Constitution of Apia

Here is the constitution of the Asociación para la Protección de Niños y Jóvenes en América Latina

1. Name and seat of the association

Under the name apia (Asociación para la Protección de Niños y Jóvenes en América Latina) an association exists according to Article 60 FF of the Swiss civil code. The seat of the association is the registered office in Dübendorf, as agreed by the executive committee. This is where all administration and relevant business activities are executed.

2. The purpose of the association

The association assists children and young people, who grow up in extremely difficult conditions in Latin America. The association achieves its goals by:

  • Financial and conceptual support of already existing local projects in Latin America, as long as their objectives correspond to the guidelines of the association.
  • Implementation of new projects, as long as their objectives correspond to the guidelines of the association.

3. Membership

Membership is open to all persons or legal entities who identify with the goals of apia. The executive committee will decide on the admission of all new members.

Any person wishing to cancel their membership should do this in writing and at the end of the year, after having paid the membership fee for the year.

The executive committee will decide if anyone should be excluded. If someone is excluded from being able to become an apia member, they can contest this decision by writing a letter within 30 days. The final decision will then be made at the following general meeting. No member is personally liable and all liabilities will be covered by the assets of the association.

4. Organisation

The association is made up of:

  • The general meeting of members.
  • The executive committee
  • Auditors

5. The General Meeting

The general meeting takes place once a year and is organised by the executive committee. The invitations and agenda of which should be sent to the members 14 days before the meeting. In addition, if circumstances require it, a general meeting can also be set up by the executive committee of 1/5 of the members.

The general meeting should include the following actions:

  • Selection of the executive committee who in turn vote for who should be president.
  • The annual report and balance sheet need to be approved.
  • Any changes to the constitution.
  • The membership contribution should be determined.
  • Approval of the guidelines.
  • Acceptance of new projects.

The decisions made during the general meeting will be accepted, regardless of the amount of members present. Every member has one vote. A majority vote of those present during the GM is necessary for elections and any decision made. A 2/3’s majority of those present is required for any change to the constitution.

6. The Executive Committee

The executive committee consists of 5-11 members. The duration for each person is 4 years, after which they can be re-elected. With the exception of the president, the executive committee chooses itself.

The executive committee is responsible for:

  • Representing apia to the public.
  • Evaluating new projects.
  • Monitoring current projects.
  • Maintaining the balance sheet.
  • Budgeting.
  • Creating the annual report and balance sheet for the GM.
  • Preparing and organising meetings.
  • Conduct all business activities of the association and execute all decisions made at the GV.
  • Formation of work groups that support the executive committee with their work load (Evaluating and monitoring projects, fund raising, project control creating guidelines and ensuring that they are being adhered to.)

The legally binding signature for the association is that of the president or vice president, along with a member of the executive committee. The executive committee can extend those permitted to sign, as long as this serves the goals of the association. Decisions made by the executive committee need to be passed by a majority vote.

7. Auditing

During the GM, two independent, professional auditors will be chosen to assess the annual balance sheet. They have to document all finds and proposals that they make in the form of a written report. Their term of office is four years and they can be re-elected.

8. Finances

The association is financed by:

  • Membership contributions.
  • Proceeds gained from activities such as lectures, benefit concerts, markets and publications.
  • Contributions from sponsors.
  • Donations.
  • Contribution from private and governmental persons and organisations.

Members leaving the association have no entitlement to the assets of the association.

apia works in calendar years, i.e. the year starts on 1 January and ends on the 31 December.

9. Dissolution

To dissolve the association, a 2/3 majority vote of all attending members during the general meeting is required. In this case, all assets that belong to the association will be donated to an institution that conforms with apia’s guidelines and has the same or a similar purpose to apia’s. The distribution of the remaining assets amongst apia’s members is not a possibility.

10. Final Clauses

This constitution came into force once they were accepted at the general meeting of 8 May 1992. Amendments followed on the 22.06.2001 and the 31.05.2002.

Hittnau/Duebendorf, 31 May 2002