STATUTES OF THE PAN-AMERICAN ASSOCIATION FOR BIOCHEMISTRY AND MOLECULAR BIOLOGY WITH AMENDMENTS APPROVED JULY 12, 1979, FEBRUARY 20, 1990, OCTOBER 1st, 1992, JULY 4th, 2001 and November 11, 2013.

I. The Association

The Constituent, Associated, and Adherent Societies agree to form a Pan-American Association for Biochemistry and Molecular Biology (hereinafter referred to as PABMB or the Association) formerly called the Pan-American Association of Biochemical Societies (PAABS), which is a public, non-profit and non-governmental association which came into being on January 1st, 1970, and was chartered in Mexico City on December 4th, 1975, and in Toronto, Ontario, Canada, since April 9th, 2015.

II. Purposes of the Association

The Association exists to foster and support the growth and advancement of the sciences of Biochemistry and Molecular Biology within the Americas. In furtherance of this purpose, the PABMB will disseminate information relating to education in and practice of the disciplines of Biochemistry and Molecular Biology by sponsorship and arrangement of meetings for the presentation and discussion of discoveries and developments in Biochemistry and Molecular Biology and related sciences; by editing and securing publication of the results of such meetings as the needs of the sciences indicate; by the sponsorship and organization of special courses for advanced students in Biochemistry and Molecular Biology; by discussion of methods for the teaching of pure and applied Biochemistry and Molecular Biology and the dissemination of information resulting from such discussions; by sponsorship of the exchange of faculty and students between institutions engaged in research and teaching in Biochemistry and Molecular Biology. In the furtherance of these aims, the Association will also work closely with other bodies having similar objectives, and with the International Union of Biochemistry and Molecular Biology (IUBMB).
III. Administration and Membership

A. The Association shall consist of Societies of Biochemistry and/or Molecular Biology and equivalent organization in the Americas (including the Caribbean), which will be designated Constituent or associated Societies, and of similar organizations outside the geographic area of the Americas, which will be designated Adherent Societies. All categories of member societies will have similar rights and duties, except as provided elsewhere for the constitution of the Council and Executive Committee. In turn, all members of the affiliated societies are members ipso facto of the Association, with equal privileges except as provided elsewhere for the constitution of the Council and Executive Committee.

B. The affairs of the Association shall be conducted by a Council and Executive Committee. The Council shall be composed of one delegate from each Constituent, Associated, and Adherent Society. Delegates will be appointed biannually by their Society and each may be replaced by an alternate from the same Society. Each Constituent and Adherent Society will have one vote in the Council. Delegates from Associated Societies will sit as non-voting members of the Council. Council will hold an ordinary general meeting once every three years, on the occasion of the PABMB Congress. Regulation of the Association’s affairs will occur at the ordinary general meeting which will be called at least two months in advance by the Chairman. In addition decisions affecting the Association may also be taken by mail ballot as specified herein, or at extraordinary meetings called at the discretion of the Chairman. A quorum of the Council shall consist of two-thirds of the total membership, and, except as provided elsewhere, resolutions shall be passed by an affirmative vote of a simple majority of those voting members present. Resolutions proposed at meetings at which a quorum is not present will be submitted to the Council members by mail ballot and passed when affirmative replies have been received from a simple majority of the total voting membership of the Council.

C. New admissions to membership of the Association are to be decided by Council, by a simple affirmative majority vote. The applicant Society shall have previously lodged full details of its organization and activities with the Council. In judging the application, Council shall have regard to whether the applicant Society is substantially representative of biochemists and molecular biologists in the geographical area in which it is situated.

D. Officers of the Association

1. The officers of the Association shall be a Chairman, a Vice Chairman, a Secretary General and a Treasurer. These officers, together with the Immediate Past-Chairman shall constitute an Executive Committee which is authorized to act for PABMB on behalf of the Council in the implementation of resolutions passed by the Council.

2. Officers shall be elected as hereinafter provided from a slate of candidates consisting of nominations submitted by a delegate from a Constituent Society and seconded by a delegate from a different Constituent Society. Only members of Constituent Societies can be nominated as candidates for Officers of the Association.

3. A Vice-Chairman shall be elected every three years to serve for three years and thereafter to become Chairman for three years. Following this term as Chairman, he/she shall serve on the Executive Committee for three years as immediate Past-Chairman. Candidates for Vice-Chairman need not be society delegates.

4. The Secretary General and the Treasurer shall each serve for three years and their terms shall be defined so that either one, but not both, offices need be filled in any one year. Candidates for these offices may not be society delegates. Incumbents may be re-elected for additional three year terms.

5. All officers will be ex-officio members of the Council.

6. The Executive Committee will act upon the resolutions of Council, schedule Council meetings, prepare agendas for such meetings, and take whatever interim actions are required to promote the purposes of the Association. It will make an annual report to the Council either at A Council meeting or by mail. The Executive Committee shall be empowered to fill any office made vacant by death or resignation through an interim appointment, the term of which shall extend to the next Council meeting.

E. The Chairman shall conduct the meetings of the Council and of the Executive Committee, appoint committees and implement decisions of the Council with the support of the other members of the Executive Committee. The Vice-Chairman shall serve in place of the Chairman as circumstances might require. The Secretary-General shall be responsible for all communications with the Council membership and between the Council and Executive Committee and shall also serve as liaison with other biochemical societies and associations having purposes similar to those of the Association. The Treasurer shall be responsible for the collection of membership dues and the receipt and disbursement of Association funds according to the resolutions passed by the Council and implemented by the Executive Committee.

F. Standing Committees shall be appointed by the Chairman of the Association as directed by the Council. The Standing Committees will include at least one on Education and one on Congresses and Symposia. Chairmen of such Standing Committees shall sit with the Executive Committee and Council as non-voting members.

G. A Member Society shall be free to withdraw from membership in the Association when such action is approved by a majority of the members of the Member Society or as otherwise provided by the Society’s Constitution and By-Laws. The withdrawal of a Society from the Association will become effective 12 months after the date upon which the society provides written notice to the Secretary-General of the intent of the Society to withdraw from the Association. The withdrawing Society will be liable for the payment of membership dues to the PABMB during the aforesaid 12 month period. Upon separation of a Society from the Association according to its own decision and request, said Society will forfeit any and all rights to assets of the Association.

 

IV. Meetings of the Association

A. The Council shall authorize meetings of the Association as required to implement its purposes. Requests to host meetings of the Association may originate with the Constituent Societies and be transmitted through their delegates to the Chair of the Committee on Congresses and Symposia for approval by the Council. Such meetings shall be held for the purpose of presenting original research communications, or for training and education in specific areas of biochemistry and molecular biology or related subjects. The detailed arrangements for the meeting shall be at the discretion of the Constituent Society, which will also be responsible for the financial and other arrangements. The Association does not assume responsibility for any debts or obligations incurred by Constituent Societies.

B. Meetings of the Association will be open to all individual members of the Association or, if restriction is necessary, on an equitable basis approved by the Council. Details of arrangements, including procedures for selection of participants, shall be included in the formal request to Council for authorization of all PABMB meetings. Registration fees shall be paid equally by all individual members and other participants at such meetings.

 

V. Exchange of Information

Each Member Society agrees to supply information of its activities to the Secretary General for onward transmission to other Societies, and will in turn publicize the activities of other Societies. The Association does not assume responsibility for the accuracy of the information which it receives and disseminates.

 

VI. Funding of the Association

There shall be formed a central fund composed of dues from each Constituent and Adherent Society and of such other income as may accrue to the Association. Associated Societies shall not pay dues, but they will be excluded from the possibility of receiving funds from PABMB for the organization of Congresses or Symposia. These dues shall be determined from time to time by unanimous vote of the delegates, subject to ratification by the Constituent Societies. The fund shall be used to support the activities of the Association. Societies which are delinquent for more than three years will lose their Constituent membership in the Association and will automatically become Associated Societies. Their condition as Constituent Societies may be restored only through a formal application and payment of past dues since the period when delinquency started. A financial report shall be prepared annually by the Treasurer and, after external audit, this written report shall be distributed to all the MEMBER Societies. The financial records and statements of the Association shall be open to any Society or individual member upon request. The Treasurer shall present the written financial report to the Council at its ordinary meeting , covering complete fiscal years.

VII. Statutes of the Association

The Statutes of the Association may be amended, deleted or augmented at any Council meeting by a two-thirds affirmative majority vote of the Constituent and Adherent Societies, or by mail ballot. Proposed changes must be communicated in writing to the Secretary General, at least three months before a Council Meeting. The Secretary General shall in turn notify all Societies of such proposals, at least two months before the Council Meeting. The Statutes will be registered in the public register and will be available upon request.VIII. Address of the Association

The official address of the Association shall be that of the Secretary General, or as otherwise designated by the Council.

IX. Dissolution of the Association

The Association will dissolve upon expiration of its Charter, which shall be for a period of 99 years from the date of inauguration. The Association may also be dissolved at any time at a meeting of the Council at which at least two-thirds of the delegates are present, and with two-thirds of all the delegates of the Constituent and Adherent Societies voting in favor of the proposal. The proposal must be communicated in writing to the Secretary General at least three months before the Council meeting and in turn to the Constituent and Adherent Societies at least two months before the Council meeting. Upon dissolution of the Association, all remaining assets as of the date of dissolution shall be divided equally among Constituent Societies.

 

Constituent Societies:

Argentina: Sociedad Argentina de Investigación en Bioquímica y Biología Molecular

Brazil: Sociedade Brasileira de Bioquimica e Biologia Molecular

Canada: Canadian Society for Biochemistry, Molecular and cell Biology.

Chile: Sociedad de Bioquímica y Biología Molecular de Chile.

México: Sociedad Mexicana de Bioquímica, A.C.

Panama: Sociedad de Bioquímica de Panamá

Peru: Sociedad Quimica del Peru, Sección Bioquímica

United States of America: American Society of Biochemistry and Molecular Biology

United States of America: American Chemical Society/Division of Biological Chemistry

Uruguay: Seccional Bioquímica y Biología Molecular, Sociedad Uruguaya de Biociencias.

Associated Societies:

Cuba: The Cuban Society of Chemistry (Section for Biochemistry and Molecular Biology)

Venezuela: Asociación Venezolana de Bioquímica

Adherent Societies:

Spain: Sociedad Española de Bioquímica y Biología Molecular.

Portugal: Sociedade Portuguesa de Bioquimica