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The League by Laws
CHAPTER I
NAME. OBJECTIVES COUNTRY. DOMICILE

Article 1. Name and objectives.

The Mediterranean League against Thromboembolic Diseases (hereafter called The LEAGUE) is organized to scientific and educational purposes and has as its objectives and aims to promote the study, the origin and causes of thromboembolic diseases as well as their diagnosis, prophylaxis and treatment and to gather professionals interested in thrombosis and Hemostasis from the basic to clinical sciences


Article 2. Activities.

To achieve above mentioned objectives, League's members will promote clinical research studies on patients with thromboembolic diseases, will participate Ordinarily in this research and will foster exchange and diffusion, with all League’s members, regarding achievements obtained either individually or in teams in order to establish Thrombosis:
a) etiopathogenesis
b) diagnosis
c) treatment
d) epidemiology
e) genetics
f) nutrition
in order to achieve patients full incorporation into their previous normal activities.
For this purpose The League will periodically organise in adequate places, in Mediterranean area, Congresses, Educational Courses and Conferences, Seminars, Symposia, Publications and any other event towards achieving its objectives.


Article 3. Country.

The League territorial ambitus will be Mediterranean area countries and will be ruled by Spain Laws according to Associations Law of 24 December 1964, Decretum of 20 May 1965, Order 25 June 1965 and Law of Administrative Procedure for Associations.


Article 4. Domicile.

Social domicile of The League will be located in Pabellón Docente UPV- Escuela de Enfermería, Hospital de Basurto, C/ Gurtubay s/n, 48013. Bilbao. Spain


CHAPTER II
MEMBERS: CLASSES, ADMISSION PROCEDURE, RIGHTS AND OBLIGATIONS

Article 5. Member classes.

The League will have the following classes of members: Trustees, Ordinary, and Sponsoring Members.


Article 6. Admission procedure.

a) Trustees members. Can be those League's members amongst the League's founding members and former Councillors who apply for it to the League's Council Board President and it should be approved at the General Assembly.
b) Ordinary members. Professionals willing to become members of The League must present their written application to the Executive Board Chairman, with the backing signatures of two League's members.
The Chairman will submit the application to the Executive Board for their approval or disapproval. General Assembly has the decisive right in case of claims for not being admitted.
c) Sponsoring members. Firms and Institutions interested in The League's objectives can be admitted into this class. The Executive Board will receive admission for each application and acceptance will be by simple majority of votes by the Council of the League.
d) Honorary members. Distinguished professionals that in the past gave their scientific contributions to the league.


Article 7. Trustees members.

Are Honour members with rights and obligations corresponding to Trustees Board functions and will be able to participate in the General Assembly with voice and vote.
One of the Trustee’s members, duly designated by the Trustees Board, will participate with voice and vote in the Council and Executive Boards meetings. Trustees members will enjoy the right to participate with voice and vote in all scientific and cultural events organised by the League, having a preferential place in these events and in the General Assembly to which they may attend.


Article 8. Ordinary members rights.

All Ordinary members will have identical rights.
a) To vote and to be eligible for any job within the Council and Executive Boards.
b) To have voice and vote in all deliberations and agreements taken at the General Assembly.
c) To examine accounts and social documents within the agreed times, established by the Executive Board.
d) To present, by means of written proposals to the Executive Board, as many projects, ideas or initiatives as deemed useful or necessary for the best development of the League.
e) To use all services available within the Society as well as to participate in all activities necessary for the aims of the League.


Article 9. Ordinary members obligations.

All Ordinary members will have identical obligations:
a) To attend, whenever called for, to the General Assembly or before the Executive Board, under its requirement, to deal fixed and singular business
b) To fulfil these present bylaws and all agreements made by the Executive Board and the General Assembly.
c) To execute with the greatest zeal and enthusiasm all actions requested by the Executive Board in relation to the League's aims.
d) To accept and develop, when duly elected, Managing appointments except for serious reasons so deemed by the Executive Board.
e) To pay in time annual dues established by the General Assembly under proposal by the Executive Board.


Article 10. Membership loss.

Ordinary membership may be lost:
a) By request of the member himself by means of written application addressed to the Executive Board.
b) By not paying ordinary annual dues for at least two years, except for a justified reason.
c) By agreement of the Executive Board, after listening to the member, when its social or professional behaviour is worth of such expulsion. In this case, Executive Board agreement my be claimed before the General Assembly, that will decide with irrevocable right in an extraordinary meeting convoked to this effect,
In any case, the resignation or expulsion of the Member is always the only competence of the General Assembly, and requires always its ratification when the Executive Board has agreed the expulsion as it is established under c) of this article.


Article 11. Sponsoring members.

Sponsoring members will have those rights and obligations assumed on their incorporation.
Election and continuity of these Sponsoring Members will be based on their financial contributions to The League, suggested by the Executive Board and approved at the League's Council. Consequently their membership will be lost by the unfulfilment of their assumed obligations.
Sponsoring Members will enjoy priority rights in League's International Thrombosis Congresses and in organising Satellite Symposia.


CHAPTER III
ECONOMICAL REGIMEN.

Article 12. League’s finances.

As the League has been founded in 1969 without funds or patrimony, it has as only income or financial means:
a) Ordinary members annual dues.
b) Sponsoring Members annual dues.
c) In each registration of the League’s Congresses 25€ will go directly to the General Secretary.
d) Grants or donations to the League by Public or Private Institutions, from any country in the world, which will be written down by the Council/Executive Board in the ACTAS made on occasion of the first periodical meeting.
e) Mobile or immobile property of any kind that may correspond to the League by inheritance or legacy or any other lucrative title, with the mandatory acceptance by the Council/Executive Board.


Article 13. Yearly Budget and Administration.

Yearly budget upper limits will stand as three million pesetas (ptas 3.000.000. -) according to the rules of the Spanish Associations Law of 24 December 1964.
League's financial funds will be administered by the Executive Board that will determine adequate Register Books for accountancy, according to actual laws in this matter.


CHAPTER IV
LEAGUE'S MANAGING ANO FUNCTIONING ORGANS

Article 14.

League's managing and functioning organs are: Trustees Board, Council Board, Executive Board and International Scientific Committee.


Article 15. Trustees Board.

The Trustees Board, open to Leagues founding members and former Councillors, is in charge of ensuring implementation of the goals of The League and adherence of The League to its philosophy, producing guidelines for Congress organisation and other scientific activities.
Trustees Board will be composed with no more than 20 members, and they are in charge of ensuring the implementation of the spirit of the League.
Trustees Board will have a President and a Secretary who will be elected every 4 years amongst the Trustees Board members. One of the members of the Trustees Board will be, ex officio, member of the Council and Executive Boards with voice and vote in their meetings. This member should be either the President or some other member of the Trustees Board delegated by the President.
Trustees Board work will be backed by the General Permanent Secretariat.


Article 16. Functions of Trustees Boards President.

President has as functions:
a) To develop societies life looking after the best fulfilment of its scientific and educational aims according to article 1 and 2 of these Bylaws
b) To fulfil and enforce to fulfil its Bylaws
c) To explain meaning, whenever necessary, of actual Bylaws, reporting to the General Assembly in the first available meeting.


Article 17. Council.

Council will have as main function to promote and enhance Leagues activities in their respective countries, encouraging new members registration and other Mediterranean area countries into the League.
League’s Council will be composed by two ordinary members, in good standing, of each Mediterranean country incorporated into the League, except Spain that will have three. These two Councillors will be elected progressively by democratically voting by all respective Country ordinary Members, for a period of four years without renovation. In case there are not enough League's ordinary Members in a given Country, they may be proposed, upon oral or written request of the running League's Council, by the Thrombosis and Haemostasis Society of their Country or other close related Society. Councillors must be League's Members in good standing.
No more than 50% of Councillors could be renovated simultaneously at a time; the election will be each two years, a ballot being arranged in cases of more than 50% , to sort out which shall be renovated, unless a voluntary resignation is presented.
The League' s Council will have as President, during 2 years, the Councillor organising the International Thrombosis Congress as from the closing Ceremony of the Congress.
Council 's members will meet at least once every two years during the Thrombosis Congress to deal about League's new ¡important matters, under Presidents convocation.


Article 18. Council Functions.

a) President will represent the Society in all its external relations with the Public Powers, Institutions, Corporations and any kind of physical persons, as well as in all actions, contacts in which The League may be involved, and in all kinds of matters or administrative and judicial business, for which he may grant opportune proxy powers.
b) To decide on Ordinary members admission or dismissal as established under article 9.
c) To convoke General Assemblies as it is established in these Bylaws and to execute valid agreements reached in the General Assembly.
d) To get Leagues financial funds so that might be able to execute its aims.
e) One Councillor duly elected amongst all members, after presenting his Memory of next Congress, will organise every second year the Leagues International Thrombosis Congress


Article 19. General Permanent Secretariat.

The Council will also have a General Permanent Secretariat, whose Secretary as a League’s Councillor, since the Leagues foundation, will be a Spanish Ordinary member elected by the Council for a period of four years.
His main function will be to co-ordinate Councillors activities and enhance Leagues development within Mediterranean Area and Europe countries.
To develop this task, the Secretariat may be provided with the necessary financial means, with the obligation to inform periodically to the Leagues Managing and Functioning Organs.


Article 20. Executive Board.

The Society will be managed and administered by an Executive Board of six (6) members that will act as the executive branch of the Council. The Executive Board will be constituted by the President of the League, the past President, a treasurer (Secretary General) the President of the Trustee Board and two (2) other members nominated by the President among the members of the Council and/or the Scientific committee.
The Executive Board will be in activity for a period of two years (the two following years after the Congress of the League.)


Article 21. Executive Board Functions.

Executive Board will meet at least once a year They will meet also when requested by the President under his initiative. Its functions will be:
a) To establish League's yearly budget and show its yearly accountancy and financial balance.
b) To be responsible for the whole administrative work of The League
c) To nominate an Assistant
d) To keep adequate relations, through the Associated Editor, with the Official Journal of the League.
e) To enforce fulfilment of all members’ rights and obligations and, in particular, execution of financial regimen as per articles 12 and 13 of present bylaws


Article 22. Agreements.

Executive Board will undertake agreements by majority being Chairman's vote decisive in case of a tied voting. In order that agreements might be obligatory the presence of at least two thirds of Executive Board members is necessary.


CHAPTER V
ELECTION AND FUNCTIONS OF EXECUTIVE BOARD OFFICERS

Article 23. President.

It is the right of the Executive Board's President:
a) To order necessary payments to satisfy League's needs according to expenses budget.
b) To convoke and preside meetings of the Executive Board, he determining the meeting's agenda.
c) To authorise with his signature documents necessary to draw funds from the League's accounts, and, in general, as many documents as required for administrating the league.
d) To undertake by himself, in urgency cases, opportune decisions submitting them for approval by the Executive Board at the first available meeting of the Board.


Article 24. Vice President (past President of the League).

It is the right of the Vice President to substitute the President in his absence and to hold Executive Board Chairmanship whenever it is vacant. He may have all functions and faculties, which the President might delegate to him.


Article 25. Treasurer (Secretary General).

The Treasurer will be in charge to rise and to keep League's funds, accountancy, and payment of bills approved by the Executive Board. He will present the income and expenses yearly budget, which after being approved by the Executive Board, must be positively voted by the General Assembly.


Article 26. Vocals.

They will help all Executive Officers, when it is necessary, in their functions and administrative work.


Article 27. International Scientific Committee.

Will be composed of those professionals, who under the Council's proposal, will be approved at the General Assembly. lts main function will be to collaborate and reinforce Councillors tasks in each mediterranean area and Europe country to increase and enhance scientific level of the League.
The International Scientific Committee will be elected by the Council for a period of four years and its main function will be to collaborate with the elaboration of the Scientific programme of the League’s Congresses and of any other meetings organised under the auspices of the League.


CHAPTER VI
GENERAL ASSEMBLY

Article 28. Functions.

General Assembly is the League's supreme organ and its agreements are mandatory to all League's members, who, being in good standing order, are entitled to attend to its meetings either personally or duly represented.


Article 29. Classes.

General Assembly can be ordinary or extraordinary. Ordinary Members, who are in good standing order, have the right to attend to them with voice and vote. Trustees members have the right to attend to the meetings with voice and vote. Sponsoring members, who are in good standing order, may attend only as listeners but without voice and vote.


Article 30. Convocation.

General Assembly, both ordinary and extraordinary, will be convoked by the Council's President under his initiative or under twenty members request, by written application in which affairs to be dealt with must be clearly specified, and will take place, at least, every second year, within the celebration of the International Thrombosis Congress.


Article 31. Convocation procedure.

General Assembly convocation must comprise agenda matters, place and site, date and hour for the meeting to be held. General Assembly, both ordinary and extraordinary, will be validly constituted, on first call, when attended by majority of members, present or duly represented, and, on second call, whatever number of members is present.
Between the convocation date and the General Assembly meeting, there must be a period of fifteen days. Second call for the meeting can be made on same convocation but with half an hour delay to start the meeting after the hour of the first call. lf the second call has not been foreseen in the convocation announcement, then a period of at least eight days is required. The President will sign the convocation and sent to members domicile, which must acknowledge its reception.


Article 32. Agreements.

General Assembly's, both ordinary and extraordinary, agreements, should be adopted by majority of votes. In the case of a tied voting, President will decide with his quality vote. These agreements will be valid and, consequently, executive and mandatory for all members, whatever the number of attendants.


Article 33. Voting.

Voting can be ordinary, nominal or secret. Nominal voting will be held at the request of half of the members attending to the meeting. Secret voting will be held when affairs are dealt which concern to some member’s dignity and decor. General Assembly can also undertake agreements by unanimous general approval.


Article 34. Discussions.

General Assembly will be presided and ruled by the President or his substitute amongst the Councillors He will give members faculty to talk when applied for and will take away this talking faculty from members due to incorrect behaviour or speaking on matters out of agenda affair or too long explanations or discussions.
The General Assembly will approve or discuss the decisions of the Council.


Article 35. Ordinary General Assembly.

Ordinary General Assembly will be held once every second year during the celebration of League's International Congress on Thrombosis and shall deal on the following matters:
a) reading and approval of previous Actas.
b) reading and approval of Activities Memory, undertaken by the league in the preceding two years.
c) revision and approval of accountancy of income and expenses of preceding two years.
d) revision and approval of the budget of income and expenses for the next two present years.
e) storming and discussion of scientific matters in the League's fields when the members consider them as interesting in view of the undertaken research.
f) special matters
g) requests and questions.


Article 36. Extraordinary agreements.

General Assembly, both ordinary and extraordinary will not be entitled to deliberate or decide on matters, which are not written down in the Convocation Agenda. lt is clearly established that the favourable vote of two thirds of present, or duly represented, members will be necessary in an Extraordinary Assembly to dispose or give up the goods of the League, modification of Bylaws, dissolution of the League, as well as to assume big amounts credit obligations or loans.


Article 37. Actas.

Actas will be written on all meetings held, signed by the Executive Director with the Placet of the President/Chairman and they will be registered in the corresponding Actas Book.


CHAPTER VI
DISSOLUTION OF THE LEAGUE

Article 38. Dissolution.

The Mediterranean League against Thromboembolic Diseases shall be dissolved by agreement of the Extraordinary General Assembly, duly convoked by the League's President to this effect with an extraordinary call, in whose day's agenda Society dissolution will be the only matter to be dealt with. It can also be dissolved by causes determined in article 39 of Spanish Civil Law and by Judge's sentence.


Article 39. Liquidation.

Executive Board, increased with three of most ancient members, will be in charge to carry out liquidation of Society, after having been constituted as such as Liquidatory Commission; it will proceed to require due quantities to be cashed and to see all its actual assets at that moment, and to distribute or derive final product obtained to entities or foundations with beneficence character, esteemed as such by them with full right to execute it.
Additional disposition.

All matters, which are not defined in these BY-LAWS, shall be dealt according to the actual Spanish Law of Associations and any other laws, which may substitute or supplement it.

Bilbao June 10th 1989.


Amendments added after General Assembly held in Bologna, in October 2002.
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