetings, represents the IDMA to the public, and ensures the IDMA’s mission and goals are being pursued.
4.1.2 Vice President
The Vice President assists the President and assumes the President’s duties in their absence.
4.1.3 Secretary
The Secretary is responsible for recording minutes at meetings, maintaining the IDMA’s records, and communicating meeting notices.
4.1.4 Treasurer
The Treasurer oversees the financial management of the IDMA, including presenting financial reports at meetings, assisting with budget preparation, and ensuring the organization’s financial stability.
4.2 Election
Officers are elected by the board from among their number at the first board meeting following the AGM.
4.3 Terms
Officers serve for a term of one year and may be re-elected.
4.4 Removal
An officer may be removed for misconduct or negligence of duty by a two-thirds majority vote of the remaining board members.
Article V – Committees
5.1 Committee Creation
The board may create committees as needed to carry out the work of the IDMA. The board will define the purpose, duration, and powers of each committee at the time of creation.
5.2 Committee Membership
Committees will consist of at least one board member and may include other Corporate or Associate Members. Committee members will be appointed by the board.
5.3 Committee Duties
Each committee will provide regular updates to the board and will seek board approval before making significant decisions or changes.
Article VI – Financial Management
6.1 Fiscal Year
The IDMA’s fiscal year is January 1 to December 31.
6.2 Budget
The board will approve an annual budget at the last board meeting of each fiscal year.
6.3 Auditing
The IDMA’s accounts will be audited annually by an independent, certified auditor.
Article VII – Conflict of Interest
7.1 Disclosure
Each board member must disclose any personal, professional, or financial interests that could potentially conflict with the IDMA’s interests. If such a conflict exists, the board member must refrain from discussing or voting on related matters.
Article VIII – Amendments to Bylaws
8.1 Amendment Process
Amendments to the bylaws can be proposed by any board member. Proposed amendments will be circulated to all members at least 30 days before a vote. Amendments must be approved by a two-thirds majority vote at a meeting where a quorum is present.
Article IX – Indemnification
9.1 Indemnification
IDMA will indemnify its directors and officers to the extent permitted by law against all expenses and liabilities incurred in connection with any legal proceedings arising from their services to the IDMA, unless the conduct in question was unlawful, willfully negligent, or constitutes misconduct.
Article X – Dissolution
10.1 Dissolution Process
IDMA may be dissolved by a two-thirds majority vote at a meeting where a quorum is present.
10.2 Asset Distribution
Upon dissolution, any remaining assets, after all debts and liabilities are settled, shall be distributed to a non-profit organization with similar objectives as determined by the Board of Directors.