A Constitutive Act is a legal document, in which the bases or statutes by which a company, foundation (for profit or non-profit) or any other type of association for legal purposes will be established. This document is like the birth certificate of a company, as well as the manual of precepts governing its formation and operation.
It must respond to a specific format, be written on paper type of trade or sealed, according to the requirement of each country, the letter of the text should correspond to times new roman (but you must consult in the Registry where you are going to enter the document, as it varies according to the nationhouse laws) equally in size 12.
It is important that you do not leave blank spaces between the lines or at the end of them, that is, if any line of the document were to be left in half, it is necessary that you fill the empty space with dots or dashes (…. or —–) until the line is finished, this process is called, to shield the document. Even pages are also stystyled to have a total of thirty-four lines, while odd pages must have a total of thirty lines.
Below we will mention the content that the first three clauses must have. Next, we will deepen the content of clauses four, five, six and seven, as well as an example of each text, so that you can guide yourself in drafting the document that will guide your institution:
a) The first thing your Act must carry is the title, it must be in sustained capital, centered, and the spaces on each side must be shielded, then you must leave between your title and the bulk of your document a line, which you must also shield. Then you must place the introduction of your Constitutive Act, where the names of the members, their nationalities, addresses, card numbers or identification, city, country and the reason why they meet, that is, what type of organization they will form.
After this you will write your first clause, which must be preceded by a subtitle indicating the clause number, in letters, sustained and underlined capitalletters, followed by a period and a hyphen. In this first statute, the name of the foundation, character and personality must be specified. In its second clause, it should be detailed where the association will operate, with the tax address it will have.
Likewise, the third clause must contain the object of the association, that is, what it will be devoted to, what activities it will carry out: (more information Example of how to draft a Constitutive Act (Part I). It is important to remember that there should be no white space between clause and clause, and that leaving a line should be shielded.
b) Then comes the fourth clause, which like the other three must be preceded by subtitle with the format indicated in the previous numeral. In this fourth statute, it shall be detailed what the duration of the association shall be, as well as when it may or should be dissolved. An example of wording, in reference to this content would be the following:
FOURTH CLAUSE – The Foundation will last fifty (50) years, and outside this term can only be decreed liquidation when by any circumstance it is impossible to carry out the social object for which it was created. So that the Foundation is not extinguished by death, interdiction, bankruptcy or voluntary separation of any of its associates.———————————————————————————–
c) The fifth clause will then concern the origin of the funds with which the association will be maintained and operate, should be as broad as possible, in order to avoid future problems with the origin of our institution’s economic income. Here is an example of wording for this clause:
FIFTH CLAUSE – The Foundation’s funds come from the contributions and contributions of its associates, the donations and collaborations it receives from natural and legal persons, the income that is obtained from the acts and presentations it makes, as well as the proceeds from the productions carried out, the purchase and sale of recordings, reproductions, books, brochures, posters, screen prints, catalogues, POP material, etc., signed with its name or stamp, and in general the product of its activities, —————————————————————————————————
d) Likewise, clause six shall specify who, in addition to the founders, may become members of the organization and what requirement they need to do so, whether legal or economic. For example, a clause regarding this content can be worded as follows:
SIXTH CLAUSE- They are members of the Esperanza Foundation, natural or legal persons, (corresponding nationality) or foreigners, whether or not they express their desire to join the country and who comply with the obligation to contribute to the social funds with the amount of XXXXXXXXX. The amount of this contribution will be reviewed at the end of the Foundation’s annual financial year.———————————
(e) After these first six constituent clauses, the board of directors and the functions of each of its members, which must be preceded by subtitles, in sustained and centered capital letters, would come. For example:
————–OF THE DIRECTIVE —————
SEVENTH CLAUSE. The General Assembly of Associates legally convened and…
From then on you will develop how, when and where the Assembly will meet, as well as the functions of the Assembly and its members, thus continuing with the statutes by which the foundation, company or association you wish to form together with your colleagues or colleagues will be governed.
August 25, 2019
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