The International Federation of Poker is a non-profit organization incorporated as a legal entity (association) pursuant to articles 60 to 79 of the Swiss Civil Code.
The full name of the organization is the International Federation of Poker. It can also appear and act under its short name “IFP”.
The IFP headquarters are located in Lausanne (Switzerland).
The purpose of the organization shall be:
- to promote the worldwide development of poker in all its variants including match poker and to secure its recognition as a mind sport based on strategic skills played without any discrimination of race, sex and creed;
- to serve as a worldwide governing body to which existing and new National Poker Federations can affiliate;
- to encourage the development of Poker at national level through national entities, in particular in assisting in the setting up of national federations, where such do not already exist or where appropriate;
- to secure a broad international membership base by encouraging constitution and affiliation of national poker federations;
- to codify and seek recognition of uniform rules of poker in regard of its major variants, including match poker, for both tournament and non-tournament play;
- to promote, organize and/or sanction international Poker events and to establish and organize a poker world championship under the name of IFP Poker World Championships;
- to issue and promote an official Code of Conduct for participants to events it organizes or sanctions;
- to seek recognition of poker as mind sport by international sports governing bodies such as IMSA (International Mind Sport Association), FISU and the IOC.
4.1 FOUNDING MEMBERS
The Founding Members of the IFP are the entities which have adopted the initial IFP Statutes on the date of its foundation.
4.2 NEW MEMBERS
New members are admitted by a vote of the Congress based on a positive recommendation of the Board on a corresponding application.
To apply and be eligible for admission, an organization must fulfill the following conditions:
- be registered as a non-profit organization;
- actively support the promotion of poker;
- organization with a representative activity in poker at a national level i.e.
with a significant membership of individual poker players and/or poker players’ clubs and be the organizer of poker events in its country.
- pledge compliance with IFP’s Statutes and By-Laws in case of admission.
There can be only one member per nation. As a matter of principle, reference is made in this respect to recognition of nations by the United Nations. However, the Board may submit to the Congress the application of and recommend the election as member of an organization which does not represent a nation in the above sense but an entity or a group which, for historical reasons or otherwise, has a special status justifying an independent recognition as IFP Member. If there are more than one applicant for a nation (or entity or group in the above sense), the Board shall decide which application shall be submitted for admission.
Notwithstanding fulfillment of the above criteria, the Board decides at its sole discretion to submit an application for admission to the Congress. Only applications for admission submitted by the Board may be subject to election by the Congress.
4.3 RIGHTS OF THE MEMBERS
Members have the following rights:
- to participate to and vote at the Congress;
- to be informed in advance of the agenda of the Congress which will be convened in a timely manner;
- to submit/support proposals to be included in the agenda of the Congress;
- to exercise all other rights of Members arising from the Statutes, By-laws, directives and decisions of IFP.
4.4 OBLIGATIONS OF THE MEMBERS
Members have the following obligations:
- to comply fully with the IFP Statutes and other IFP regulations and directives, as well as decisions of the IFP issued in application thereof;
- to ensure that their own affiliated members, clubs, officials, players, comply with the Statutes, By-Laws, directives and decisions of the IFP. It is an obligation. This obligation will be included in the Statutes of the Members;
- to pay all IFP dues, including notably the annual contribution;
- to abstain from any behavior statements detrimental to IFP or incompatible with or adverse to the objective of the IFP.
Members have no liability towards third parties for engagements of the IFP.
4.6 RESIGNATION/ EXCLUSION
Any member may resign from the IFP for the end of a year subject to a written notice given six months in advance. The resignation notice may be repealed at any time during the notice period.
A member may be excluded from the IFP by a decision of the Board in the event the concerned Member:
- does not pay its contributions after having been given a dead-line of at least 30 days to do it under the express threat of being excluded in the event of further default;
- does not comply with the IFP Statutes and other IFP regulations and directives, as well as decisions of the IFP issued in application thereof.
- behaves in a way or issues statement in contradiction with the purpose of the IFP, and/or brings the IFP in disrepute;
Prior to deciding on the exclusion of a Member, the Board shall give the concerned Member an opportunity to present its position (in writing or orally).
In the event of exclusion, contributions applicable for the current year remain due in full.
The membership ends automatically in the event:
- a Member does not fulfill the conditions to become a member anymore;
- a Member is declared in bankruptcy.
Contributions applicable for the current year remain due in full.
The Board may propose to the Congress to grant organizations/entities which are not members the status of Associated Members or Partner Organizations.
Associated Members and Partner Organizations are not entitled to vote. They mainly have consultation /observer rights which will be defined in each case.
The organization of the IFP includes the following bodies/functions:
- The Congress
- The Board
- The President
- The Vice-President
- The Executive Director
The Congress consists in the assembly of the IFP’s Members.
The Congress is the supreme authority of the IFP. It has all the powers which are not vested in another body. In particular, the Congress has the power to:
- adopt and amend the Statutes;
- vote on the admission of members and associated members proposed by the Board;
- appoint and remove Board members;
- approve the budget;
- decide the annual contribution;
- approve the annual accounts;
- approve By-Laws prepared by the Board;
- resolve the dissolution of the IFP;
- decide any other matter submitted to vote.
7.3 ORDINARY AND EXTRAORDINARY CONGRESS, MAIL VOTE
An Ordinary Congress meeting is held once a year.
Extraordinary Congress meetings may be called by the Board. The Board shall call an extraordinary Congress meeting if such is required by Members representing at least 30 % of the voting shares.
Congress meetings (ordinary and extraordinary) are called by the Board on the basis of an agenda which is communicated to the Members at least twenty days in advance of the meeting. Members representing at least 20 % of the voting shares can submit additional points on the agenda. Proposal must be submitted ten days in advance of the meeting. Points which are not on the agenda may be discussed at the meeting but no vote can take place.
The Congress meetings are chaired by the IFP President or the Vice-President acting as his/her substitute as needed. In the absence of both the President and the Vice-President, the Congress is chaired by another member of the Board.
7.4 VOTING RIGHTS AND REPRESENTATION
Each Member has one vote at the Congress and is represented by one designated Delegate chosen amongst its members or officers. Except in the event of decisions of extraordinary Congress reached by mail vote, only the Members present are entitled to vote. A Member cannot be represented by another Member.
Further representatives of the Members may attend the Congress. Such representatives do not take part to vote nor have a right to speak on behalf of the Members save by special permission of the Chairman. For organizational purposes, the number of representatives of Members or Associated Members allowed to attend a Congress may be limited by the Board.
Decisions of ordinary Congress are subject to a majority of the votes of the Members present.
A decision to amend the Statutes or resolve the dissolution is subject to a qualified majority of two third of the votes of the Members present.
The Board consists of minimum 5 members elected by the Congress for renewable three years terms.
The Board elects the IFP President and the Vice-President amongst its members. The election term of the IFP President of the Vice-President is parallel to the one of the Board (3 years renewable).
Members of the Board may resign or be removed by the Congress at any time. In the event a member of the Board has to be replaced, a new member of the Board will be elected by the next Congress with effect for the rest of the current election term.In the event the President has to be replaced, the acting Vice-President shall become President ad interim for the rest of the current election term. If the Vice President has to be replaced, including as a consequence of the Vice-President becoming President ad interim, the Board shall elect one of its members as Vice-President ad interim for the rest of the current election term.
8.2 POWERS AND DUTIES
The Board is the managing body of the IFP.
Subject to the powers of the Congress, the Board shall be entitled to take all appropriate measures and issue all appropriate decisions in relation with the activities of the IFP and the accomplishment of its purpose.
The Board has in particular the following powers and duties:
- to establish the agenda and call and organize congresses;
- to review application for admission and submit them to the Congress in accordance with the Statutes;
- to prepare By-Laws (or amendments thereof) to be approved by the Congress;
- to keep the accounts and prepare the annual accounts;
- to prepare the budget;
- to implement the Statutes, the By-Laws and the decisions of the Congress;
- to appoint the Executive Director and other employees;
- to conduct the management of the IFP, respectively to supervise such to the extent delegated.
The Board represents the IFP towards third parties. The IFP is engaged by the signature of the President and of another member of the Board, who may be the Vice-President, or, in the absence of the President, through the signature of the Vice-President and of another member of the Board.
The Board may delegate its operational duties to the Executive Director.
The Board reports on its activities to the Congress.
8.3 BOARD MEETINGS, MAIL VOTE
The Board meets as often as necessary but at least twice a year.
A Board meeting may be required by the President or by three Board members.
The Board Meetings are chaired by the IFP President or the Vice President acting as his/her substitute. In the absence of the President and of the Vice-President, the Board Meeting is conducted by another member of the Board.
Decisions of the Board can also be reached by mail votes. In such case, all the members of the Board have to be consulted by mail or fax before a decision is issued.
8.4 VOTING RIGHTS AND BOARD DECISIONS
Each member of the Board, including the President and the Vice-President, shall be entitled to one vote on all matters within the Board’s jurisdiction. Board Members shall abstain to vote on matters in relation to which they have a conflict of interests.
Decisions are taken at the majority. The President shall have a casting vote.
The President is entitled to receive a remuneration which is determined by the Board.
Other Board Members are not entitled as such to remuneration. They are reimbursed for their reasonable expenses. In addition, a per diem may apply. This is without prejudice to remuneration in connection with specific professional appointments.
The Board may appoint an Executive Director.
A Board Member may not be appointed as Executive Director.
The terms and conditions of the appointment of the Executive Director are set forth in an agreement negotiated by the Board.
Under the supervision of the Board, the Executive Director is in charge of the general operational management of the IFP.
The Executive Director is in charge of the IFP administration including in particular preparation of the Congress and Board meetings and the establishment of the budget and of the financial reports. The Executive Director shall be the permanent contact person for the IFP towards the Members and third parties. The Executive Director shall represent the IFP at congresses or within committees where such representation is appropriate.
The Executive Director powers are specified by the Board.
The Executive Director shall have the appropriate powers to manage the IFP and run the IFP administration.
Further, the Board may confer upon the Executive Director powers in connection with specific operations (including negotiation and execution of agreements on behalf of IFP).
IFP will be audited by a qualified, independent auditing firm.
This independent auditing firm will audit the accounts present a report to the Congress.
The IFP’s resources are constituted by:
- annual fees of its Members
- income generated through its activities, in particular but without limitation the sanctioning and/or organization of events and/or the exploitation of rights;
- subsidies, legacies;
- other revenues.
English and French are the official languages of IFP. All communications by the IFP or from the Members to the IFP shall be in English or French. In case of discrepancy, English prevails.
The IFP is created for an unlimited period of time.
Dissolution of the IFP shall be resolved by a two third majority vote at the Congress.
The Congress shall appoint a liquidator and decide the use of the assets remaining after payment of all the debts, if any. These decisions are not subject to a qualified majority.
Amendments to these Statutes require a two third majority vote of the Congress.
The Members and the IFP shall endeavour to settle amicably any dispute, controversy or claim out of or in connection with these Statutes by negotiation.
Failing the reaching of an amicable settlement, any dispute, controversy or claim arising out of or in connection with these Statutes between Members or between Members and the IFP shall exclusively be settled by final and binding arbitration in accordance with the rules of the Court of Arbitration for Sport (CAS) in Lausanne (Switzerland) then in force.
The arbitral tribunal shall consist of one sole arbitrator who shall be appointed by the CAS. The place of arbitration shall be Lausanne.
Amended Statutes as adopted by the Congress held on November 17, 2011 in London.