Statutes

Article 1

Name, headquarters and duration

1 – The non-profit association adopts the name “ASPAS – PORTUGUESE ASSOCIATION OF ASTROLOGY”, has its headquarters at Avenida da República – 1226-6º, front, parish of Mafamude, municipality of Vila Nova de Gaia, 4430-192 – Vila Nova de Gaia, and is established for an indefinite period.

2 – The association has the NIPC (legal entity number) 510 194 494.

Article 2

The association's purpose is:

– HOROSCOPES;

– MEDIATION;

– ORGANIZATION OF ASTROLOGY EVENTS.

SOLE – In pursuit of its objectives, the association aims to provide structure and support to those interested in the field of astrology, as well as to create the necessary partnerships in order to create bridges for the expansion of astrology. In its ongoing work, the organization of congresses, events, and a journal of research articles in order to bring credibility to astrology to the public.

Article 3

The association's revenues include, in particular:

1 – The initial membership fee paid by members;

2 – The proceeds of the dues set by the general assembly;

3 – The income from the association's own assets and the income from social activities;

4 – The donations accepted by the association;

5 – The subsidies granted to it.

Article 4 Social bodies and their duration 1 – The association’s bodies are the general assembly, the management and the fiscal council; 2 – The term of office of the holders of the social bodies is four years.

Article 6

1 – Composition

1.1 – The board of directors, elected at a general meeting, is composed of three members, one president, one secretary and one treasurer;

1.2 – The board of directors is responsible for the social, administrative and financial management of the association, and for representing the association in and out of court, actively and passively;

1.3 – Its operating method is as established in article 171 of the Civil Code;

1.4 – The association is obliged to have two members of the board of directors jointly involved, one of whom must be the president, with the exception of debit and credit transactions in any bank accounts, where the president’s signature is sufficient.

2 – Operation of the Board of Directors

2.1 – The Board of Directors meets regularly every two months, and, in addition, whenever convened by its President, on his own initiative or at the request of the President of the General Meeting, or two of its members or the Supervisory Board; 2.2 – Any member of the Board of Directors may delegate his/her representation and vote in a given Board meeting to another, in writing and addressed to the Chairman of the Board of Directors;

2.3 – Board meetings are convened by letter or email, when the partner/member in question has authorized this form of communication in writing, at least eight days in advance, indicating the agenda;

2.4 – Any irregularity resulting from the lack of a convening notice or complete indication of the agenda is remedied by the presence of all Board members;

2.5 – The Board of Directors may only meet with the presence or representation of the majority of its members;

2.6 – Decisions are taken by a majority of the votes of those present or represented, with the Chairman having, in addition to his/her own, a casting vote;

2.7 – Board meetings are chaired by its Chairman or, in his/her absence, by the member to whom he/she delegates.

3 – Powers of the Board of Directors

3.1 – The Board of Directors is competent to perform all acts that the law or the statutes do not attribute exclusively to the General Assembly or the Supervisory Board;

3.2 – In addition to other matters provided for in the law or the statutes, the Board of Directors is responsible for, in particular:

a). Managing the Association and guiding all its activities;

b). Representing the Association, in and out of court, actively and passively;

c). Presenting proposals to the General Assembly and issuing opinions on all others that are presented to it;

d). Preparing, annually, the report on the management of the Association and the accounts for the financial year;

e). Preparing the annual Activity Plan and Budget and submitting them to the General Assembly;

f). Preparing Internal Regulations and submitting them to the General Assembly;

g). Carrying out the resolutions of the General Assembly;

h). Approving contracts, of any nature, between the Association and third parties;

i). Decide on the creation, dissolution and operation of committees for the development of specific activities of a temporary nature;

j). Propose to the General Assembly the amount to be fixed for the annual membership fees, as well as the value of the registration fees;

l). Propose to the General Assembly the admission of new members or their exclusion;

m). Request the Chairman of the General Assembly to call an Extraordinary General Meeting.

Article 5

1 – Composition

1.1 – The general assembly is made up of all members in full enjoyment of their rights;

1.2 – The powers of the general assembly and the manner in which it operates are those established in the Civil Code, namely in article 170, and in articles 172 to 179;

1.3 – The board of the general assembly is made up of three members, a president and two secretaries, who are responsible for chairing the meetings of the assembly and drafting the respective minutes;

1.4 – In the event of impediment, the president of the Board and the Secretaries shall be replaced by Members designated for this purpose from among those present.

2 – Convening of the General Assembly

2.1 – The General Assembly must meet twice a year, within three months of the end of the financial year, to consider and vote on the report and accounts of the Board of Directors and the respective opinion of the Supervisory Board, relating to the previous financial year, in addition to other matters included in the agenda;

2.2 – The General Assembly meets extraordinarily whenever convened by its Chairman, on his own initiative or at the request of the Board of Directors or the Supervisory Board, or at the request of a group of Associates not less than one fifth of the total;

2.3 – Convening of the General Assembly sessions is sent to the Associates by post or email, at least fifteen days in advance, indicating the day, time, place and agenda of the meeting, and published in the Audiência Newspaper within the same period;

2.4 – The General Assembly is responsible for electing the members of the corporate bodies, when applicable.

3 – Operation of the General Assembly

3.1 – The General Assembly may not deliberate, on first call, without the presence of at least half of its Members;

3.2 – If thirty minutes after the time set for the meeting on first call there is no quorum, the General Assembly shall meet immediately on second call, regardless of the number of members present;

3.3 – The deliberations of the General Assembly, to be recorded in the minutes, shall be taken by a majority of the votes counted, except in cases excepted by law and the statutes;

3.4 – Deliberations on the amendment of the Association's statutes require a favourable vote of three quarters of the number of Members present;

3.5 – Deliberations on the transformation or dissolution of the Association require a favourable vote of three quarters of the total number of Members present;

3.6 – Each Member has one vote.

4 – Powers of the General Assembly

SOLE – In addition to other matters provided for by law or in the statutes, the General Assembly is responsible for, in particular:

1. Defining and approving the general policy of the Association and assessing the management acts of the remaining corporate bodies;

2. Electing the members of its board and members of the corporate bodies, as well as dismissing them from their duties;

3. Assessing and voting on the report and accounts of the Board of Directors, as well as the opinion of the Supervisory Board regarding the respective financial year;

4. Assessing and voting on the Activity Plan and Budget;

5. Deciding on the amendment of the Statutes and Regulations, ensuring their compliance and resolving omissions;

6. Admitting new members and excluding them from the Association;

7. Deciding to qualify members as founding members;

8. Deciding on the change of the Association’s headquarters; 9. Approve, on the proposal of the Board of Directors, the value of the annual dues and the value of any registration fees;

10. Decide whether or not to grant remuneration to the members of the Board of Directors;

11. Decide on the dissolution of the Association;

12. Decide on other matters of interest to the Association not assigned by law or the Statutes to other corporate bodies, on its own initiative or on the proposal of the Board of Directors.

Article 7

1 – Composition

1.1 – The supervisory board, elected at a general meeting, is composed of three members, one chairman and two members;

1.2 – The supervisory board is responsible for supervising the administrative and financial acts of the management, supervising its accounts and reports, and issuing opinions on acts that imply an increase in expenses and/or a decrease in revenue;

1.3 – Its operating procedure is as established in article 171 of the Civil Code.

2 – Powers and Operations of the Supervisory Board

2.1 – The Supervisory Board is responsible, in particular, for ensuring compliance with legal and statutory provisions, issuing opinions on the management report, annual balance sheet and accounts and on the ordinary and amended budgets, and for expressing its opinion on other matters, in relation to which the General Meeting, the Management or the Executive Committee decides to consult it; 2.2 – The Supervisory Board must meet whenever necessary to carry out the acts within its competence and deliberates by the majority of its members, with the President having, in addition to his vote, the right to a casting vote, and the majority of its members must be present.

Article 8

1 – Conditions for admission and exclusion of members and categories

SOLE – The conditions for admission and exclusion of members, their categories, rights and obligations, are the responsibility of the General Assembly and are set out in the Internal Regulations, approved at the General Assembly on 30 April 2013, the amendments of which are also within its competence;

1 – “ASPAS” has the following categories of members: a) Founding members; b) Effective members; c) Student members; d) Honorary members e) Benefactor members f) Interested members;

2 – Founding members are those who have registered with ASPAS up to the date of the incorporation;

3 – Effective members are current members, individuals or legal entities who have been admitted and who are not honorary or student members; 4 – Student Members are Members and young people who are taking an Astrology course; 5 – Honorary Members are Members proposed by the Board of Directors, with a minimum number of ten, appointed by resolution of the Assembly, the attribution of this category depending on their contribution to the cause of Astrology rights and the services provided for the growth of “ASPAS”; 6 – Honorary Members are all those who are members of the governing bodies of “ASPAS” and contribute to its daily development; 7 – Interested Members are individuals or legal entities who are interested in belonging to “ASPAS” and who are not Founding, Effective, Honorary, Honorary or Student members. 2 – Members’ rights and duties 2.1 – Members have the following rights: a) – To participate with the right to vote in the General Assembly; b) – To elect and be elected or chosen for the governing bodies;

c) – To participate in the activities promoted by “ASPAS”;

d) – To attend the headquarters and enjoy the privileges under the conditions that “ASPAS” grants to its Members.

2.2 – The duties of members are:

a) – To comply with these bylaws and contribute to the prestige and pursuit of the objective of “ASPAS”;

b) – To pay the registration fee and, on time, the membership fee or any additional payment that may be approved at the General Meeting;

c) – To respect the Internal Regulations and the Code of Ethics of “ASPAS”, provided that they are approved at the General Meeting.

Article 9

Upon the termination of the association, the destination of the assets that form part of the company's assets, which are not allocated for a specific purpose and which have not been donated or left with any charge, will be subject to deliberation by the members.

Extinta a associação, o destino dos bens que integrarem o património social, que não estejam afetados a fim determinado e que não lhe tenham sido doados ou deixados com algum encargo, será objeto de deliberação dos associados