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Articles of Association of the Iranian Heart
Association
CHAPTER 1- Overview
Article 1-
On the strength of Resolution 262 of the Supreme
Council of the Cultural Revolution and the
by-laws thereof, the scientific society of the
Iranian Heart Association (hereinafter called
“the Association”) is formed on the basis of the
following articles.
Article 2-
The Association shall engage only in scientific,
research, specialized, and technical fields ,
and its members shall not engage in political
activities and nor shall they be affiliated with
any political parties.
Article 3-The
Association is non-profit, and from the
ratification date of the Commission of the
subject of Article 4, ratified in the 262nd
session of the Supreme Council of the Cultural
Revolution, and registration in Companies
Registration Bureau shall have a legal entity
and its Board of Directors’ Chairperson shall be
its legal representative.
Article 4-The
central office of the Association is in Tehran,
and its branches may be set up anywhere in the
country.
Article 5-The
Association is of Iranian nationality.
Article 6-
Upon the approval of these Articles of
Association, the Association shall be formed for
an unlimited time and shall be bound to observe
the laws of the Islamic Republic of Iran.
CHAPTER 2- Duties and Objectives
Article 7-
In order to achieve the objectives in Article 2,
the Association shall be engaged in the
following activities:
7-1- Forging scientific,
technical, research, and educational
relationships among researchers, specialists,
and other experts dealing with the different
domains of cardiovascular medicine
7-2- Cooperating with the Iranian
Ministry of Health, Treatment, and Medical
Education as well as universities and
educational and research institutes with respect
to planning educational and research programs
and holding conventions and refresher courses
7-3- Evaluating and reviewing
educational and research programs and offering
necessary recommendations
7-4- Providing educational,
scientific, research, and technical services
7-5- Encouraging scientists,
researchers, and university students in
advancing their scientific, research, and
educational endeavors
7-6- Preparing, compiling, and
publishing scientific and educational journals
and holding educational and research refresher
courses in domestic and international levels in
accordance with the current laws and regulations
of the country
CHAPTER 3- Membership
Article 8-
Membership in the Association shall be in the
following forms:
8-1- Continuous membership:
The Founding Board of the Association and all
individuals with a minimum academic degree of
specialty in one of the branches of
cardiovascular medicine or associate disciplines
thereof may become a member of the Association
in accordance with the rules stipulated in these
Articles of Association.
8-2- Associate membership:
Individuals holding a specialty degree in one of
the branches of cardiac surgery, pediatric
cardiac surgery, thoracic surgery, cardiac
anesthesiology, nuclear cardiology, and
vascular surgery may become a member of the
Association.
8-3- Honorary membership:
Iranian and foreign dignitaries with distinctive
scientific, cultural, and social pedigree or
history of valuable support for the advancement
of the objectives of the Association may become
honorary members.
Note 1- The associate members may
become continuous members subject to fulfillment
of the relevant criteria and approval of the
Board of Directors.
Note 2- The continuous members shall fulfill the
conditions of the Founding Board and Board of
Directors stipulated in Article 7 of the By-Laws
on the formation and duty description of the
Commission of the subject of Article 4, ratified
in the 262nd
session of the Supreme Council of the Cultural
Revolution.
Article 9-
Every member of the Association shall pay an
annual sum as membership fees, the amount of
which shall be determined by the Board of
Directors and approved by the General Assembly.
Note- Payment of membership
fees shall not create any right to the
assets of the Association for the member.
Article 10-
Membership of the Association shall be
terminated in the following situations:
10-1- The member’s
resignation in writing
10-2- Non-payment of the
annual membership fees within the deadline
set by the Board of Directors
10-3- Lapse of any membership
conditions and also definite conviction in
primary or supreme disciplinary councils of
the Medical Council resulting in temporary
or permanent ban from practicing medicine.
Note 1- The period of
membership suspension shall be the same as
that of the ban from practicing medicine.
Note 2- Final decision on
non-admission and also revocation of
membership shall be subject to the approval
of the Supervisory Board on the Activities
of Associations or the Board of Directors.
CHAPTER 4- Principal Members of
the Association
Article 11-
The Association shall have the following
principal members:
11-1- General Assembly
11-2- Board of Directors
11-3- Inspector
A-
General Assembly
Article 12-
General Assemblies shall be convened through the
gathering of the continuous members of the
Association in the two following forms:
12-1- Ordinary General
Assemblies, to be held once every three years,
shall deal with current affairs of the
Association and may be convened extraordinarily
if necessary.
12-2- Extraordinary General Assemblies, to be
held if necessary, may propose appropriate
amendments to the Articles of Association or
take decisions on the dissolution of the
Association. The amendments shall take effect
subject to the approval of the Commission of the
subject of Article 4, ratified in the 262nd
session of the Supreme Council of the Cultural
Revolution. General Assemblies shall be convened
at the invitation of the Board of Directors or
Inspector or one-fifth of the continuous
members.
Note 1- Ordinary and
Extraordinary General Assemblies shall each
reach a quorum with the presence of half plus
one of the members, and decisions shall be
approved by majority vote.
Note 2- In the first session of
the General Assembly, one person as chairperson
and two persons as secretaries shall be elected
from among the members. The Ordinary and
Extraordinary General Assemblies shall be held
subject to one month’s advance notice in
newspapers or, if necessary, written invitations
containing the date, venue, and agenda of the
meeting.
Note 3- In the event of a lack of
quorum for the Ordinary and Extraordinary
General Assemblies, invitations shall be served
to the members within one month informing them
of the outcome of the previous invitation; the
following session shall be official regardless
of the number of members present thereat.
Article 13-
Duties of the Ordinary General Assemblies
13-1- Hearing the report of the
Board of Directors and Inspector and
investigating and making decisions with respect
to the operation statement of the Association
13-2- Making decisions as regards
the balance sheets and budgets of the
Association and the amount of membership fees
13-3- Electing or dismissing the
members of the Board of Directors
13-4- Electing one of the members
as Inspector and another person as alternate
inspector
13-5- Ratifying all By-Laws and
necessary acts
13-6- Choosing a widely
circulated newspaper for the Association’s
notices
Note: The presence of the representative,
mentioned in Note 1 Article 10 of the By-Laws on
the formation and duty description of the
Commission of the subject of Article 4, ratified
in the 262nd
session of the Supreme Council of the Cultural
Revolution, shall be necessary for all the
sessions of the General Assembly to be
officially valid.
B-
Board of Directors
Article 14-
The Board of Directors shall be comprised of 7
persons, 2 of whom are elected alternate
members. The election of the members in question
shall be put to the vote among the continuous
members once every three years during a session
of the Ordinary General Assembly. Re-election is
permissible, and membership in the Board of
Directors is honorary. Re-election for the
chairman of the Board of Directors is
permissible only twice.
Note: The sessions of the
Board of Directors, valid with the presence
of two-third of the members, shall be held
at least every one month. Decisions shall be
taken by majority vote.
Article 15-
The Board of Directors shall choose one
chairperson, one vice-chairperson, one managing
director (if necessary), and one treasurer by
majority vote in writing.
Note 1: The chairperson of
the Board of Directors shall be responsible
for the running of the current affairs of
the Association and executing the decisions
of the Board of Directors and shall be the
legal representative of the Association in
different official quarters.
Note 2: The signature of the
chairperson of the Board of Directors in
conjunction with that of the treasurer and
seal of the Association shall validate all
binding papers. The Association’s official
correspondence shall be valid if bearing the
signature of the chairperson of the Board of
Directors or vice-chairperson in his or her
absence.
Note 3: Any member of the
Board of Directors failing to participate in
three consecutive or five alternate sessions
of the Board of Directors with no legitimate
excuse shall be dismissed.
Note 4: In the event of
resignation, dismissal, or death of any
member of the Board of Directors, an
alternate member shall fulfill the duties
for the remainder of the membership period.
Article 16-
At least four months prior to the expiration of
its tenure, the Board of Directors shall be
obliged to summon the members for a session of
General Assembly in order to elect a new board
and shall be required to promptly send a copy of
the proceedings to and inform the Iranian
Ministry of Health, Treatment, and Medical
Education of the results.
Note: The previous Board of
Directors shall be responsible for the
running of the Association until the new
Board of Directors has been approved by the
Iranian Ministry of Health, Treatment, and
Medical Education.
Article 17-
Duties and powers of the Board of Directors
17-1- Inviting the members to
the Ordinary and Extraordinary General
Assemblies
17-2- Executing the decisions
taken in the General Assemblies
17-3- Holding scientific,
technical, and research gatherings in
accordance with the current laws of the
country
17-4- Compiling statutes and
by-laws
17-5- Presenting the General
Assembly with operation statements of the
Association
17-6- Presenting balance
sheets to the General Assembly
17-7- Accepting financial
aids to the Association
17-8- Proposing amendments to
the Articles of Association during an
Extraordinary General Assembly
17-9- Running the affairs of
the Association within the framework of the
Articles of Association
17-10- Setting up various
executive and expert committees and
determining the kind and scope of the
activities thereof and supervising them
17-11- Choosing and
introducing representatives of the
Association to international and domestic
scientific gatherings in accordance with the
current laws of the country
17- 12- Advocating the
Association in lawsuits filed against it and
filing lawsuits against natural and legal
persons throughout the entire course of
legal proceedings
17-13- Deciding on applying
for membership in domestic and international
societies in accordance with the current
laws of the country
17-14- Proposing the
dissolution of the Association to the
Extraordinary General Assembly
C-
Inspector
Article 18- The
Association shall have one Inspector and one
alternate inspector, both of whom shall be
elected from among the continuous members by
majority vote of the continuous members during
an Ordinary General Assembly.
Article 19-
The responsibilities of the Inspector are as
follows:
19-1- Investigating all
financial documents of the Association and
reporting the results to the General
Assembly
19-2- Investigating the
reports, financial or otherwise, of the
Board of Directors and presenting an
operation statement to the General Assembly
19-3- Reporting any
contravention by the Board of Directors of
the Articles of Association to the General
Assembly
19-4- Summoning an
Extraordinary General Assembly if necessary
Article 20-
The Inspector may attend the sessions of the
Board of Directors without having the right to
vote. The Inspector may demand the accounts and
books of the Association at any time.
Article 21-
At the end of every fiscal year and at least 45
days prior to the next session of the General
Assembly, the Inspector shall receive the
operation statement and balance sheets from the
Board of Directors for approval.
Article 22-
The following constitute the financial sources
of the Association:
22-1- Membership fees
22-2- Financial aids
CHAPTER 5- Conditions for the
Dissolution of the Association
Article 23-
Upon request by the Board of Directors or
Inspector or one-third of the continuous members
and approval of the Extraordinary General
Assembly for any reason, the Association may be
dissolved.
Article 24-
The Extraordinary General Assembly responsible
for the dissolution of the Association shall
decide upon the formation of a liquidation
committee and the duration of the mandate
thereof during the same gathering.
Article 25-
The liquidation committee shall present a report
on its activities to the Extraordinary General
Assembly. The termination of the liquidation
process shall be approved by the Extraordinary
General Assembly, and a notice shall be served
to the Iranian Ministry of Health, Treatment,
and Medical Education as well as a widely
circulated newspaper.
Note: The remainder of the
assets following the determination of debts
and expenses shall be donated to an
educational and research institute of the
country.
CHAPTER 6- Other Regulations
Article 26-
In the event that plans, programs, or measures
envisaged in the Articles of Association are
related, in any way, to the responsibilities of
a ministry or government organization, only
after the obtainment of official permit from the
said organs shall the plans, programs, or
measures be executed.
Article 27-
These Articles of Association, comprising 6
Chapters and 27 Articles, were approved by the
General Assembly in 1993.
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