Statute
TITLE I: NAME, REGISTERED OFFICE AND CORPORATE PURPOSE
Article 1.º: Under the name Sociedad de Estudios Filónicos (SEF) Asociación Civil, a non-profit organization is hereby established on 1st September 2025, for an indefinite period, with its registered office in the City of Santa Rosa, Capital Department, Province of La Pampa.
Article 2.º:Its corporate purpose is as follows: (a) to promote research in Philonic studies across all relevant disciplines — literary, linguistic, historical, philosophical, and archaeological — extending to the ancient cultures of the Near East, the influence of the Greek and Latin classical worlds, and the development of Philonic thought within world civilisation; (b) to promote methodological innovation in the teaching of the classical languages, particularly Hellenistic Greek, with a view to developing competencies in the translation and philological analysis of the works of Philo of Alexandria; (c) to contribute to raising interest in a more direct engagement with Philonic studies through cultural activities; (d) to bring together all those working in this field of knowledge, facilitating intellectual exchange among them; (e) to organize study days, academic meetings, symposia, congresses, agreements with related national and international institutions, and scholarly publications; (f) to establish a specialised library.
TITLE II: LEGAL CAPACITY, ASSETS AND FINANCIAL RESOURCES
Article 3.º: The Association shall have full legal capacity to acquire assets and incur obligations. Accordingly, it may conduct banking transactions with Banco de la Nación Argentina, Banco de La Pampa, and/or any other public or private financial or banking institution.
Article 4.º: The Association’s assets shall comprise the property it currently owns and any property it may subsequently acquire by any lawful means, together with the resources obtained from: (1) ordinary and extraordinary membership fees paid by members; (2) the sale of its assets; (3) donations, inheritances, bequests, and grants; and (4) any other income that may be lawfully obtained in accordance with the non-profit nature of the organization.
TITLE III: MEMBERS, ADMISSION REQUIREMENTS AND DISCIPLINARY PROCEDURES
Article 5.º: The following categories of Members are hereby established: (a) Full Members: teachers and researchers working in the disciplinary fields referred to in Article 2.º, paragraph (a), of these Statutes. They must be over 18 years of age and hold a university or tertiary-level qualification. Admission shall be determined by the Executive Committee upon submission of a curriculum vitae; (b) Honorary Members: individuals whose outstanding scholarly merits warrant their appointment to this category, subject to approval by the General Assembly upon the proposal of the Executive Committee or 20% of the Members entitled to vote. Membership in this category shall neither confer any rights nor impose any obligations; (c) Patron Members: individuals who, by making donations or providing special benefits to the Association, may be appointed to this category with the approval of the General Assembly upon the proposal of the Executive Committee. Membership in this category is purely honorary and shall therefore neither confer any rights nor impose any obligations; (d) Associate Members: individuals who, although they pay the membership fee, do not meet the requirements for Full Membership. They shall have the right to speak but not to vote at General Assembly, and shall not be eligible for election to the Association’s governing bodies. Students enrolled in university or tertiary-level programmes relating to the disciplines established in Article 2.º, paragraph (a), of these Statutes may belong to this category. They must be over 18 years of age, and their admission shall be determined by the Executive Committee upon submission of an application endorsed by the signatures of two (2) Full Members. Their rights and obligations shall be governed by the provisions of Article 7.º.
Article 6.º: Full Members shall have the following rights and obligations: (1) to pay the ordinary and extraordinary membership fees established by the Association; (2) to comply with the other obligations imposed by these Statutes, the regulations, and the resolutions of the General Assembly and the Executive Committee; (3) to participate in General Assembly with the right to speak and vote from the time of their admission as Full Members, and to be eligible for election to the Association’s governing bodies, in accordance with Article 14.º of these Statutes; (4) to keep their postal address and email address up to date; (5) to enjoy the benefits provided by the Association.
Article 7.º: Honorary Members who wish to enjoy the same rights as Full Members shall apply for admission to the latter category and shall accordingly comply with the requirements established by these Statutes for such membership.
Article 8.º: Associate Members shall have the following rights and obligations: (1) to pay the ordinary and extraordinary membership fees established by the General Assembly, which may be set at an amount exceeding 50% of the fee established for Full Members; (2) to comply with the other obligations imposed by these Statutes, the regulations, and the resolutions of the General Assembly and the Executive Committee; (3) to participate in General Assembly with the right to speak but without the right to vote; (4) to enjoy the benefits provided by the Association.
Article 9.º: Membership fees and, where applicable, extraordinary contributions shall be established by the Executive Committee, ad referendum of the General Assembly of Members.
Article 10.º: Membership shall cease when a member no longer meets the requirements established by these Statutes for membership. A member who is in arrears with two membership fees or with any other contribution established by the Association shall be notified of the obligation to bring their account up to date with the Association’s Treasury. If, two months after such notification, the member has failed to regularise their situation, the Executive Committee may declare the member’s membership terminated on grounds of arrears. Membership shall also cease upon death, resignation, or expulsion.
Article 11.º: The Executive Committee may impose the following sanctions on Members: (a) reprimand; (b) suspension for a period not exceeding one year; (c) expulsion. Sanctions shall be determined according to the seriousness of the offence and the circumstances of the case, on the following grounds: (1) failure to comply with obligations imposed by the Statutes, regulations, or resolutions of the General Assembly or the Executive Committee; (2) serious misconduct; (3) wilful damage to the Association’s assets or conduct that is manifestly detrimental to the interests of the Association.
Article 12.º: The disciplinary sanctions referred to in the preceding Article shall be imposed by the Executive Committee after the member concerned has been given an opportunity to present a defence. In all cases, the affected member may lodge an appeal within thirty (30) days of being notified of the sanction, and the appeal shall have suspensive effect. Upon receipt of the appeal, the Executive Committee shall have ten (10) working days to convene an Extraordinary General Meeting, unless a General Assembly has already been scheduled to take place within that period. The General Assembly shall decide on the appeal. If the member does not lodge an appeal within the stipulated period, the sanction shall automatically take effect upon expiry of that period. Where the sanctioned Member holds office within the Association’s governing or supervisory bodies, the imposition of any sanction shall also entail removal from office, which must be submitted to the General Assembly for consideration within thirty (30) days.
TITLE IV: EXECUTIVE COMMITTEE
Article 13.º: The Association shall be governed and administered by an Executive Committee consisting of five ordinary members holding the following offices: President, Vice-President, Secretary, Treasurer, and Ordinary Member. There shall also be one Alternate Member. Their term of office shall be four (4) years. In all cases, their terms of office may be terminated only by the General Assembly. Members of the Association’s governing bodies shall serve without remuneration and may be re-elected.
Article 14.º: To serve on the Association’s governing bodies, individuals must be of legal age and belong to the category of Full Members, with a minimum membership period of two (2) years, except for members of the Association’s first Executive Committee. Members of the first Executive Committee must belong to one of the academic disciplines represented by teachers and researchers working in the disciplinary fields referred to in Article 2.º, paragraph (a), and must have at least three years of academic and scholarly experience in Philonic studies.
Article 15.º: In the event of leave of absence, resignation, death, or any other circumstance resulting in the temporary or permanent vacancy of the offices of President, Vice-President, Secretary, or Treasurer, the persons statutorily authorised to replace them shall assume their respective offices. Such replacement shall remain in effect for the duration of the vacancy, provided that it does not extend beyond the term for which the office-holder was elected.
Article 16.º: If the number of members of the Executive Committee is reduced to fewer than an absolute majority of its total membership, the remaining members shall convene a General Assembly within fifteen (15) days for the purpose of filling the vacancies. In the event of a total vacancy of the body, the Supervisory Body shall convene the General Assembly, without prejudice to any liabilities incumbent upon the resigning members. In both cases, the new members shall be elected for a term that may not exceed that of the members whose offices have become vacant. In both cases, the body convening the meeting shall have all powers necessary for the holding of the General Assembly or elections.
Article 17: The Executive Committee shall meet at least every ninety (90) days and whenever convened by the President or at the request of the Supervisory Committee or two of its members. In the latter cases, the meeting shall be held within fifteen (15) days. Notice shall be given by circular and email at least ten (10) days in advance. Meetings shall be validly constituted with the presence of an absolute majority of its members, and resolutions shall require the affirmative vote of the same majority of those present, except in the case of reconsideration of previous resolutions, which shall require the vote of two-thirds of those present at a meeting attended by at least as many members as the meeting at which the matter under reconsideration was originally decided. Meetings of the Executive Committee may be held virtually, using means or platforms that allow members to communicate simultaneously, provided that free access is guaranteed. The notice of meeting shall clearly and precisely specify the means or platform to be used, as well as the method and procedure for accessing it.
Article 18.º: In addition to the provisions of Article 17.º, the Executive Committee shall meet once a year in an extraordinary session, either virtually or in person, together with delegates from the Seats and other groups. The purpose of this meeting shall be to consider the progress of the Association’s activities at national level. Meetings shall be validly constituted with the presence of an absolute majority of the total members of the Executive Committee and at least one delegate from a Seat or other group.
Article 19.º: The powers and duties of the Executive Committee shall be as follows: (a) to implement the resolutions of the General Assembly and to comply with and enforce these Statutes and the regulations, interpreting them in cases of doubt, subject to reporting to the next General Assembly held; (b) to administer the Association; (c) to convene General Assemblie; (d) to decide on the admission of applicants seeking membership as Full Members or Associate Members; (e) to impose sanctions on Members, including termination of membership, reprimands, suspensions, and/or expulsions; (f) to consider resignations and requests for leave of absence submitted by members of the Executive Committee; (g) to appoint the personnel necessary to fulfil the Association’s aims, determine their remuneration and duties, impose disciplinary measures, and terminate their employment; (h) to appoint representatives of the Association for specific tasks for limited periods within the term of office, determine their duties, and decide on the termination of their appointments; (i) to assess applications for recognition of Seats and other groups and, on that basis, to recommend, with due justification, whether or not they should be approved by the General Assembly; (j) to maintain communication with Seats and other groups, and to assess and approve their programmes of cultural activities; (k) to submit to the Ordinary General Assembly the Annual Report, General Balance Sheet, Inventory, Statement of Income and Expenditure, and Report of the Supervisory Body. All such documents shall be made available to Members within the period of notice required under Article 28.º for the convening of the Ordinary General Assembly; (l) to carry out the acts specified in Article 375.º and related provisions of the Argentine Civil and Commercial Code, subject to reporting to the first General Assembly held, except in cases involving the acquisition or disposal of real property or the creation of encumbrances thereon, for which prior authorisation by the General Assembly shall be required; (m) to issue the internal regulations necessary to fulfil the Association’s aims, which shall be approved by the General Assembly and submitted to the General Directorate of Superintendency of Legal Entities and Public Registry of Commerce for the purposes established by the regulations governing that body; such regulations shall not enter into force until this requirement has been fulfilled; (n) to determine the amount of ordinary membership fees, subject to reporting to the first General Assembly held; (ñ) to maintain relations with related institutions in Argentina and/or abroad.
Article 20.º: The powers set out in the preceding Article are illustrative rather than exhaustive. In addition to those powers, and to any others arising from different provisions of these Statutes, the Executive Committee shall have the broadest powers to direct and represent the Association, both in administrative matters and in its legal relations, subject only to the limitations expressly established in these Statutes. Such limitations shall cease to apply where circumstances of force majeure and/or unforeseeable events require an immediate decision. In such cases, the Executive Committee may adopt the necessary measures, provided that it reports on its actions to the first General Assembly thereafter, or convenes a General Assembly specifically for that purpose.
Article 21.º: If, without prior notice or justified cause, a member of the Executive Committee fails to attend three (3) consecutive meetings or five (5) non-consecutive meetings, the member shall be invited to attend by registered letter. If the member fails to attend again, the Executive Committee shall declare their term of office terminated and appoint an Alternate Member to replace them in accordance with Article 15.º.
TITLE V: SUPERVISORY BODY
Article 22.º: There shall be a Supervisory Body consisting of one (1) ordinary member and one (1) alternate member. Members of the Supervisory Body shall serve for a term of four (4) years and may be re-elected. The Association may avail itself of the provision of Article 172.º of the Argentine Civil and Commercial Code allowing it not to have a Supervisory Body while it has fewer than 100 Members. This decision shall be adopted by the Ordinary General Assembly convened for that purpose. To serve on the Supervisory Body, an individual must be a Full Member with at least two years’ membership, be of legal age, and be up to date with their membership fees. Positions shall be held ad honorem.
Article 23.º: The Supervisory Body shall have the following powers and duties: (a) to permanently inspect the Association’s books and supporting accounting documentation, supervise its administration, and verify the state of its cash holdings and the existence of its funds, securities, and other financial assets; (b) to attend meetings of the Executive Committee whenever it deems appropriate, with the right to speak but without the right to vote; its attendance shall not be counted for quorum purposes; (c) to verify compliance with applicable laws, the Statutes, and regulations, particularly with regard to Members’ rights and the conditions under which the Association’s benefits are granted; (d) to issue an annual report on the Annual Report, Inventory, General Balance Sheet, and Statement of Income and Expenditure submitted by the Executive Committee to the Ordinary General Assembly at the close of the financial year; (e) to convene an Ordinary General Assembly if the Executive Committee fails to do so, following formal notice to the Executive Committee requiring it to act within fifteen (15) days; (f) to request the convening of an Extraordinary General Assembly when it deems this necessary, notifying the General Directorate of Superintendency of Legal Entities and Public Registry of Commerce of the grounds supporting its request if the Executive Committee refuses to comply; (g) to convene, while notifying the supervisory authority, an Extraordinary General Assembly when Members have unsuccessfully requested the Executive Committee to convene one, in accordance with the provisions of Article 28.º; (h) to supervise the Association’s liquidation proceedings. The Supervisory Body shall exercise its functions in such a manner as not to interfere with the regular administration of the Association.
TITLE VI: PRESIDENT
Article 24.º: The President, or the person statutorily authorised to replace the President, shall have the following powers and duties: (a) to represent the Association; (b) to convene General Assemblies and call and preside over meetings of the Executive Committee; (c) to have the right to vote at meetings of the Executive Committee, like the other members of the body and, in the event of a tie, to cast a second vote to break the tie; (d) to sign, together with the Secretary, the minutes of General Assemblies and Executive Committee meetings, correspondence, and all documents of the Association; (e) to authorise, together with the Treasurer, expenditure accounts, signing receipts and other Treasury documentation, in accordance with the resolutions of the Executive Committee. The President shall not permit Association funds to be invested in purposes unrelated to those prescribed by these Statutes; (f) to conduct discussions and suspend or adjourn meetings of the Executive Committee and General Assemblies when order is disrupted or due respect is not observed; (g) to ensure the proper functioning and administration of the Association, complying with and ensuring compliance with the Statutes, regulations, and resolutions of the General Assembly and the Executive Committee; (h) to discipline any employee who fails to fulfil their duties and to take decisions in unforeseen circumstances. In both cases, such action shall be subject to ratification by the first subsequent meeting of the Executive Committee.
TITLE VII: VICE-PRESIDENT
Article 25.º: The Vice-President, or the person statutorily authorised to replace the Vice-President, shall assist the President in carrying out their duties and shall replace the President in the event of absence, incapacity, resignation, or death, with the same powers and duties. Where the replacement is permanent, the Vice-President shall serve for the remainder of the President’s term.
TITLE VIII: SECRETARY
Article 26.º: The Secretary, or the person statutorily authorised to replace the Secretary, shall have the following powers and duties: (a) to attend General Assemblies and meetings of the Executive Committee, draw up the corresponding minutes, enter them in the appropriate minute book, and sign them together with the President; (b) to sign, together with the President, correspondence and all documents of the Association; (c) to convene meetings of the Executive Committee in accordance with Articles 17.º and 18.º; (d) to maintain the Minute Book and, jointly with the Treasurer, the Register of Members; (e) to prepare annually the Annual Report for the completed financial year, which, following approval by the Executive Committee, shall be submitted to the Ordinary General Assembly; (f) to prepare periodic notices containing information of general interest to Members and send them to the delegates of each Seat and other group.
TITLE IX: TREASURER
Article 27.º: The Treasurer, or the person statutorily authorised to replace the Treasurer, shall have the following powers and duties: (a) to attend meetings of the Executive Committee and General Assemblies; (b) to maintain, jointly with the Secretary, the Register of Members; to be responsible for all matters relating to the collection of membership fees, supervising their proper collection by the delegates of the Seats and other groups; (c) to maintain the accounting books; (d) to submit financial statements to the Executive Committee for each of the monthly meetings stipulated in Article 17.º and, annually, to prepare the General Balance Sheet, Statement of Income and Expenditure, and Inventory for the completed financial year, which, following approval by the Executive Committee, shall be submitted to the Ordinary General Assembly; (e) to sign, together with the President, receipts and other Treasury documents, and to make payments authorised by the Executive Committee; (f) to deposit funds received into the Association’s accounts with a banking institution in the name of the Association and subject to the joint authorisation of the President and Treasurer, while retaining in the Association’s cash account an amount not exceeding the sum determined by the Executive Committee; (g) to report on the financial position of the Association to the Executive Committee and the Supervisory Body whenever requested to do so.
TITLE X: ORDINARY AND EXTRAORDINARY GENERAL ASSEMBLIES
Article 28.º: The Ordinary Members shall have the following powers and duties: (a) to attend General Assemblies and meetings of the Executive Committee with the right to speak and vote; (b) to carry out any committees or tasks entrusted to them by the Executive Committee. The Alternate Members shall have the following powers and duties: (a) to join the Executive Committee under the conditions provided for in these Statutes; (b) to attend meetings of the Executive Committee with the right to speak but without the right to vote. Their attendance shall not be counted for quorum purposes.
TITLE X: GENERAL ASSEMBLIES
Article 29.º: There shall be two types of General Assemblies: Ordinary and Extraordinary. Ordinary General Assemblies shall be held once a year within four months following the close of the financial year, which shall end on 31th July each year. At such meetings, the following matters shall be considered: (a) to consider, approve, or amend the Annual Report, General Balance Sheet, Inventory, Statement of Income and Expenditure, and Report of the Supervisory Body; (b) to elect, where applicable, the members of the Association’s governing and supervisory bodies; (c) to establish the membership fee and determine the guidelines for its adjustment, to be implemented by the Executive Committee; (d) to consider any other matter included in the Agenda; (e) to consider matters proposed by at least 5% of the Members and submitted to the Executive Committee within thirty (30) days of the close of the financial year; (f) to recognise Seats and other groups provided for in TITLE XI of these Statutes.
Article 30.º: Extraordinary General Assemblies shall be convened whenever the Executive Committee deems it necessary, or when requested by the Supervisory Body or by 5% of the Members entitled to vote. Such requests shall be decided upon within thirty (30) days, and the General Assembly shall be held within sixty (60) days. If the request is disregarded or unjustifiably refused, in the opinion of the General Directorate of Superintendency of Legal Entities and Public Registry of Commerce, action shall be taken in accordance with Article 8.º, paragraph (h), of Provincial Law No. 1450.
Article 31.º: General Assemblies shall be convened at least twelve (12) working days in advance by publication in the Official Gazette and on the institution’s website, and additionally by notification to the email address provided by the Member or to their postal address. The Annual Report, General Balance Sheet, Inventory, Statement of Income and Expenditure, and Report of the Supervisory Body shall likewise be made available to Members at least twelve (12) working days in advance. Where amendments to the Statutes or regulations are to be submitted to Members for consideration, the relevant draft shall be made available to Members within the same period. At General Assemblies, other matters may be added to the published Agenda provided that their inclusion is supported by a simple majority of the Members present who are entitled to vote.
Article 32.º: General Assemblies shall be validly constituted, including for the purposes of amending the Statutes and dissolving the Association, with the presence of an absolute majority of the Members entitled to vote. Thirty minutes after the time specified in the notice of meeting have elapsed, the General Assembly shall be validly constituted with a minimum number of Full Members present equal to twice the number of members of the Executive Committee. General Assembly shall be chaired by the President of the Association or, in their absence, by a person designated by the General Assembly by a simple majority of votes cast. The person chairing the General Assembly shall have a casting vote only in the event of a tie. General Assemblies may be held virtually through means or platforms that allow Members to communicate simultaneously, provided that all Members in full exercise of their voting and other political rights are guaranteed free access to the meetings. The means selected shall be clearly and precisely specified in the notice of meeting, together with the method and procedure for accessing the meeting, thereby ensuring the participation of Members and/or any person required to attend. A digital record shall be retained and transcribed into the duly certified minute book, indicating the format and means selected for the meeting, identifying those who participate, and bearing at least the signatures of the President and Secretary.
Article 33.º: Resolutions shall be adopted by an absolute majority of votes cast, unless these Statutes expressly provide for a different majority. No Member may have more than one vote, except where representation as provided for in Article 30.º applies. Members of the Executive Committee and the Supervisory Body may not vote on matters relating to their administration. Members who join the General Assembly after it has commenced shall have the right to vote only on matters that have not yet been decided.
Article 34.º: Within the period specified in Article 31.º, the Register of Members entitled to participate in the General Assembly shall be made available to the Members. Members may submit objections up to five (5) days before the meeting, and such objections shall be resolved within the following two (2) days. Members who, despite not being up to date with the Treasury, have not been formally removed from membership shall not be excluded from the Register. This shall be without prejudice to their being deprived of the right to participate in the General Assembly if they fail to settle their outstanding debt before the meeting commences.
TITLE XI: ELECTORAL COMMITTEE
Artículo 35.º: Article 35.º: The Electoral Committee, appointed by the General Assembly, shall be responsible for organizing and supervising the elections. It shall consist of two (2) ordinary members and one (1) alternate member, who shall meet the requirements established in Article 14.º of these Statutes. Their term of office shall be four (4) years. Its powers and duties shall be as follows: (a) to periodically verify the admission and withdrawal of Members, ensuring that such decisions are adopted at a meeting of the Executive Committee, recorded in the Minute Book, and subsequently entered in the Register of Members; (b) to verify the preparation of the Register of Members eligible to vote, which shall be displayed at the Association’s registered office and submitted to the supervisory authority thirty (30) days before the date of the General Assembly at which the governing bodies are to be elected. Objections to the Register may be submitted up to three (3) days before the election; (c) to decide on objections submitted regarding the Register of Members; (d) where Members have been excluded from the Register on account of failure to pay ordinary or extraordinary membership fees, to allow such exclusions to be remedied by the persons concerned up to five (5) days before the General Assembly, by settling their outstanding debt up to and including the month immediately preceding the month in which the meeting is to be held; (e) to officially approve the lists of candidates for the Association’s governing bodies submitted at least ten (10) days in advance, and to issue a decision within the following forty-eight (48) hours. Any objection raised by the Electoral Committee shall be remedied by the relevant list no later than three (3) days before the election; (f) to act as the Electoral Scrutiny Committee for the counting of votes; (g) to proclaim the elected candidates. Members of the Electoral Committee may not stand as candidates for positions in the Association’s governing bodies, nor may they act as proxies or election monitors for candidate lists. In the event of the absence or vacancy of an ordinary member, the alternate member shall assume their position. Once the alternate member has been called upon, any subsequent vacancies shall be filled by members of the Supervisory Body.
Article 36.º: The election of officers shall be conducted by secret and direct ballot, with voting for the complete list of candidates. Voting by proxy shall not be permitted.
Article 37.º: Where only one list of candidates for the governing bodies has been officially approved, no election shall be required. The General Assembly shall accordingly proclaim the candidates as elected officers. If no list of candidates is formally submitted, the General Assembly may constitute a list from among its Members and subsequently proclaim it.
TITLE XII: SEATS AND OTHER GROUPS
Article 38.º: Members may fulfil the obligations and purposes of the Association individually or collectively. Two types of groups shall be recognised: (a) Seats of the Sociedad de Estudios Filónicos (SEF) Asociación Civil; and (b) any other institutional teaching and/or research structure which, while not belonging to the SEF, brings together Full Members of the SEF. Once recognised by the Sociedad de Estudios Filónicos (SEF) Asociación Civil, such groups shall have the following purposes: (a) to facilitate the fulfilment of the purposes of the Association set out in Article 2.º; (b) to enable Members belonging to the same group to undertake cultural activities consistent with their interests and the purposes of the Association; and (c) to facilitate the collection of membership fees.
Article 39.º: Seats and other groups shall be recognised by resolution of the General Assembly, following an application submitted to the Executive Committee by Full Members wishing to form or join them. The Executive Committee shall prepare a report recommending whether or not recognition should be granted.
Article 40.º: Upon recognition by the General Assembly, a Seat or other group shall be given an identifying name proposed by the Members belonging to it. Seats and other groups shall be autonomous in their organization and operation, subject to compliance with these Statutes.
Article 41.º: Each Seat and other group shall appoint one Ordinary Representative and one Alternate Representative to the Executive Committee. To hold this position, an individual must be a Full Member and be over 18 years of age. The term of office shall be two years, and the appointment shall be submitted to the Executive Committee following approval by the Seat or group concerned. The powers and duties of the Ordinary Representative shall be as follows: (a) to attend the annual extraordinary meeting of the Executive Committee provided for in Article 18.º; (b) to receive and communicate to Members all information issued by the Executive Committee; (c) to collect the ordinary and extraordinary membership fees established by the General Assembly and remit them to the Association’s Treasury; (d) to submit the proposed programme of cultural activities to the Executive Committee for approval; (e) to promote the Association’s activities by establishing contact with educational and cultural institutions in their area. The Alternate Representative shall replace the Ordinary Representative in the event of a temporary or permanent vacancy. Such replacement shall remain in effect for the duration of the vacancy, provided that it does not extend beyond the term for which the Ordinary Representative was appointed.
Article 42.º: Members may change Seat or group by submitting a written request to the Executive Committee, which shall authorise the change provided that the Member concerned is up to date with their membership fees.
TITLE XIII: DISSOLUTION AND LIQUIDATION
Article 43.º: The General Assembly may not resolve to dissolve the Association as long as there are sufficient Members willing to sustain it and thereby ensure the regular functioning of its governing bodies. If the Association is dissolved, liquidators shall be appointed, who may be the Executive Committee itself or any other committee of Members designated by the General Assembly. The Supervisory Body shall oversee the liquidation proceedings. Once all debts have been paid, any remaining assets shall be transferred to the Asociación Cooperadora del Hospital Dr. Lucio Molas, CUIT 33-67164677-9, with registered address at Raúl B. Díaz and Circunvalación s/n, in the City of Santa Rosa.