AAPA Rules and Procedures

The Audiovisual Anti-Piracy Alliance (AAPA), the successor body to AEPOC, is established in the UK as a company limited by guarantee.

AAPA's mission is to enable the fight against piracy where this involves the development, promotion, distribution, application or use of technologies resulting in the unauthorised use of protected audiovisual content, by co-ordinating intelligence and action supported by effective legislation and its implementation.

AAPA publishes and maintains a set of principles, which all its members support.

Membership

Companies involved in the provision of protected audiovisual services, security technology for such services, manufacturing of products which facilitate the delivery of such services and who have significant business in Europe may apply to join. Applicants must be willing to support the AAPA principles and provide details of their anti-piracy activities and other matters.

In the event that a member no longer wishes to be in AAPA it may resign by e-mail to the Executive Director.

In the event that a member seems no longer to be able to support the AAPA principles then the Council may ask, but not require, them to leave the organisation. If such a member declines to leave then they may be expelled from AAPA.

Annual General Meeting

Members shall meet in an Annual General Meeting (AGM) once a year. All members may send representatives to the AGM. Each member will have one vote which may be given by proxy to another member or the Executive Director.

The AGM shall, upon a recommendation from the Management Group, agree the budget and fee for the coming year and shall agree also the strategy, policy and priorities for AAPA.

The AGM shall adopt the accounts of AAPA and recommend their approval to the Management Group.

Management Group

A Management Group comprising the founding Directors and Executive Director shall be responsible for the day-to-day operation of AAPA. The Management Group shall be responsible on an operational basis for financial management, banking, accounting, insurance, etc., including the appointment of the accountant. Where necessary, the Management Group shall exercise all the powers of the Council between meetings and shall report their activities at each meeting.

Executive Director

AAPA may appoint an Executive Director. The Executive Director will be responsible to the Council for the execution of decisions and delegated matters.

Council

The Council shall be the principal body of AAPA. Each member may nominate one representative to the Council although meetings shall be open to all representatives of members.

All members shall receive at least one week's notice of any Council meeting. Meetings may occur face-to-face or by conference call.

The Council may delegate powers to individuals and sub-groups as it sees fit.

Decision making

AAPA will normally proceed by consensus. However, where decisions are required 75% of members must be present or be represented by proxy. A majority requires 75% of those present to vote in favour of any motion.

Chair

The Council may elect a Chair.

The Chair shall serve for a renewable term of one year unless they earlier resign or are removed by the Council.

The Council may appoint one or more Vice Chair(s) to support the Chair. Any Vice Chair shall serve for a renewable term of one year unless they earlier resign or are removed by the Council.

Public Positions

AAPA shall not take any public position if more than two members object. Any member shall have the right to be disassociated from any public position that it objects to by requesting this before the position is taken.

Fee

An annual fee shall be payable by all members of AAPA in advance. The level of the fee shall be set by the Council. The Council may choose to apply different fee levels to different members.

In the event of any member leaving AAPA during the year no repayment shall be due.

If a member does not pay the fees due to AAPA within 90 days of the date of the invoice, it will receive a reminder that payment must be made within 14 days. Failure to pay within this further 14 days will result in notice of suspension, with suspension taking place after 14 days. The member shall remain suspended until the fee is paid. The Management Group shall take the final decision, having informed the Council in advance.

AAPA Intelligence and Enforcement Committee Terms of Reference

Constitution

1. The Intelligence and Enforcement Committee (IEC) is a sub-group of the main AAPA Board.

2. Members of the IEC are approved by the Board for a period of two years renewable and must be engaged in an enforcement role by an AAPA member

3. An AAPA Board member can nominate another employee of the company (subject to point 2) to participate in the IEC. Any IEC member who fails to attend for 3 consecutive meetings will be removed from the IEC membership.

4. The Executive Director and VPs may attend IEC meetings.

5. Other AAPA members may attend by invitation.

Governance

6. The IEC reports to the main AAPA Board.

7. The IEC will appoint a Chair from its members who will serve for one year renewable. The appointment should be endorsed by the Board.

8. The Board’s agreement is to be sought in relation to the priorities of the IEC for each calendar year.

9. While recognizing the sensitivity and confidentiality of the information discussed at the IEC, the IEC should provide the Board with sufficient information to enable it to decide AAPA’s position on matters discussed. For example, the main Board must be in a position to decide whether any engagement with enforcement agencies should be done under the name of AAPA.

10. Where a matter is of great urgency and a decision is required prior to the next Board meeting the matters should be raised with the VPs and Executive Director.

Remit

11. The IEC provides a forum for the sharing of confidential information (subject to complying with applicable laws) amongst members.

12. It facilitates the co-ordination of enforcement action amongst members and with enforcement agencies.

13. The IEC will make available evidence, information, etc. to support AAPA’s strategy, policy positions, etc.

14. The existence of the IEC does not preclude the main Board from setting up other, wider groups where appropriate. For example, the AAPA China Group and the Training Module group have a wider membership than the IEC and thus do not fall under the IEC, although the IEC’s participation in these groups is essential.

Modus operandi

15. The IEC may create sub-groups to work on particular topics/cases. These sub-groups will report to the IEC and through it to the Board.

16. A physical meeting should take place adjacent to the main Board meeting if possible and no less than two times a year.

17. Communications can take place electronically or by conference call.

18. A record of actions to be taken (which need not be minutes) should be made following each meeting or conference call. The VPs and Executive Director should be made aware that such a record exists.