Statutes
Title I: Name, Scope of Operations, Address, Objectives, Nature of Activities, and Duration
Article 1: Name
The signatories of the founding act and endorsers of these statutes establish an international network of professionals, designated as an ASSOCIATION OF PROFESSIONALS LINKED TO PARENTING COORDINATION, under Article 20 of the Universal Declaration of Human Rights and the principle of free association enshrined in the legal traditions of Ibero-American states.
The name of the entity shall be:
“INTERNATIONAL AND IBERO-AMERICAN ASSOCIATION OF PARENTING COORDINATION SPECIALISTS”, abbreviated as “AIIECP”.
Article 2: Scope of Operations
The association’s scope of operations and activities is international, with a special focus on Ibero-America for the development and implementation of Parenting Coordination. AIIECP functions as an open and participatory system, enabling the exchange of knowledge, practices, and resources between judicial institutions and professionals collaborating within this framework.
Article 3: Virtual Address
The association’s address shall be virtual, operating through a website and email, without prejudice to its ability to conduct activities in the countries of its members.
Article 4: Objectives
The association’s objectives shall include:
- Promoting a collaborative and participatory approach to building scientific knowledge focused on family intervention and Parenting Coordination across relevant disciplines.
- Creating and maintaining directories of qualified Parenting Coordination professionals offering services nationally and internationally.
- Fostering training, education, research, ethical practice, and innovation in Parenting Coordination.
- Disseminating knowledge related to Parenting Coordination internationally, including legislation, family law jurisprudence, Alternative Dispute Resolution mechanisms, and family intervention, particularly in Spanish-speaking countries.
- Serving as a resource and support for Parenting Coordination professionals in their respective countries.
- Promoting publications on Parenting Coordination and related topics.
- Advancing scientific and legislative progress in Parenting Coordination nationally and internationally.
- Organizing conferences, seminars, and debates on relevant subjects.
- Facilitating communication and knowledge exchange among members.
- Establishing relationships with publishers, specialized journals, and other associations or forums with aligned goals.
AIIECP may engage in economic activities related to its objectives, and may allocate resources as decided by its governing bodies. Income generated shall be used exclusively to further the association’s goals or enhance its assets.
Article 5: Nature of the Association
AIIECP is a private, non-profit association. Its activities and member participation are voluntary and non-remunerated. The association respects the competencies of public authorities and shall collaborate with them to advance its objectives.
AIIECP will promote cooperation with other associations linked to Parenting Coordination, judicial professional associations, and professional bodies in law, mediation, psychology, social work, medicine, and education that support mediation, conciliation, Parenting Coordination, child protection, and family conflict management.
Article 6: Duration
The association shall exist indefinitely, with unlimited membership.
Title II: Members
Article 7: Membership Status
Due to the nature of the Association, in addition to Parenting Coordinators, professionals in Family Law, Psychology, Social Work, Family Mediation, Medicine, Education, and University Teaching may become members, without restrictions based on sex or nationality.
Article 8: Member Categories
The Association’s membership shall consist of three categories: General Member, Parenting Coordination Member, and Honorary Member.
1. General Member
General Member must meet the following conditions:
a) Be a natural person at least 18 years of age, with full rights and obligations as established in these statutes.
b) Be a professional in Family Law, Psychology, Social Work, Family Mediation, Medicine, Education, or University Teaching.
c) Submit a curriculum vitae along with the membership application.
d) Have the application endorsed by two full members of the Association.
e) Gain approval by a two-thirds vote of the Board of Directors.
f) Pay membership dues regularly to maintain membership status.
2. Parenting Coordination Member
General Members who practice Parenting Coordination may apply for this category. Requirements include:
a) Fulfilling all General Member requirements.
b) Providing proof of specialized training in Parenting Coordination and other competencies as required by the General Secretariat.
3. Honorary Member
An individual who has demonstrated exceptional service to the interests or objectives of the association may be granted this distinction through a resolution of the general assembly, accepted by the individual in question.
Honorary members shall have no financial obligations to the association. They shall have the right to voice (without vote) in general assemblies, receive regular updates on the institution’s activities, and attend its public events. They may propose initiatives to the Board of Directors aimed at improving the institution.
The number of honorary members shall not exceed 10% of the total membership of the association at the time of their designation.
Article 9: Obligations of General Members
General Members must:
a) Attend meetings as convened under these statutes.
b) Serve efficiently in designated roles and assigned tasks.
c) Fulfill financial obligations to the Association promptly.
d) Comply with the statutes, regulations, and decisions of the Board of Directors and General Assemblies.
e) Maintain a legal and electronic address and keep it updated.
f) Act with integrity and loyalty toward other members and refrain from activities contrary to the Association’s objectives.
Article 10: Rights of General Members
General Members have the right to:
a) Participate with voice and vote in General Assemblies.
b) Elect and be elected to leadership positions.
c) Request information about the Association’s accounts, activities, or programs.
d) Submit proposals to the Board of Directors, which must be included in the agenda of an Ordinary General Assembly if submitted at least 30 days in advance.
e) Have proposals considered by the General Assembly if supported by 10% of members.
Article 11: Termination of Membership
Membership status is lost due to death, by written resignation submitted to the Board of Directors, by failure to be up to date with the payment of dues, or by expulsion decreed in accordance with Article 12.d of these Statutes.
In the case of an honorary member, the status is lost by agreement of the General Assembly, adopted for serious and well-founded reasons, or by written resignation submitted to the Board of Directors.
Resignations shall be submitted in writing via email to the Secretary of the Board of Directors. The resignation shall take full effect from the moment of receipt by the General Secretariat, without requiring approval by the Board of Directors or the Assembly.
The member who, for any reason, ceases to belong to the Association, must fulfill any financial obligations they have incurred with it, up to the date on which membership status is lost.
Article 12: Complaint Procedure and Mediation
Any complaint regarding a member must be submitted to the Board of Directors.
Upon receiving a complaint from a member, the Board of Directors may propose mediation to the involved parties. The selection and compensation of the mediator shall be determined by the parties. In case of non-acceptance or failed mediation, the Board of Directors shall refer the matter to the Ethics and Discipline Committee.
The Ethics and Discipline Committee shall appoint a member (uninvolved in the matter) as an investigator to examine the facts and may propose mediation at any stage of the complaint procedure.
The investigator shall initiate an investigation into the facts presented in the complaint, first notifying the member subject to the complaint, allowing them to present their defense and respond to the accusations made against them.
Once the investigation is concluded, the investigator shall submit the findings to the Ethics and Discipline Committee, which shall issue a ruling within thirty days, without prejudice to the possibility of extending this period if additional evidence must be requested.
The resolution of the Ethics and Discipline Committee must be notified to the member, after ratification by the Board of Directors, via the email address provided during the investigation or the one registered with the Association.
If the Ethics and Discipline Committee rules for expulsion, the member shall have the right to appeal by requesting reconsideration from the same Ethics and Discipline Committee, or alternatively, by appealing to an Extraordinary General Assembly within thirty business days from the date of notification. The Extraordinary General Assembly shall be specifically convened for this purpose and shall issue a definitive resolution. If the member does not appeal, the disciplinary sanction shall become final. Any person excluded from the Association may only be readmitted after one year from the date of expulsion, subject to approval by the Board of Directors.
Article 13: Sanctions
The Ethics and Discipline Committee may impose:
a) Verbal warning
b) Written warning
c) Suspension of membership rights for up to three months for violating Article 9 obligations
d) Expulsion
Expulsion may occur for:
1- Causing proven grave harm to the Association’s interests.
2- Receiving three suspensions under letter (c) within a two-year period.
Article 14: Membership Application
The Board of Directors must review applications at its first meeting following submission, within 30 days. If no decision is made within this period, the application is deemed accepted. Applications submitted 10 days before a General Assembly with elections must be reviewed and decided before the Assembly.
Title III: Ordinary and Extraordinary General Assembly
Article 15: Powers, Functions, Nature, and Convening
The General Assembly is the principal collective body of the Association and consists of all its members. Its decisions bind both present and absent members, provided such decisions are made in accordance with the statutes, laws, and regulations.
Article 16: Functions
The General Assembly shall have the following functions:
a) Approval of the annual activity report for the past year and the activity plan for the following year;
b) Approval of the Association’s accounts and budget;
c) Setting ordinary and extraordinary membership dues, with proper justification;
d) Any statutory amendments;
e) Appointment and removal of members of the Board of Directors; and
f) Dissolution of the Association.
Article 17: Ordinary General Assembly
The Ordinary General Assembly shall meet annually and shall address the Annual Report and Balance, the election of members of the Board of Directors (if applicable), as well as any other matters included in the Agenda.
Prior to the Assembly, the Board of Directors shall submit the documentation to the members via email, with a minimum notice of 30 days.
Article 18: Extraordinary General Assembly
The Extraordinary General Assembly may be convened at any time by a justified decision of the Board of Directors or at the request of 10% of the eligible members. If the required percentage of members requests the convocation, the Board of Directors must call the Extraordinary General Assembly within fifteen days of receiving the request. The Assembly shall be held within ninety days from the receipt of the petition.
The Extraordinary General Assembly is exclusively responsible for addressing the following matters:
a) Amendment of the Association’s statutes and approval of its regulations;
b) Dissolution of the Association;
c) Merger with another association;
d) Claims against members of the Board of Directors to enforce their liability for serious violations of the law, statutes, or regulations, and the consequent suspension or removal if the charges are proven;
e) Purchase, sale, mortgage, exchange, transfer, and assignment of real estate; establishment of easements and restrictions on encumbrance and alienation; leasing of immovable property for a term exceeding three years;
f) Resolution of appeals against decisions of the Board of Directors regarding the non-admission and expulsion of members as ordered by the Ethics and Discipline Committee.
Decisions on matters referred to in items (a), (b), and (c) shall be made by a simple majority of the members present.
Decisions on matters referred to in items (d), (e), and (f) must be adopted by a two-thirds majority of the members present.
Decisions on matters referred to in items (c) and (e) must be formalized in a public deed signed by the President on behalf of the Association, without prejudice to the possibility that the Extraordinary General Assembly may grant a special power of attorney for these purposes to one or more other persons.
Article 19: Convening, Voting, and Quorum
Convening
General Assemblies shall be convened via email to the members, with at least thirty days’ notice prior to the date of the Assembly.
Voting
All members who have fulfilled their obligations by the date of the convening notice for the Assembly shall have the right to vote. Each member shall have one vote.
Quorum
The Ordinary General Assembly shall be validly constituted with the number of eligible members with full rights who are present at the time of the summons.
The Extraordinary General Assembly, except in the cases provided for in the following article, shall meet on first call with the presence of one-half plus one of the eligible voting members, and on second call, thirty minutes later, with those in attendance. In all cases, the Assembly shall adopt its decisions by a simple majority of the votes of those present, except as established in Article 17.
To participate in the Assemblies, members must prove their identity with proper documentation, be up to date with their payments, sign a special attendance register kept for this purpose, and not be suspended under the provisions of Article 13 (c) and (d).
Title IV: Board of Directors
Article 20: Board of Directors
The Board of Directors is the body responsible for the management and representation of the Association in all matters not exclusively reserved for the General Assembly.
Article 21: Composition and Term
Composition. The Board of Directors shall consist of a President, Vice President, Secretary, and Treasurer. The members holding these positions shall be of three or more nationalities.
Term. The Board of Directors shall serve a term of two years, and its members may be re-elected for one additional term. They shall remain in office after the expiration of their term until the new Board of Directors takes office.
Article 22: Election of the Board of Directors
The Board of Directors shall be elected at the Ordinary General Assembly, in accordance with the following rules:
a) Elections shall be held every two years, following the procedure established in these statutes.
b) Each member shall vote freely in a single ballot, with the right to mark as many preferences as there are candidates to be elected. Preferences may not be accumulated for a single candidate, nor may a name be repeated. Given that members reside in different countries, virtual assemblies and voting in this format are provided for.
c) The candidates receiving the highest number of votes shall be declared elected until all positions on the Board of Directors are filled.
d) The vote count shall be public.
e) The elected Board of Directors shall assume office immediately, without prejudice to the subsequent rendering of accounts and delivery of documents, for which a date shall be set at the same meeting.
Article 23: Replacement
In the event of the death, absence, resignation, removal, or inability of a member of the Board of Directors to perform their duties, the Board of Directors shall appoint a replacement who will serve only for the remaining term of the replaced member. This appointment must be ratified by the General Assembly.
Absence or inability of a member of the Board of Directors to perform their duties is defined as failure to attend meetings for a period exceeding six consecutive months.
Article 24: Electoral Committee and Elections of the Board of Directors
An Electoral Committee shall be established, composed of three members who are not candidates, and one of them shall be elected to serve as chair. This Committee shall be appointed by the Board of Directors prior to the holding of elections.
The Board of Directors shall be elected by nominal vote at the General Assembly. If, for any reason, the elections for the Board of Directors are not held at the time specified in Article 17, the current Board of Directors shall remain in office, with all its obligations and powers, until it is replaced in the manner prescribed by the statutes.
Article 25: Members of the Board of Directors
Any member with one year or more of membership in the Association may be elected to the Board of Directors, provided that at the time of the election they are not suspended from their rights, as stipulated in Article 13(c) of these statutes.
Individuals who have been sentenced to a custodial penalty may not serve as members of the Board of Directors.
A member of the Board of Directors who, during their term, is convicted of a crime or misdemeanor, or incurs any other impediment or cause of ineligibility or incompatibility established by law or the statutes, shall automatically cease their functions. The Board of Directors must appoint a replacement who will serve for the remaining term of the replaced member, in accordance with Article 23.
For the first ten (10) years after its establishment, the Board of Directors shall be composed of three-quarters founding members to ensure the full fulfillment of the purposes and objectives set forth in the constitutive act.
Article 26: Duties and Powers of the Board of Directors
The duties and powers of the Board of Directors shall include:
a) Directing the Association and ensuring compliance with its statutes and intended purposes;
b) Administering the Association’s assets and investing its resources;
c) Approving projects and programs aligned with the Association’s objectives;
d) Convening Ordinary and Extraordinary General Assemblies in the manner and at the times specified in these statutes;
e) Establishing branches, annexes, offices, and departments deemed necessary for the improved functioning of the Association;
f) Drafting necessary regulations to fulfill the Association’s purposes and submitting such regulations for approval at the next General Assembly, with provisional application in the interim;
g) Implementing the agreements of the General Assemblies;
h) Reporting annually to the Ordinary General Assembly on the Institution’s progress and the use of its funds during the term, through a report, balance sheet, and inventory, to be submitted for member approval;
i) Determining the absence or inability of its members to perform their duties, as referred to in Article 23;
j) Resolving doubts and disputes arising from the application of the statutes and regulations;
k) Conducting all matters and business deemed necessary to achieve the Association’s objectives; and
l) Other powers specified in these statutes and applicable legislation.
Article 27: Powers of the Board of Directors as Administrator of Assets
As administrator of the Association’s assets, the Board of Directors shall be empowered to: purchase, acquire, sell, exchange, lease and manage, assign and transfer all types of movable property and securities; lease real estate for a period not exceeding three years; pledge and impose restrictions on movable property, grant releases, receipts, and discharges; enter into employment contracts, establish their terms and terminate them; enter into loan and current account agreements; open and close checking, deposit, savings, and credit accounts, issue and overdraw them; withdraw checkbooks and approve balances; draw, accept, endorse, guarantee, discount, collect, cancel, extend, and protest bills of exchange, promissory notes, checks, and other negotiable instruments or commercial documents; carry out all types of banking or commercial transactions; contract online payment platforms or gateways, collect and receive all amounts due to the Association; create, release, and subordinate pledges; establish, amend, extend, dissolve, and liquidate partnerships and joint ventures; attend meetings with voice and vote; grant special powers of attorney, revoke them, and settle disputes; accept all types of inheritances, legacies, and donations; contract insurance, pay premiums, approve claims settlements, and collect the value of policies; sign, endorse, and cancel policies; import and export; delegate to the President, one or more members of the Board of Directors, one or more members, or third parties only those powers necessary to carry out the economic measures agreed upon and those required by the Association’s internal administrative organization; stipulate in each contract the prices, terms, and conditions deemed appropriate; annul, rescind, revoke, and terminate such contracts; terminate current contracts by resolution, notice, or any other means; operate in the securities market; freely buy and sell foreign currency; contract loans; and carry out all acts conducive to the sound management of the Association.
Only by resolution of an Extraordinary General Assembly may the Association purchase, sell, mortgage, exchange, assign, or transfer real estate, establish easements and restrictions to encumber or dispose of them, or lease real estate for a term exceeding three years.
In exercising their duties, the members of the Board of Directors shall be jointly and severally liable, even for slight negligence, for any damages caused to the Association.
Article 28: Meetings of the Board of Directors
The Board of Directors shall meet with the absolute majority of its members, and its resolutions shall be adopted by the absolute majority of the members of the Board of Directors present, except in cases where these bylaws establish a different quorum. In the event of a tie, the President’s vote shall decide. The Board of Directors shall meet at least once every two months, on the date agreed upon by its members.
The deliberations and resolutions of the Board of Directors shall be recorded in a digital register of minutes, approved by all members of the Board of Directors who attended the meeting.
Any member of the Board of Directors who wishes to exempt themselves from responsibility for a particular act or resolution shall request that their dissent be recorded in the minutes, and such dissent shall be reported at the next General Assembly.
The Board of Directors may hold extraordinary meetings, for which the President must summon its members. In such meetings, only the matters stated in the summons may be addressed, and the same formalities of constitution and functioning established for ordinary meetings shall apply.
The President shall be required to issue the summons in writing, through the General Secretariat, by means of electronic mail.
Title V: On the Presidency and Vice Presidency
Article 29: Presidency
The President of the Association shall have the following specific duties:
a) The President of the Board of Directors shall also be the President of the Association, shall represent it judicially and extrajudicially, and shall hold the other powers established by these bylaws.
b) To preside over meetings of the Board of Directors and the General Assemblies;
c) To execute the resolutions of the Board of Directors, without prejudice to the functions assigned by the Bylaws to the Vice President, Secretary, Treasurer, and other members designated by the Board of Directors;
d) To organize the work of the Board of Directors and to propose the Association’s general plan of activities;
e) To propose such Working Committees as deemed appropriate;
f) To sign documents pertaining to their office and those in which they must represent the Association. To jointly sign, together with the Treasurer or with the member of the Board of Directors designated by the Board, checks, transfers, payments, money drafts, bills of exchange, financial statements, and, in general, all documents related to the financial operations of the Association;
g) To present, on behalf of the Board of Directors, an annual report at the Ordinary General Assembly on the progress of the Association and its financial condition;
h) To resolve any urgent matter that may arise, subject to ratification at the next meeting of the Board of Directors;
i) To ensure compliance with the bylaws, regulations, and resolutions of the Association; and
j) To exercise all other powers granted by these bylaws and regulations.
The acts of the Association’s representative shall be considered acts of the Association, insofar as they do not exceed the limits of the functions and representation entrusted to them. Any act exceeding such limits shall bind only the representative personally.
Article 30: Vice Presidency
The Vice President shall collaborate permanently with the President in all matters pertaining to the latter’s office and shall be responsible for overseeing the establishment and functioning of the Working Committees.
In the event of illness, leave, absence, or temporary incapacity of the President, the Vice President shall substitute for the President and shall, in such case, exercise all powers corresponding to that office. In the event of death, resignation, or permanent incapacity of the President, the Vice President shall assume the President’s functions until the expiration of the corresponding term.
Title VI: On the General Secretariat and Treasury
Article 31: General Secretariat
The duties of the Secretary shall be as follows:
a) To keep the Minutes Register of the Board of Directors, the Register of the General Assembly of Members, and the Register of Members of the Association;
b) To issue summons to ordinary and extraordinary General Assemblies, and, where applicable, to publish the notices of such summons;
c) To organize the schedule of meetings of the Board of Directors and of the General Assemblies, in coordination with the President;
d) To draft and dispatch, with their signature and that of the President, the correspondence and documentation of the Association, except for that which pertains exclusively to the Presidency, and to receive and dispatch correspondence in general;
e) To personally respond to routine correspondence;
f) To sign the minutes of the Association and to issue duly authorized copies thereof with their signature, when requested by any member of the Association;
h) To validate proxies prior to elections;
i) To carry out, in general, all tasks assigned to them;
In the event of the Secretary’s absence or incapacity, they shall be replaced by the person designated by the Board of Directors. In the event of resignation or death, the Board of Directors shall appoint a replacement, who shall hold office only for the remainder of the term of the replaced Secretary.
Article 32: Treasury
The duties of the Treasurer shall be as follows:
a) To collect the ordinary and extraordinary fees, issuing the corresponding receipts;
b) To ensure that members remain up to date in the payment of their fees and to seek that those in arrears settle their obligations;
c) To control the income and expenses of the Association’s virtual account; to deposit the Association’s funds into the checking or savings accounts it may open or maintain; and to jointly sign, together with the President or with the person designated by the Board of Directors, the checks or withdrawals made against such accounts;
d) To keep the Association’s accounting records;
e) To prepare the Balance Sheet that the Board of Directors shall present annually to the General Assembly;
f) To keep the inventory of all the Institution’s assets up to date; and
g) To carry out, in general, all tasks assigned to them.
In the event of the Treasurer’s absence or incapacity, they shall be replaced by the person designated by the Board of Directors. In the event of resignation or death, the Board of Directors shall appoint a replacement, who shall remain in office only for the remainder of the replaced Treasurer’s term.
Title VII: On the Auditor
Article 33: Election
At the corresponding Annual Ordinary General Assembly, the active members shall elect an Auditor, who shall serve for a term of two years and may be re-elected for an additional term.
Article 34: Powers
The duties of the Auditor shall be as follows:
a) To review quarterly, and whenever the situation so requires, the accounting books and the supporting documents of income and expenses that the Treasury and General Secretariat must present, and likewise to inspect the bank accounts, savings accounts, and online payment platforms or gateways. The Auditor shall also review the approval of expenses and contracts as reflected in the minutes of the Board of Directors or the Assembly.
b) To report to the Board of Directors on the management of the Treasury and to provide information on any irregularities detected.
c) To submit to the Annual Ordinary Assembly a written opinion on the Institution’s finances, on the manner in which the Treasury has been managed during the year, and on the annual balance sheet prepared by the Treasury, recommending to the Assembly its full or partial approval or rejection, and to verify the accuracy of the inventory.
The Auditor shall not intervene in the administrative acts of the Board of Directors.
In the event of the Auditor’s absence or incapacity, they shall be replaced by the person designated by the Board of Directors. In the event of resignation or death, the Board of Directors shall appoint a replacement, who shall hold office only for the remainder of the replaced Auditor’s term.
Title VIII: On the Ethics and Disciplinary Committee
Article 35: Composition
The Ethics and Disciplinary Committee shall be composed of three full members. They shall be appointed by the Board of Directors and ratified every two years at the Annual Ordinary General Assembly.
The members of said Committee shall serve a term of two years and may be re-elected for one additional term.
Article 36: Functioning
The Ethics and Disciplinary Committee shall be constituted within thirty days following its election, proceeding to appoint from among its members a President and a Secretary.
It shall operate with the absolute majority of its members, and its resolutions shall be adopted by the absolute majority of those present. In the event of a tie, the vote of the presiding member shall decide.
All resolutions of the Committee shall be recorded in writing. Any member who wishes to exempt themselves from responsibility for a particular act or resolution shall request that their dissent be recorded in the minutes.
Article 37: Replacement in Case of Absence
In the event of absence, death, resignation, or incapacity of any member of the Ethics and Disciplinary Committee to perform their duties, the Board of Directors shall appoint a replacement, who shall serve only for the remainder of the term of the replaced member. The replacement must be an associate of the Association.
A member of the Committee shall be considered absent or incapacitated if they fail to attend for a period of three months.
Article 38: Functions
In the fulfillment of its duties, the Ethics and Disciplinary Committee shall apply disciplinary measures, in the first instance, following an investigation of the facts conducted by the Instructor, in accordance with the procedure established in Article 13.
Title IX: On the Assets
Article 39: Assets.
The assets of the Association shall consist of the assets that form its initial patrimony, which are the equivalent of fifty United States dollars.
Assets that are not in the form of money shall be contributed as follows: by means of a letter of donation offer addressed to the Board of Directors.
In addition, the assets shall also include incorporation fees, ordinary and extraordinary fees, determined in accordance with the bylaws; donations between living persons or assignments upon death made to it; the income from its assets or remunerated services it provides; the sale of its assets; and the contributions and subsidies it obtains from natural or legal persons, both public and private, as well as any other assets it acquires under any title.
The income, profits, benefits, or surpluses of the Association may not, under any circumstances, be distributed to its members, not even in the event of dissolution, and must be used to fulfill its statutory purposes.
Article 40: Ordinary Fees.
The annual ordinary fee shall be determined by the Annual General Assembly, upon the proposal of the Board of Directors, and may not be less than the equivalent of ten (10) United States dollars. Likewise, the incorporation fee shall be determined by the Annual General Assembly of the respective year, upon the proposal of the Board of Directors, and may not be less than the equivalent of ten (10) United States dollars.
Article 41: Extraordinary Fees.
Extraordinary fees shall be determined by an Extraordinary General Assembly, upon the proposal of the Board of Directors, and their value may not be less than the equivalent of ten (10) United States dollars. Such a fee shall be set and collected whenever required by the needs of the Association. No more than one extraordinary fee may be set per month.
The funds collected as extraordinary fees may not be allocated for any purpose other than the one for which they were collected, unless a General Assembly specially convened for that purpose resolves to give them another destination.
Title X: General Provisions
Article 42: Official language.
The official languages of the Association are Spanish and English. Spanish is the everyday and preferred language, and it shall be used both during the holding of congresses and meetings, as well as for the publications issued. Notwithstanding the above, English may also be used. If necessary, simultaneous translation may be provided.
Article 43: Honorary nature.
All elective positions are unpaid or ad honorem.
Article 44: Fiscal year.
The Association’s fiscal year shall close on December 31 of each year.
Article 45: Incompatibility.
Elective positions within the Association are incompatible with being an employee or dependent of the Association in any capacity.
Title XI: Advisory Council
Article 46: Functions
1- The Advisory Council is the consultative body of the Association and the guarantor of its continuity. Its consultative function shall be available to both the Board of Directors and the General Assembly, and it shall prepare the opinions requested by either body.
The functions of the Advisory Council shall include the following:
a) To propose to the Presidency of the Board of Directors the general lines of action of the Association, if so requested.
b) To provide opinions on annual plans and programs, the ordinary budget for each fiscal year, and any supplementary budgets that may be required, as well as on the balance sheet and accounts for the fiscal year, prepared by the Board of Directors, before their respective approval by the Ordinary General Assembly.
c) In its role as guarantor of the Association’s objectives, the Council shall assume the functions of the Board of Directors if, despite the application of the Bylaws, a “vacancy” in the Board occurs. In such an event, it shall be obliged to call elections within a maximum period of two months.
2- The Advisory Council shall be voluntarily constituted by all members of the Association who have served as Presidents of the entity, provided they remain members, for a period of ten years.
Additionally, the Advisory Council shall include other honorary members and members of the Association appointed by the Board of Directors, up to a maximum of five members, for the same term of office as the appointing Board. These members may be re-elected or replaced by the succeeding Board of Directors.
3- The Presidency of the Advisory Council shall be determined every two years by the Board of Directors in office, by simple majority vote, and the functions of the Presidency shall be exercised during the term of that Board.
Title XII: On the Amendment of Bylaws, Merger, and Dissolution of the Association
Article 47: Amendment of Bylaws.
The Association may amend its bylaws only by resolution of an Extraordinary General Assembly adopted by two-thirds of the members present.
Article 48: Merger and Dissolution of the Association.
The Association may voluntarily merge with or dissolve itself by resolution of an Extraordinary General Assembly adopted by two-thirds of the members present.
Once voluntary dissolution has been agreed upon, or forced dissolution has been decreed, the Association’s assets shall be transferred to a non-profit institution with legal personality in force.
Title XIII: Transitional Articles
First Transitional Article.
During the first three years of the Association’s existence, the seniority requirement established in Article 25 of the bylaws shall not be required to serve as a member of the Board of Directors.
Approval May 22, 2024.