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In the Name of God
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| ARTICLES OF ASSOCIATION |
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| FIRST CHAPTER: GENERALITIES AND OBJECTIVES |
| Article 1: Name of the Society |
Name of the Establishment: Iranian Society of Toxicology
(I.S.T) established as a scientific, specialized, research, non-political
and non-profitable society; hereinafter referred to as Society.
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Note: The terms specialty and expert
in this Articles of Association attributes to the group of specialists and
expert who work in various medicine, toxicology, forensic medicine and
related fields and their qualification as specialist and expert has been
attested by the state authorities.
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| Article 2: Head Office |
The head office of the Society is in Tehran, W. Taleghani
Street, N. Shahid Sarparast Street, Tabriz Alley, Medical Council Building
No. 2, first floor.
If necessary and upon approval of Art 10 of Parties and Associations Law,
the Society may open branches, offices and representatives in other
cities.
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| Article 3: Nationality |
The nationality of the Society is Islamic Republic of Iran
and the associate members bound themselves to obey the Constitution and
the laws of the Islamic Republic of Iran and will not be entitled to act
against the Islamic Republic of Iran.
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| Article 4: Duration of Activities |
The Society is established as of its establishment date
for an unlimited period of time.
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| Article 5: Goals and Objectives |
| The goals and objectives of the Society are: |
5-1) to improve and promote toxicology poisoning and related fields
5-2) to propose the establishment of Informatics and toxicology center to
the Ministry of Health and Medical Education and necessary follow up
5-3) to make suggestion for establishing well-equipped toxicology labs in
Tehran and other cities and necessary follow up in their establishment and
activities
5-4) to make suggestion for holding scientific conferences in toxicology
and poisoning fields
5-5) to publish scientific papers and bulletins, journals and books in
various toxicology and poisoning fields and to establish facilities in
providing necessary references
5-6) to prepare and suggest research, education, medical and Informatics
projects and plans for the authorities for their execution and follow up
5-7) to establish academic ties and communication among medical
associations (approved by the Ministry of the Interior), scientific
centers and related organizations inside and outside the country
5-8) to plan and suggest necessary standards for toxicology affairs and to
offer medical services to toxic victims
5-9) to provide scientific helps to any organizations and institutes for
promoting toxicology and toxic sciences
5-10) to assist public education via mass media for prevention purposes
and toxically medial first aids and naming a day
to commemorate it (toxicology and poisoning day)
5-11) Providing consultation advise for fixing tariffs and the expenses
related to toxicology tests and medical services to toxic patients and
also, to determine hardship allowance for the personnel of this field
5-12) Humanitarian scientific activities for preventing and controlling
production and application of chemical, biological and nuclear weapons and
their destruction
5-13) to contribute to supply of medical facilities and toxicology and
drugs labs, particularly anti-toxic products needed in the toxicology
medical centers
5-14) to offer consultative advise regarding the production, importation,
distribution and consumption of any chemical, herba1 and mineral raw
materials and products, to collect data and information in conformity with
the most recent information regarding foodstuffs, medical, chemical and
toxic materials provided by State information centers
5-15) to suggest and make necessary follow ups for performing toxicology
tests on new chemical and herbal foodstuffs, drugs, hygienic and cosmetic
products, to register and control the side effects, acute and chronic
poisoning thereof, and to observe medical ethics in conducting drugs and
toxicology research
5-16) to help in prevention and treatment of addiction with necessary
cooperation of the concerned organizations.
5-17) Other instances not foreseen in this articles of association and
closely relate to the toxicology and poisoning issues. Such cases and
items will be added to the goals and objectives mentioned above, after
approval of the board of directors and the general meeting, in accordance
with the regulations
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| Article 6 |
Those plans, projects and other measures as foreseen in
this articles of association and somehow relate to the governmental and
state organization will be carried out only after obtaining the agreement
of the concerned ministry or state office.
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| SECOND CHAPTER: MEMERSHIP TERMS,
CONDITIONS AND TYPES |
| Article 7 |
The graduates of doctorate in medicine fields or experts
with continuos activities in toxicology and toxic medicine areas may apply
for membership at this Society to be its member, upon approval of the
board of directors, provided that they possess following qualification:
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1) Holding a specialty certificate in toxicology or an
introduction letter regarding activities in toxicology and toxic diseases.
The certificates should have the confirmation of authorities (only
associate members).
2) Accepting the contents of articles of association.
3) No deprivation of social rights and no attachment to anti-popular
organizations and counter-revolution groups.
4) Enjoying a good name and fame in vocational and social area.
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| Article 8: Membership |
The Society will have three kinds of members:
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1) Associate members with voting right.
Those members should pay membership fee and are considered as principal
members.
2) Honored members: As elected among Iranian and non-Iranian scientists
and scholars with outstanding studies and research.
Those members are elected by the General Meeting upon suggestion of the
board of directors.
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Note 1: The non-Iranian honored members
should work along with the goals and objectives of the Islamic Republic of
Iran or at least they should be in the same direction of the World
Imperialism.
Note 2: Accepting non-Iranian honored member will be done with previous
information and approval of the Ministry of the Interior.
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| THIRD CHAPTER: FUNDAMENTALS OF THE
SOCIETY |
| Article 9: The Fundamentals of Society
are |
A) General meeting
B) Board of directors
C) Inspector
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| A: General Meeting |
| Article 10 |
General meeting is the highest decision making authority
of the Society and is held on ordinary or extraordinary basis.
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| Article 11 |
The ordinary general meeting holds session once a year in
May by observing the formalities as mentioned in the appendix.
To preside the session, it is essential to have one half plus
one-associate members in the meeting and for approval of any subject, the
positive vote of majority of members is a requirement.
If the number of participants does not reach the limit, a second session
will be held within fifteen days with any number of participants.
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| Article 12: Duties of Ordinary General
Meeting |
1) to elect members of board of directors and to appoint
inspector
2) to hear and investigate reports of board of directors and inspector
3) to set the general policy of the Society
4) to study and approve the suggestions of board of directors
5) to determine annual membership fees and to approve the balance sheet
and budget of the Society
6) to appoint a widely-circulated daily for publishing notices and calls
of the Society
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| Article 13 |
Extraordinary general meeting is held by meeting the
formalities including publishing a notice in the official daily similar to
ordinary general meeting and in the following cases:
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1) Upon the call of board of directors or inspectors
2) Upon the request of one third of the associate members
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Note 1: The calls for extraordinary general
meeting will be in written form and the members will be notified at least
two weeks before the meeting.
Note 2: The extraordinary general meeting will be presided over with the
same conditions as the ordinary general meeting.
Note 3: The decisions taken in the extraordinary general meeting will be
valid and effective upon having the positive votes of at least two third
of participants.
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| Article 14: Duties of Extraordinary
General Meeting |
1) Approval of changes in the contents of articles of
association
2) To study and approve dissolution of the Society
3) 7o discharge the board of directors
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Note: Discharge of the board of directors
will be included in the agenda with previous information and agreement of
the Ministry of the Interior.
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| Article 15 |
The general meeting is run by a board of management,
consisting of a chairman, asecretary and two observers.
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Note: The members of board of management
will be elected after being elected as candidates.
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| B- Board of Directors |
| Article 16 |
The board of directors of the Society consists of 7
principal and 2 alternate members.
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Note 1: The branches of the Society in
capital cities of the provinces will be run by a board , consisting of 2
members.
The board will be elected by the members of branch and take office upon
approval of the central board of directors.
The member boards of the branches will act in accordance with the
instructions of central board of directors.
The limit for establishing a branch is having at least 20 members;
otherwise, representative office or an agency might be established.
Note 2: The meetings of board of directors will be official and presided
with the presence of at least half plus one members and the decisions will
be effective upon positive votes of majority of members.
Note 3: At most within one week after election, the members of board of
directors hold a meeting and elect a chairman, a vice-chairman and a
treasurer whose scope of power is defined by the instructions and by-laws.
Note 4: The members of board of directors are bound to participate in the
meetings and unexcused absence of any member without a pervious notice for
three subsequent meetings will be considered as the resignation of the
absentee.
Note 5: In case of resignation, death or disqualification of any member of
board of directors, the alternate member will substitute him for the
remained period.
Note 6: In addition to regular meetings of the board of directors, held
each three months, the board may have an extraordinary meeting, if
necessary, or upon the written or telephone call of chairman or
vice-chairman.
The interval between sending invitation letter and/or telephone call and
the meeting of hoard of directors will be at least three days.
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| Article 17 |
The General Meeting elects a board of director for a
three-year office.
There is no restriction in the re-election of the board of directors for
subsequent periods and the board of directors is bound to hold the
election session for new board of directors at most within two months
before completion of its commitment.
The result should be forwarded to the Ministry of the Interior at least
one week before the end of their office.
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| Article 18 |
The board of directors is the legal representative of the
Society and its duties and scope of power are:
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-- To maintain and safeguard movable and immovable
properties, to investigate and audit the accounts of the Society, to pay
and collect claims, to execute approvals of the general meeting.
To open accounts in any banks, to meet legal formalities, to follow up
judiciary, tax and register procedures in any legal courts and offices, to
determine the decision and verdict, to appoint attorney, to discharge
attorney, to settle disputes through compromise, if necessary to entrust
and transfer rights to other legal or natural entities and persons with
substitution rights, partially or entirely.
Generally, the board of directors is entitled to act in the Society’s name
and in any manner which it deemed necessary and also is authorized to make
any movable and immovable transactions which require the approval of the
general meeting.
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Note 1: Besides those cases making
decisions on which is entrusted to the general meeting, according to the
articles of association, the board of directors enjoys any necessary power
and rights to administer and run the Society, provided that it observe the
purpose and goals of the Society.
Note 2: Any document and binding, negotiable papers and instruments are
valid with the joint signature of chairman of board of directors or
vice-chairman and treasurer, accompanying the seal of Company.
Note 3: The board of directors is entitled to establish specialized
committee for Society among its qualified members, upon approval of the
Ministry of the Interior, to achieve the purposes of the Society, as
included in this Articles of Association.
Note 4: The executive by-laws of this articles of association will be
valid and effective upon approval of the board of directors and the
confirmation of the Ministry of the Interior.
Note 5: The decisions made in the commissions will be effective after
approval of the board of directors.
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| C- INSPECTORS: |
| Article 19 |
The ordinary general meting appoints a principal and an
alternate inspector for one year.
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Note : There is no restriction for
re-appointment of the inspector(s).
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| Article 20: The duties of the
inspector are |
1) To study the financial documents and papers of the
Society and to draw up reports for the general meeting
2) To review the annual financial and non-financial reports of the board
of directors and to prepare a report of the Society’s function to be
forwarded to the general meeting
3) To report to the genera] meeting if there is any violation of prisons
of the articles of association as committed by the board of directors
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| Article 21 |
The entire documents and papers of the Society, including
the financial and non-financial ones, should be available to the
inspector, prepared by the board of directors of the Society, for
inspector’s review, all times and without any conditions.
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| FOURTH CHAPTER: BUDGET AND OTHERS: |
| Article 22 |
The budget of the Society is provided through
contributions, gifts, accepting wills, endowment and trustees as well as
membership fees.
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| Article 23 |
The income and expenses of the Society will be registered
and reflected in legal account books and its balance will be presented to
the Commission of Art 10 of Parties and Societies’ Activities for further
investigation.
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Note 1: The financial books and papers of
the Society will be available to the tax officials.
Note 2: The fiscal year of Society is Solar Hijra Calendar and will end at
the end of Esfand (March 20).
Note 3: Any fund excess to the Society’s expenders will be maintained in a
special account, opened in a state bank inside the Islamic Republic of
Iran, in the Society’s name.
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| Article 24 |
The official documents of the Society, files and papers
will be kept in the head office.
The official correspondences of the Society will be valid if signed by the
chairman of board of directors and in his absence the vice chairman of the
board, accompanying the seal of company.
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Note: The approvals and minutes of the
board of directors will be reflected in special books with registrant
date, to be signed by the concerned members.
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| Article 25 |
Any changes in the contents of the articl4s of association
and members of board of directors are valid only if it is carried out upon
approval of the Commission of Art 10 of Parties and Societies’ Act.
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Note: The head office and address of
members of board of directors, the legal signatories and the subsequent
changes should be reflected to the Ministry of the Interior and will be
valid unless otherwise is informed.
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| Article 26 |
The Society will bear special emblem and mark, which text
and content will be prepared and used upon approval of the board of
directors and the permits of the Ministry of Culture and Islamic Guidance
as well as the Ministry of the Interior.
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Note: The board of directors bear legal
responsibility in maintaining the Society’s mark and emblem.
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| Article 27 |
Publishing any journal will be possible only after
obtaining permit of the Ministry of Culture and Islamic Guidance as well
as a publishing license, observing the Press-Matters Law.
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| Article 28: Dissolution of the Society |
In case of dissolution of the Society, the extraordinary
general meeting will elect a clearance board.
The clearance board will be bound to pay the debts and liabilities,
collect the claims of the Society and transfer the properties and real
estate to one of the educational, research and or medical centers inside
the country.
The mentioned board is further bound to send a copy of the procedure and
process to Commission of Art 10 of Parties and Societies Act for their
review.
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| Article 29 |
This articles of association includes 4 chapters, 29
articles and 26 notes. The articles of associate was approved in the first
meeting of the general meeting on March 13, 1991.
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Signatures of the board of directors:
- Dr. Mehdi Balali
- Dr. Abbas Pousti
- Dr. Akbar Koushanfar
- Dr. I-Ioushang Nowshad
- Dr. Iraj Javadi
- Dr. Heybatollah Kalatnar
- Dr. Hassan Tofighi
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Seal
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True translation is certified.
Tehran, Jan. 21, 2001 |