Constitution
EUROPEAN ASSOCIATION OF
CONSULTATION-LIAISON PSYCHIATRY AND PSYCHOSOMATICS
––– NUMBER FIVE HUNDRED AND FOUR –––
Zaragoza, Fourth of February of year two thousand.
Before myself, JOSEENRIQUE CORTÉS VALDÉS, Notary of the College of Notaries in Zaragoza, living in this City, APPEAR IN PERSON the following:
Mr ANTONIO LOBO SATUÉ, adult of age over 18, married, Professor of Psychiatry at the University of Zaragoza, living in Zaragoza, whose address for these purposes is Hospital Clínico Universitario, at San Juan Bosco, number 15, and whose national identification number is 15.221.857C.
Mr RICARDO CAMPOS RODENAS, adult of age over 18, married, consultant psychiatrist, living in Zaragoza, whose address for these purposes is Hospital Clínico Universitario, at San Juan Bosco, number 15, and whose national identification number is 17.866.104A.
Mr FREDERIK J. HUIJSE, adult of age over 18, married, Professor of University, with Dutch nationality, living in Amsterdam (Holland), whose address for these purposes is Hospital Vrijeuniversiteit, PC Hooftstr., whose driving licence number is 0075191613.
They act on their own behalf and right, and Mr Antonio Lobo Satué is also acting as verbal representative of the following listed citizens. Due to the urgency of the situation, with the consent of all the conferring ones, I authorize this legal document without the appearance of the mentioned citizens, who are absent, with the warning made to the conferring ones that this document should be ratified by the aforementioned citizens by means of the appropriate adherence.
REPRESENTED CITIZENS:
PER FINK, from Denmark.
MARCO RIGATELLI, from Módena, Italy.
GRAÇA CARDOSO, from Lisboa, Portugal.
ALLAN HOUSE, from Leeds, United Kingdom.
T. BONAMI, from Belgium.
ALFRED DIEFENBACHER, from Berlin, Germany.
THOMAS HERZOG, from Friburg, Germany.
They all have, according to my knowledge, throughout their representation, the necessary legal capacity to formalize the present legal document of SETTING UP AN ASSOCIATION, and to this purpose,
THEY STATE
That the ones appearing in person, on their behalf or representing the others, have decided to set up an Association which shall be named „EUROPEAN ASSOCIATION FOR CONSULTATION-LIAISON PSYCHIATRY AND PSYCHOSOMATICS“.
And, by virtue of what has been expressed above,
THEY DRAW UP:
FIRST
They constitute a Spanish association named „EUROPEAN ASSOCIATION FOR CONSULTATION-LIAISON PSYCHIATRY AND PSYCHOSOMATICS“ and that will be ruled by the Associations Law and other appropriate legal dispositions, particularly by its Bylaws, described in five sheets of stamped paper belonging to 8th class, serial 0F, numbers 4641783 and the four following ones in consecutive order.
Such Bylaws, read and signed by the ones appearing in person, are approved by them, and raised to public legal document. And me, the Notary, attach them to this document and consider them an integral part of the same document.
SECOND
SITE
1. The site of the Association shall be in Spain, in Zaragoza, San Juán Bosco Street, number 15, in the Servicio de Psicosomática y Psiquiatría de Enlace in the Hospital Clínico Universitario.
2. The scope of activity of this Association shall be the European Union.
OBJECTIVES
3.The objectives of the Association shall be:
1) To promote the treatment and care of patients with concurrent medical and psychiatric disorders in general hospitals, medical clinics and primary care and to advance the scientific knowledge and clinical practice in the field of Consultation-Liaison Psychiatry and Psychosomatics.
2) To exchange information among the members of the Association, medical and related professions, and to educate the general public regarding Consultation-Liaison Psychiatry and Psychosomatics.
3) To promote interaction and cooperation among those with a shared interest in Consultation-Liaison Psychiatry and Psychosomatics.
4) To stimulate and support research, professional education and teaching in the areas of Consultation-Liaison Psychiatry and Psychosomatics.
5) To develop and promote standards for the training and practice of consultation-liaison psychiatry and professional conduct within the field.
6) To advise international and regional organizations and respond to issues raised and actions taken in relation to Consultation-Liaison Psychiatry and Psychosomatics.
7) To foster interaction and collegiality among members of the Association and provide opportunities for mutual support and assistance.
8) To identify and reward outstanding achievement and/or service in Consultation-Liaison Psychiatry and Psychosomatics.
9) To provide a forum for the presentation, dissemination and discussion of scientific problems in Consultation-Liaison Psychiatry and Psychosomatics, through the organization of meetings, conferences, workshops and publications.
10) To encourage and stimulate the formation of local, regional and national organizations which further the goals of the Association.
11) To give advise on the guidelines for the residencies, fellowships, clinics and units on Consultation-Liaison Psychiatry and Psychosomatics.
THIRD
MEMBERSHIP
The Association shall have the following categories of membership:
1. Regular Members. They shall have all the rights and privileges of the Association and must fulfill one of the following eligibility criteria:
1st. Those fully qualified psychiatrists and, in German speaking countries, those fully qualified psychosomatists actively involved in Consultation-Liaison Psychiatry.
2nd. Those who, not fulfilling such criteria, belong to or are members of any other Association of identical content, whose scope of activities is within the land of any one of the countries in the European Union.
2. Life Members. Any regular member who, because of age, illness or any other sufficent reason, cannot fully participate in the tasks of the Association. Membership in this category must be requested to and approved by the Executive Council. Life members shall have the right to vote but they shall not be elegible to hold office in the governing bodies of the Association and they are exempt from paying dues.
3. Honorary Members. Those individuals of any nationality recognized for their distinguished contribution to Consultation-Liaison Psychiatry, commendable for nomination, when the proposal of the Executive Council is approved by the General Assembly. Honorary members are exempt from paying dues.
4. Associate Members. Those individuals of advanced academic qualification (nurses, psychologists, social workers, epidemiologists, etc.) actively involved in Consultation-Liaison Psychiatry or Psychosomatics. Associate Members pay half the full dues.
5. Corresponding Members. Psychiatrists not belonging to the European Union who apply for membership and give arguments for their collaboration with the objectives of the Association. They pay full dues.
FORTH
GOVERNING BODIES
The Association shall have the following governing bodies, whose election, management rules and responsibilities are defined in the Bylaws, which are part of this Document.
1. General Assembly. It is the supreme body of the Association.
2. Executive Council. It is the governing body with the responsibility to express the will of the General Assembly. The General Assembly shall elect it.
3. Executive Committee. It shall include some of the members in the Executive Council.
FIFTH
GENERAL ASSEMBLY
The General Assembly shall be required to held an annual meeting, both for scientific and educational matters, as well as for presentation of the budget. It shall be possible to organize additional, special meetings.
SIXTH
FINANCIAL CONTRIBUTIONS.
Each one of the individuals appearing before this notary or being represented by them contribute the amount of 60 Euros to the Association, being the sum of all these contributions the foundational assets, which amounts to 600 Euros.
SEVENTH
EXECUTIVE COUNCIL.
The persons appearing before this notary grant this act the nature of General Assembly, and unanimously agree that the General Assembly is held. They also decide, unanimously, that the Association shall be governed and managed by an Executive Council, composed of ONE (1) PRESIDENT, TWO(2) VICEPRESIDENTS, ONE (1) SECRETARY, ONE (1) TREASURER and FIVE (5) MEMBERS, being one of them the former President of the Association. Each individual shall be nominated by the Assembly, in a future meeting.
EIGTH
DISSOLUTION
The Association shall be dissolved when its objectives were impossible to fulfil or when their means and assets were insufficient to fulfil all their goals.
The dissolution of the Association shall determine the opening of the settlement process, to be performed by the General Assembly. The remaining assets, after paying all liabilities of the Association, shall be distributed to charities and activities fulfilling the Association goals.
NINTH
EMPOWERMENT.
The persons appearing before this notary are empowered reciprocally in such a way that any of them, indistinctly, could sign the documents to correct this one, in the event that this one had a lack of precision or was considered to be not suitable.
The persons appearing before this notary stand by and draw up what is said in this document. I, the notary, explain them by word the legal considerations and warnings, particularly the financial considerations and the fact that it is compulsory to register this document in the Companies Registry.
This document is read to the persons appearing before this Notary, according to the arrangements of the article 25 of the Notarial Law and article 193 of its Regulations. They declare that they understand, approve, consent and sign the document with myself, the Notary, and I testify to the knowledge of the conferring ones and to everything registered in this public document, in which sheets of notarial paper are incorporated according to the Taxes Law 8/89 of the 13th of April, in its Third, additional regulation, to a total of six sheets of notarial paper belonging to edition 3F, being the number in this one and the former five in inverse order.
Herein are the signatures of the persons appearing before this Notary. Signed and sealed: JoséEnrique Cortés. Signature.
(JOINT DOCUMENT)
BYLAWS OF THE
EUROPEAN ASSOCIATION FOR
CONSULTATION LIAISON PSYCHIATRY AND PSYCHOSOMATICS
(EACLPP)
CHAPTER I. GENERAL REGULATIONS.
1st ARTICLE. Name.
The name of this Association shall be “EUROPEAN ASSOCIATION FOR CONSULTATION LIAISON PSYCHIATRY AND PSYCHOSOMATICS”.
2nd ARTICLE. Scope of activities and site.
1. The scope of activities shall be nationwide and there shall be the possibility to set up Branches throughout the European Union.
2. The site of the Association shall be in Spain, Zaragoza, street San Juan Bosco, number 15, Servicio de Psicosomática y Psiquiatría de Enlace in the Hospital Clínico Universitario.
The General Assembly may promote the change of the site, through the appropriate modifications of bylaws.
3rd ARTICLE. Assets.
1. The foundational assets amount to 600 Euros.
2. The annual budget is limited up to 10.000 Euros.
4th ARTICLE. Characteristics.
The Association is set up for unlimited duration, as a non-profit, private, scientific and educational organization.
The Association has legal personality, which is independent from both their members’ and their own assets, and is also independent from the members´ assets.
CHAPTER II. OBJECTIVES .
5th ARTICLE. Objectives.
The objectives of the Association shall be:
1)To promote the treatment and care of patients with concurrent medical and psychiatric disorders in general hospitals, medical clinics and primary care and to advance the scientific knowledge and clinical practice in the field of Consultation-Liaison Psychiatry and Psychosomatics.
2) To educate and exchange information among the members of the Association, medical and related professions, and to educate the general public regarding Consultation-Liaison Psychiatry and Psychosomatics.
3) To promote interaction and cooperation among those with a shared interest in Consultation-Liaison Psychiatry and Psychosomatics.
4) To stimulate and support research, professional education and teaching in the areas of Consultation-Liaison Psychiatry and Psychosomatics.
5) To develop and promote standards for the training and practice of consultation-liaison psychiatry and professional conduct within the field.
6) To advise international and regional organizations and respond to issues raised and actions taken in relation to Consultation-Liaison Psychiatry and Psychosomatics.
7) To foster interaction and collegiality among members of the Association and provide opportunities for mutual support and assistance.
8) To identify and reward outstanding achievement and/or service in Consultation-Liaison Psychiatry and Psychosomatics.
9) To provide a forum for the presentation, dissemination and discussion of scientific problems in Consultation-Liaison Psychiatry and Psychosomatics, through the organization of meetings, conferences, workshops and publications.
10) To encourage and stimulate the formation of local, regional and national organizations which further the goals of the Association.
11) To give advise on the guidelines for the residencies, fellowships, clinics and units on Consultation-Liaison Psychiatry and Psychosomatics.
CHAPTER III. MEMBERSHIP.
Section 1. Categories of Membership.
6th ARTICLE. Categories.
1. The Association shall have the following categories of membership: Regular Members, Life Members, Honorary Members, Associate Members, and Corresponding Members.
2. There shall be no limit to the number of members in each category or in its total number, provided they fulfill the norms for elegibility or appointment.
7th ARTICLE. Regular Members.
1. Regular Members. They shall have all the rights and privileges of the Association and must fulfill one of the following eligibility criteria:
1st. Those fully qualified psychiatrists and, in German speaking countries, those fully qualified psychosomatists actively involved in Consultation-Liaison Psychiatry.
2nd. Those who, not fulfilling such criteria, belong to or are members of any other Association of identical content, whose scope of activities is within the land of any one of the countries in the European Union.
8th ARTICLE. Life Members.
Any regular member who, because of age, illness or any other sufficent reason, cannot fully participate in the tasks of the association.
Membership in this category must be requested to and approved by the Executive Council.
Life members shall have the right to vote but they shall not be elegible to hold office in the governing bodies of the Association and they are exempt from paying dues.
9th ARTICLE. Honorary Members.
Those individuals of any nationality recognized for their distinguished contribution to Consultation-Liaison Psychiatry, commendable for nomination, when the proposal of the Executive Committee is approved by the General Assembly.
Honorary members are exempt from paying dues.
10th ARTICLE. Associate Members.
Those individuals of advanced academic qualification (nurses, psychologists, social workers, epidemiologists, etc.) actively involved in Consultation-Liaison Psychiatry or Psychosomatics.
Associate Members pay half the full dues.
11th ARTICLE. Corresponding Member.
Psychiatrists not belonging to the European Union who apply for membership and give arguments for their collaboration with the objectives of the Association.
Corresponding members pay full dues.
12th ARTICLE. Admission of new members.
1. The application for admission of new members must be approved by the Executive Council and ratified by the General Assembly.
2. The application to become member of the Association implies the full acceptance of the Bylaws, as well as the rules and agreements which might be incoporated by the governing bodies in the exercise of their duties. The category of member is not transferable.
Section 2. Privileges and duties of the members.
13th ARTICLE. Privileges .
The members of the Association shall benefit from the following privileges:
To actively participate in the scientific activities of the Association.
To use the emblems that the Association might establish.
To have a copy of the Bylaws and of any other internal rules and to have knowledge of agreements reached by the governing bodies.
Regular members shall be able to participate in the government of the Association, they have their say and may vote in the meetings of the General Assembly, and are qualified to elect or be elected for the governing bodies.
14th ARTICLE. Duties.
The members of the Association shall have the following duties:
To respect the Bylaws and the agreements approved by the governing bodies.
To fulfill the duties assigned to the office they hold.
c) To pay the dues.
d) To promote and defend the objectives of the Association.
CHAPTER IV. FINANCES.
15th ARTICLE. Income
The Association shall take in the following income:
Members’ dues, which will be determined by the General Assembly.
Those resulting from meetings, courses, publications and conferences directly organized by the Association.
Grants, financial aids, allowances, donations or contributions from both the Civil Service (National, Regional, Local or County) and the private organizations.
16th ARTICLE. Annual report.
The Executive Council shall annually make an inventory, balance, current account and budget in which the economical and financial situation is recorded, and it shall produce an annual report reflecting the financial management and activities of the Association.
CHAPTER V. GOVERNING BODIES.
17th ARTICLE. Governing bodies.
The representation, government and administration of the Association shall take place through the following bodies:
a) General Assembly.
b) Executive Council
c) Executive Committee.
Section 1. General Assembly.
18th ARTICLE. General Assembly
The General Assembly is the supreme ruling body of the Association and will be composed of all the regular members previously called for a meeting, being President and Secretary those who hold the same post in the Executive Council.
Every post shall be free of pay.
19th ARTICLE. Meetings and voting
1. The Assembly shall be required to hold regular meetings at least once a year to approve the management of the Executive Council, the Annual Report, the Accounts and the Budget.
2. Any other meeting shall be considered special.
3. The Assembly meetings shall be called by the Executive Council. Sixty days written notice shall be required.
4. The members may delegate any other member to represent them and vote in the meeting, by means of a written authorization.
No one shall be able to represent more than three members.
5. A majority affirmative vote of voting members present or represented at any General Assembly shall constitute approval of any proposed action, with the exception of actions related to dissolution, segregation, change of the Association nature, amendements of Bylaws or change in the site of the Association, which shall require the vote of two thirds of the voting members present or represented.
6. All the agreements shall be recorded in the minutes and filed in the minutes book, signed by the President and the Secretary.
7. The Secretary shall be able to issue certificates of the content of the minutes, with the approval of the President.
20th ARTICLE. Privileges.
The General Assembly shall be entitled:
To appoint and renew the Executive Council.
To approve or disapprove the Annual Report, the Accounts and the Budget.
To ammend the Bylaws and change the site of the Association.
To dissolve, merge or segregate the Association.
To determine the dues of the members.
To decide the appointment and dismissal of members.
And any other function considered by the Assembly to be within the scope of the Association.
Section 2. Executive Council.
21st ARTICLE. Executive council.
1. The Executive Council is the body with the responsibility to express the will of the General Assembly.
2. It is entrusted with the representation and management of the Association, with the exception of issues under the direct responsibility of the General Assembly. It is entitled to confer all kind of empowerments and appointments, whenever it deems them to be advisable.
3. It is composed of ten members elected by the General Assembly: one President, two Vicepresidents, one Secretary, one Treasurer, and five Members, being one of them the former President of the Association.
4. They shall hold the post, free of pay and for two years, and they shall not be able to hold the post for more than four consecutive years.
5. They shall meet as often as the social interest requires or by petition of three members, and they are required to meet at least once a year, at the end of the annual financial term.
6. The agreements shall be reached by majority of votes, and the President’s vote shall decide in case of a draw.
7. The absent members may delegate any other member to represent them and vote.
22nd ARTICLE. Representation and minutes.
1. The President of the Executive Council is invested to officially represent the Association, shall have the official signature and shall call for and chair the sessions of the Executive Council and the General Assembly.
The discussions and agreements in the Executive Council shall be recorded in the minutes and filed in the minutes book, signed by the President and the Secretary.
Section 3. Executive Committee.
23rd ARTICLE. Executive Committee.
The Executive Committee shall include the President, two Vicepresidents, the Secretary and the Treasurer of the Association.
Its objective is to facilitate the implementation of the rules given by the Executive Council, and it shall take the decissions related to the general management of the Association.
3. The Executive Committee may be called by the President whenever he deems it necessary or advisable to fulfil the objectives of the Association.
CHAPTER VI. RELATIONSHIPS WITH OTHER ASSOCIATIONS.
24th ARTICLE. Relationships with other Associations.
The Association shall promote and maintain relationships with those Associations with identical objectives in any one of the countries in the European Union, but also in other countries.
CHAPTER VII. DISSOLUTION.
25th ARTICLE. Dissolution.
The Association shall be dissolved when its objectives were impossible to fulfil or when their means and assets were insufficient to fulfil all their goals.
26th ARTICLE. Settlement process.
The dissolution of the Association shall determine the opening of the settlement process, to be performed by the General Assembly. The remaining assets, after paying all liabilities of the Association, shall be distributed to charities and activities fulfilling the goals of the Association.