Articles of Association - Title II
Members
Article 8
Natural or legal persons may join the Association, individually or collectively, if they do business as a developer, owner or user of logistics warehouses, but in all cases on a professional basis and in adherence with the specific principles guiding proper practice.
In particular, only the following candidates may join the Association:
- Those who use their own resources or those of others to promote, develop and finance the construction of warehouses, either for their own use or for subsequent sale, transfer or assignment to third parties under any title
- Those who are logistics warehouse owners, due to having developed them themselves or after acquiring them from other developers or third parties.
- Those who use logistics warehouses for their business operations, under leases or by buying them.
A “logistics warehouse” will refer to a building whose primary use is storing, handling, classifying and distributing merchandise.
Membership applications must expressly state the candidate’s:
a) Name or company name.
b) Business activity.
c) Registered address.
The Governing Board will send each member a certificate accrediting membership that will state the member's full information, and it will also keep a Register of Members.
The Association will have the following member classifications:
In particular, only the following candidates may join the Association:
- Those who use their own resources or those of others to promote, develop and finance the construction of warehouses, either for their own use or for subsequent sale, transfer or assignment to third parties under any title
- Those who are logistics warehouse owners, due to having developed them themselves or after acquiring them from other developers or third parties.
- Those who use logistics warehouses for their business operations, under leases or by buying them.
A “logistics warehouse” will refer to a building whose primary use is storing, handling, classifying and distributing merchandise.
Membership applications must expressly state the candidate’s:
a) Name or company name.
b) Business activity.
c) Registered address.
The Governing Board will send each member a certificate accrediting membership that will state the member's full information, and it will also keep a Register of Members.
The Association will have the following member classifications:
a) Subscribers: the members who participated in the founding of the Association.
b) Associate members: those who joined in after the Association was incorporated.
c) Honorary members: those who earn this distinction due to their prestige or by making significant contributions to the Association's status and development. The General Meeting will be competent to appoint honorary members.
Article 9
Members will have the right to:
a) Attend General Meetings, with the right, on the terms provided in these Articles of Association, to actively and passively vote for the Association's directors and to be elected as directors.
b) Be informed of the members of the Association’s governing and representative bodies, of the status of its accounts and of the progress of its work.
c) Sit on the committees designated to study, work on and promote the Association’s objectives.
d) Submit any proposals and requests they consider appropriate to best achieve the Association's goals.
e) Obtain support and advice from the Association when necessary, using the services it provides for this purpose.
f) Exercise the actions available to them to defend their rights as members, and to challenge any decisions by the Association's bodies that they consider contrary to the law or the Articles of Association.
g) Be heard before any disciplinary measures are taken against them, and to be informed of the facts giving rise to the measures, and any resolution sanctioning them must be duly reasoned.
h) Any other rights recognised or granted to them by law or the Articles of Association.
Article 10
a) Attend, participate, and speak and vote at the meetings of any governing, management and administration bodies that they may belong to or to which they have been invited.
b) Comply with the rules under these Articles of Association and the validly adopted resolutions of the Association’s governing bodies.
c) Pay any annual and special dues on time that may be established for the Association’s upkeep.
d) Help the Association with any activities that may be carried out in its benefit.
e) Defend the Association’s general interests, notifying it of any circumstances and facts that may be harmful to its objectives.
Article 11
Membership will be revoked:
a) Upon request by the member.
b) For failure to pay any payable annual dues or special contributions.
c) By resolution of the Governing Board after a hearing with the member, if the member’s actions are ruled contrary to the Association’s purposes or its validly adopted resolutions, with this decision reported to the General Meeting.
Article 12
Member liability:
Members will not be personally liable for the Association's debts.
The members and directors of the Association’s governance and representation bodies and anyone else acting for it and on its behalf will be liable to it, its members and any third parties for any damage they may cause and for any debts incurred due to their reckless, negligent or malicious actions.
The persons referred to in the preceding section will be civilly and administratively liable for any acts and omissions they may commit in carrying out their duties, and for any resolutions they voted for, before third parties, the Association and its members.
If the liability cannot be attributed to a specific member or director on the governance and representation bodies, all of them will be jointly and severally liable for the acts and omissions referred to in sections (2) and (3) of this article, unless they can prove that they did not participate in approving them and carrying them out, or if they expressly opposed them.
Members will not be personally liable for the Association's debts.
The members and directors of the Association’s governance and representation bodies and anyone else acting for it and on its behalf will be liable to it, its members and any third parties for any damage they may cause and for any debts incurred due to their reckless, negligent or malicious actions.
The persons referred to in the preceding section will be civilly and administratively liable for any acts and omissions they may commit in carrying out their duties, and for any resolutions they voted for, before third parties, the Association and its members.
If the liability cannot be attributed to a specific member or director on the governance and representation bodies, all of them will be jointly and severally liable for the acts and omissions referred to in sections (2) and (3) of this article, unless they can prove that they did not participate in approving them and carrying them out, or if they expressly opposed them.
