STATUTES

CHAPTER I
CONSTITUTION, NAME, HEADQUARTERS AND OBJECTIVE

 

Article 1
Constitution and Name
Under the law and these statutes, a private-law, non-profit association was formed, adopting the name of Observatory for China – Multidisciplinary Association for Research in Chinese Studies. 

 

Article 2
Headquarters and Delegations
1. The association has its headquarters in:
Rua de Xabregas, lote E, número treze (13), apartamento D, freguesia de Beato, concelho de Lisboa (Lisbon). 
2. The association may set up, or end, delegations or other forms of local representation, within the national territory or abroad.

 

Article 3
ObjectiveThe association aims at: conducting research about China in various areas of studies; organizing decentralized events to publicize China and its culture; editing publications about China; creating a forum for discussion about China; drawing up a list of contacts with experts / scholars specialized in Chinese studies; organizing cultural activities about China. 

 

CHAPTER II
MEMBERS AND THEIR RESPECTIVE CATEGORIES

 

Article 4
Acquisition of the Capacity as Member
Members may be natural or legal persons who are interested in achieving the purpose of the association as set forth in article three. 

 

Article 5
Categories of Members
1. The association has two categories of members, executive staff and honorary members, the first being :
a) founders; 
b) ordinary members.
2. Are executive staff members the natural or legal persons who acquire the membership, pursuant to and under the provisions of these statutes. 
3. Founding members are the persons who bestow the deed of incorporation of this association and those who attend the first General Assembly and are designated in the minutes as such. 
4. Are ordinary members the natural or legal persons, Portuguese or foreign, who contribute or may contribute to attain the objective of the association, and are admitted by resolution of the Board upon the recommendation of two members. 
5. Are honorary members the natural or legal persons who, by their activity or the performance of functions in which they are invested, are distinguished by the concerned services for the benefit of the aims of the association and are designated by the General Assembly, upon the proposal from the Board of Directors. 

 

Article 6
Rights of Members
1. The rights of executive members are to: 
a) Take part in General Assemblies; 
b) Elect and be elected to the associative charges; 
c) Request the convening of General Assemblies in accordance with the law; 
d) Participate in implementing the objective of the association, as defined in article three. 
2. The honorary members have the right to participate in General Assemblies pursuant to paragraph two of Article eleven, and to cooperate in developing the objective of the association. 


 
Article 7
Duties of Members
The duties of staff members are to: 
a) Contribute to the maintenance of the association, upon payment of shares, ordinary or extraordinary, fixed by the General Assembly, in accordance with the regulation on dues; 
b) Exercise the social positions for which they were elected; c) Participate in an active and interested way in achieving the objectives of the association. 

 

Article 8
Loss of the Capacity as Member
1. The members lose their capacity as members if they fail to fulfil their duties referred to in article seven, or conflict with the interests of the association. 
2. A lack of timely payment of the levy determines the loss of the membership status, in accordance with the internal regulation on dues. 
3. The effective exclusion of a member is considered on proposal of and decided upon by the Board of Directors, the member can appeal that decision on the first General Assembly meeting after the written notice of exclusion is sent by registered letter to the member. 
4. The decision to exclude a member falls within the competence of the General Assembly and has to be approved by at leasttwo third of the members present or represented. 

5. The member may request, of his or her own free will, termination of its affiliation to the association. 

 

CHAPTER III
ADMINISTRATION AND FUNCTIONING

 

Section I - Bodies of the Association


Article 9
Bodies
The bodies of the association are the General Assembly, the Board of Directors and the Supervisory Board.

 

Article 10
Appointment and Term of Office
1. Members of the General Assembly, the Board of Directors and the Supervisory Board are elected by the General Assembly for periods of two years. 
2. The election of members of social bodies shall be held by secret ballot. In the ballot will be present lists that include the names of all the members to elect.
3. Under their respective mandates, members of the social bodies remain in office until their effective replacement.

 

Section II - The General Assembl


Article 11
Constitution
1. The General Assembly is composed of all executive members, in full use of their rights, and will be led by a Board composed of a Chairman and two secretaries. 2. The honorary members may attend meetings of the General Assembly but do not have, however, the right to vote.

 

Article 12
Competence
The General Assembly is competent within the provisions of the law and particularly to:
a) Elect its respective assembly, the Board of Directors as well as the Supervisory Board;
b) Approve the report and accounts of the Board of Directors and the opinion of the Supervisory Board; 
c) Approve, on a proposal from the Board of Directors, the budget and work programs for the following year; 
d) Approve, on a proposal from the Board of Directors, the electoral rules and regulations on dues; 
e) Deliberate upon the amendment of statutes;
f) Deliberate, on a proposal from the Board of Directors or with the approval of no less than five members, and approve, with at least two-thirds of the executive members, on the designation of honorary members. 

 

Article 13
Functioning
1. The General Assembly will ordinarily meet in the first quarter of each year for consideration, discussion and vote of the report and accounts, on the opinion of the Supervisory Board for the past year, and in the last quarter of each year for approval of the udget and program of activities for the coming year, as well as for the election of members of the General Assembly, the Board of Directors and the Supervisory Board, after the expiration of the past term; and extraordinarily whenever convened for, under the provisions of the law. 
2. The General Assembly shall be convened by an email of notification, addressed to each member at the last address communicated to the Board of Directors, at least fifteen days ahead of the meeting. The email must include the time and place of the meeting and its agenda.
3. The General Assembly can only work on first call if at least half plus one of the members are present, but it could gather and work on a second call after at least half an hour has elapsed, regardless of the number of members present.
4. Each member has one vote, and decisions are taken by majority vote, except in cases specified in the 4th item of article 8 and paragraph f) of article 12. 
5. Members may be represented at meetings of the General Assembly by another member, through a representation letter addressed to the Chairman, but a member may not represent more than two other members. 
6. The Chairman will be replaced, in his absence or incapacity, by the oldest Secretary or the one who has a member for the longest period; in the absence of members of the Board, the General Assembly will appoint a member to preside over the meeting.
7. For every General Assembly a report shall be made, which will be signed by the present members. 

 

Section III- Board of Directors


Article 14
Constitution
1. The representation and management of the association are secured by a President and two Vice-Presidents. Of the three Board members, at least two should be founding members. 
2. In case of vacancy of the office of President, it shall be filled by one of the Vice-Presidents, chosen by simple majority by the Board of Directors, including the outgoing President, which for this purpose shall meet within one month.
3. Any member who is not a founder member and decides to submit a list of candidates to the Board of Directors can only do so after completing a minimum of two years as an executve member.

 

Article 15
Competence
1. It is for the Board of Directors to: 
a) Manage the association and represent it, actively or passively, in and out of justice courts; 
b) Implement the resolutions of the General Assembly; 
c) Prepare the balance sheet, annual report and accounts; 
d) Prepare, submit for approval to the General Assembly and give effect to the regulation on dues and the electoral rules; 
e) Prepare and submit for approval to the General Assembly the budget and program of activities; 
f) Decide on the admission of ordinary members; 
g) Request the convening of General Assemblies in accordance with the law; 
h) Perform all acts taken with respect to the objectives of the association.
2. The Board of Directors can promote the formation of working groups, temporary or permanent, advisory or informative, composed of members or non-members who, as specialists, are invited for this purpose. 

 

Article 16
Functioning
1. The Board must meet in ordinary session at least once every three months, and extraordinarily whenever necessary, convened by its Chairman. 
2. The Board of Directors can only work when are present most of its members.
3. Deliberations of the Board are taken by majority vote by the members present, the President having the casting vote. 

 

Article 17
Representation Along Third Parties
To enforce the association, are required: 
a) The signature of two Board members;
b) The appointed agent signing, under and pursuant to the corresponding mandate. 

 

Section IV - Supervisory Board


Article 18
Constitution
1. The Supervisory Board consists of three members, one President and two other members. One member must have a qualification equivalent to Chartered Accountant.2. In case of vacancy of the office of President, it shall be completed by the first member. 

 

Article 19
Competence
The Supervisory Board is incumbent to: 
a) Examine, whenever deemed appropriate, the writing of the association and treasury services; 
b) Give opinion on the annual report and accounts of the Board;
c) Rule on any other matter submitted to it by the General Assembly or the Chairman. 

 

Article 20
Functioning
The Supervisory Board will meet in compliance with the provisions of sub-paragraph b) of the preceding, and out of these cases, whenever deemed necessary, convened by the President or in his absence, one of the members.

 

CHAPTER IV
GENERAL PROVISIONS

 

Article 21
Fiscal Period
The fiscal year coincides with the calendar year.

 

Article 22
Revenue
The revenue of the association are composed of: 
a) Shares paid by members;  
b) Subsidies, donations, legacies, bequests and investments that would be allocated; 
c) Income from property;  
d) The products of the initiatives undertaken by the association in its scope. 

 

Article 23
Omissions
Aos casos omissos aplica-se o Regime Geral das Associações previsto na Lei Portuguesa.

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