Bylaws



LATIN AMERICAN ASSOCIATION OF SCHOOL BUSINESS OFFICERS

LAASBO

ARTICLES OF INCORPORATION

ARTICLE I:   TITLE AND DEFINITIONS

Section I - Title:

The name of this Association shall be Latin American Association of School Business Officers, hereafter referred to as LAASBO.

Section II - Member Eligibility:

Business Directors or Managers of accredited American and/or international overseas schools are eligible for full individual membership.

Other administrative officers of accredited American and/or international overseas schools are eligible for limited individual membership.

Accredited American and/or international overseas schools are eligible for institutional membership.

 

Section III - Dissolve:

The requirements to dissolve this Association are:

Proposal of the majority of the members in two consecutive years.
The direct and personal vote of no less than 80% of all members in good standing.

 

ARTICLE II: OBJECTIVES AND AUTHORITY

Section I - Objectives:

Improve personal qualifications of its members; facilitate communication and cooperative action among them; and network with other organizations that can provide personal and/or professional development opportunities.

Section II - Authority:

The Association is organized and must operate exclusively for support purposes. It shall not have authority to issue capital stock. It shall not be conducted or operated for profit, and no part of the net earnings of the Association shall accrue to the benefit of any member or individual, nor shall any of such net earnings or any of the profits or assets of the Association be used for other purpose than for the fulfillment objects and purposes of the Association.

The Association shall not directly or indirectly, participate or intervene in (including the publishing or distributing of statements), any political campaign on behalf of or in opposition to any candidate for public office, in any country.

 

ARTICLE III:  MEMBERSHIP

Section I - Types of LAASBO Memberships:

1. Full Individual Membership
Open to Business Directors or Managers of accredited American and/or international overseas schools who are interested in the aims, objectives, philosophy, principles and activities of the association. Full members have voting rights.

2. Limited Individual Membership
Open to other administrative officers of accredited American and/or international overseas schools who are interested in the aims, objectives, philosophy, principles and activities of the association. Limited members have NO voting rights.

3. School Membership
Open to all Latin American accredited American and/or international overseas schools. Member schools have no voting rights.

4. Honorary Membership
Granted on rare occasions to persons elected by the Board of Directors as a mark of high esteem and appreciation for services to the Association.

 

Section II - Dues:

1. Membership dues are established by the Board of Directors for the following categories of membership: Full Individual, Limited Individual and Schools.

2. There are no honorary membership dues.

 

Section III - Registration Fees:                

Conference registration fees are not included in any membership dues, and are set by the Board of Directors. 

 

Section IV - Term of Membership:

The term of membership shall be on an annual basis for each academic year.

 

Section V – Membership Rights:
                       
Full individual member is the only membership category that has voting rights. Except for voting rights, all members have the same rights and are eligible to:

a) Receive access to the members’ only section of the LAASBO web page.
b) Register at all LAASBO sponsored events.
c) Receive all LAASBO services when available.

 

Section VI -   Voting Rights:

Full individual members in good standing are eligible to vote in person, by proxies, or by e-mail if the Board makes some proposals along the year. In this case, the Secretary to the Board will be responsible to collect all votes and provide the final decision to the rest of the Directors and the LAASBO members.

ARTICLE IV: BOARD OF DIRECTORS

Section I – Board of Directors

The Board of Directors of this Association shall have five (5) members elected by the General Assembly among full individual members in good standing. 

 

Section II - Officers

The officers of the Association shall be: a President, a Vice-President, and a Secretary-Treasurer.

 

Section III - Positions

The Board is composed of the following positions: President, Vice-President, Secretary-Treasurer and, two Directors-at-Large.

 

Section IV – Election Process

Every three years, at the annual general assembly the President shall invite all full individual members in good standing to offer their candidacy for each position on the board of directors, beginning with the office of President. Once the new President is elected, a new Vice-President shall be elected, then the Treasurer/Secretary, etc.

 

Section V – Term of Office

Each board member shall be elected for a three-year term and may run for re-election.

 

ARTICLE V: CANDIDATES

 All full individual members in good standing are eligible for candidacy. Any full individual member in good standing that is not present at the general assembly may offer his/her candidacy by proxy. The candidate(s) that receive the highest number of votes shall be declared elected. 

ARTICLE VI:  COMMITTEES

Committees may be established from time to time as needed. Committee members shall be appointed by the President with the approval of the Board of Directors. The President shall be a member ex officio of all committees.

ARTICLE VII: EXISTENCE OF THE ASSOCIATION

The existence of the Association shall be perpetual.  Nevertheless it can be dissolved under the procedures established in Article I, Section III, of this document.

 

ARTICLE VIII: DEBTS

The private property of the members, officers and directors, of the Association and their representatives shall not be subject to payment of Association debts to any extent whatsoever.

ARTICLE IX: AMENDMENTS

These articles of incorporation may be amended or altered from time to time by a majority vote of the full individual members present at the general assembly. Each proposed amendment shall be made available to all full individual members at least thirty days prior to the general assembly.

 

IN WITNESS THEREOF, the undersigned executed these Articles, this 15th day of November of  2004.

 

______________________
Patricia B. de Zaldívar,  President

________________________
Erik do Valle, Vice-President

___________________________________
Maria Angelica Moya, Secretary- Treasurer

__________________________
Carlos Patiño, Director at Large

_______________________________
José Carlos Cardoso, Director at Large

______________________________________
Gonzalo Luna Russo, Immediate Past President

 


LATIN AMERICAN ASSOCIATION OF SCHOOL BUSINESS OFFICERS

LAASBO


REGULATIONS  (By-Laws)

 

I. ADDRESS

The address of the Association shall be the address of AASSA, or the Association's business office when available.

II. MEETINGS

The annual meeting shall be held during July of each year.  Nevertheless, the Board of Directors, at its discretion, may call for a general assembly at any time.   The notice and agenda of the general assembly must be notified, in writing, to all full individual members at least 30 days before the date of the meeting. 
           

III. QUORUM

a) Board of Directors meetings: The required quorum to install and initiate the meeting is three (3) members. Electronic meetings are acceptable.
b)  Annual Meeting / General Assemblies: shall be conducted by the majority of the full individual members in good standing in attendance.  

IV. PROCEDURES

The meetings of the Association shall be conducted in accordance with the Roberts Rules of Order.

V. SOURCES OF FUNDS

    1. Membership dues will be established in accordance with Article III, Section II of the Articles of Incorporation.
    2. Other sources of funds, like donations and sponsorships may be accepted by the Board of Directors.

           
VI. RESPONSIBILITIES AND AUTHORITY

General Assembly

The supreme direction and administration of the Association corresponds to the full individual members convened in an ordinary or extraordinary general assembly. In order for the decisions and agreements of the full individual members’ general assembly to be valid, the presence or proxy votes of 50% of its full individual members are required. Decisions and agreements shall be voted on by simple majority. Each full individual member in good standing shall have the right to one vote.

The General Assembly has the following attributes:

  1. Consider, approve or not and modify the financial statements submitted by the Board of Directors.
  2. Elect among the full individual members up to 6 representatives to become part of the Board of Directors.
  3. Approve any modification to the Articles of Incorporation or By Laws.
  4. Approve any temporary amendment of Articles of Incorporation of By Laws.
  5. Examine any issue brought to its attention.

 

Board of Directors

The Board of Directors shall administer the Association in accordance with the Articles of Incorporation, By Laws and decisions enacted by the General Assembly.  Its members shall not receive any economic remuneration or prerogative for being part of the Board of Directors.

The Board of Directors has the following attributes:

  1. Meet at the President’s summon, or the call of the majority of its members.
  2. Establish annual membership dues and conference registration fees.
  3. Keep adequate records of all meetings and financial decisions and report these to the General Assembly.
  4. Review and approve the actions of the officers and directors.
  5. Accept, review and act upon applications for membership in LAASBO.
  6. Prepare programs for the annual meeting of the Association.
  7. Designate U.S. banks and U.S. trust companies with which the funds of the organization may be deposited.

 

The President

It shall be the duty of the President to preside, or to arrange for presiding officers, at all meetings and, in conjunction with the Board of Directors, prepare programs for the annual meeting of the Association. Appoint, with the approval of the other Directors, committee members. He/She shall be chairman and a member of the Board of Directors, and shall call meetings of the Board whenever he/she deems it necessary, or whenever he/she is requested to do so by a majority of the members of the Board. He/She performs all other duties pertaining to his/her office. He/She, together with the Secretary-Treasurer, shall be authorized to issue checks and withdraw funds on deposit.

The Vice-President

The Vice-President, in the absence of the President, shall perform all of the duties pertaining to the office of the President.

The Secretary-Treasurer

The Secretary-Treasurer shall be responsible for the minutes of the meetings, and will provide them to the Executive Director (WHEN AVAILABLE) for mailing to all members. (Until that he/she will mail directly to all members). He/She shall also oversee the record of receipts and expenditures of the Association, advise the Board of Directors on financial matters, and issue financial reports to be submitted to the General Assembly for approval.

Directors-at-Large

The duties of Directors-at-Large shall be assigned by the Board of Directors as needed.

The Executive Director (When Available)

The Board of Directors shall determine the duties of the Executive Director. He/She shall report and be directly subordinate to the Board of Directors. The Executive Director shall not be a member of the Board of Directors.

VACANCIES

In the event of a vacancy or vacancies among the officers or members of the Board of Directors, the Board may fill the vacancy or vacancies for the length of the unexpired term.

 

IIV. INITIAL BOARD OF DIRECTORS (2003-04)

For record purposes, the initial board of directors was elected on the 19th of July of 2003 at the first General Assembly meeting held in Miami, Florida and consisted of five (5) members, whose names and schools are:

Gonzalo Luna Russo, President
American School of Quito Foundation
Quito, Ecuador

Patricia B. de Zaldívar, Vice-President
American School of El Salvador
San Salvador, El Salvador

Erik do Valle, Secretary- Treasurer
Escuela Campo Alegre
Venezuela

Carlos Patiño, Director at Large
Lincoln School
Buenos Aires, Argentina

Maria Angelica Moya, Director at Large
Nido de Aguilas
Santiago de Chile, Chile

 

VIII. SECOND BOARD OF DIRECTORS (2004-05)

For record purposes, José Carlos Cardoso was elected to the board of directors on the 16th of July of 2004 at the second General Assembly meeting held in Arlington, Virginia. The second board of directors consists of six (6) members, whose names and schools are:

Patricia B. de Zaldívar, President
American School of El Salvador
San Salvador, El Salvador

Erik do Valle, Vice-President
Escuela Campo Alegre
Venezuela

Maria Angelica Moya, Secretary- Treasurer
Nido de Aguilas
Santiago de Chile, Chile

Carlos Patiño, Director at Large
Lincoln School
Buenos Aires, Argentina

José Carlos Cardoso, Director at Large
Graded School
São Paulo, Brasil

Gonzalo Luna Russo, Immediate Past President
American School of Quito Foundation
Quito, Ecuador

 

IX. THIRD BOARD OF DIRECTORS (2005-2006)

For record purposes, María Isabel Wiesner was elected to the board of directors on the 18th of July of 2005 at the Third General Assembly meeting held in Miami, Florida. The third board of directors consists of six (6) members, whose names and schools are:

Patricia B. de Zaldívar, President (see Temporary Amendment 18-07-2005)
American School of El Salvador
San Salvador, El Salvador

Erik do Valle, Vice-President
Escuela Campo Alegre
Venezuela

Carlos Patiño, Secretary-Treasurer
Lincoln School
Buenos Aires, Argentina

José Carlos Cardoso, Director at Large
Graded School
São Paulo, Brasil

María Isabel Wiesner
Colegio Nueva Granada
Colombia

Gonzalo Luna Russo, Immediate Past President
American School of Quito Foundation
Quito, Ecuador

AMENDMENT  * July 18, 2005

Patricia B. de Zaldívar’s term as President of the Board of LAASBO, finishing during the year 2005, was extended for one more year only.
Her new term as President will expire in July 2006.
(Minute of July 18, 2005)

 

X. FOURTH BOARD OF DIRECTORS (2006-2007)

For record purposes, Roberto Cardenal was elected to the board of directors on the 19th of July of 2006 at the Fourth General Assembly meeting held in Miami, Florida. The fourth board of directors consists of six (6) members, whose names and schools are:

Erik do Valle, President
Escuela Campo Alegre
Venezuela

Carlos Patiño, Vice-President
Lincoln School
Buenos Aires, Argentina

José Carlos Cardoso, Treasurer/Secretary
Graded School
São Paulo, Brasil

María Isabel Wiesner, Director at Large
Colegio Nueva Granada
Colombia

Roberto Cardenal, Director at Large
American Nicaraguan School
Nicaragua

Patricia B. de Zaldívar, Immediate Past President
American School of El Salvador
San Salvador, El Salvador

 

XI. SPONSORS

The name of the sponsors are: AASSA, Tri Association, ASBOI & the U.S. Department of State.

 

IN WITNESS THEREOF, the undersigned executed these By Laws, this 18th day of July, 2006.
__________________________
Erik do Valle, President
____________________________
Carlos Patiño, Vice-President
_______________________________
José Carlos Cardoso, Treasurer/Secretary
_____________________________________
Roberto Cardenal, Director at Large
______________________________________________
Patricia B. de Zaldívar, Immediate Past President

 

XII. FIFTH BOARD OF DIRECTORS ( July 17,2007)

During the Assembly session, it was voted the proposal made by Erik do Valle by which the coming President would last 3 years in the position.  This motion was unanimously approved.

For record purposes, David Mendoza was elected to the Board of Directors. The Fifth Board of directors consist of  six (6) members, whose names and Schools are:

Carlos Patiño, President
Lincoln School
Buenos Aires, Argentina

José Carlos Cardoso, Vice President
Graded School
São Paulo, Brasil

Roberto Cardenal, Treasurer and Secretary
American Nicaraguan School
Nicaragua

María Isabel Wiesner, Director at Large
Colegio Nueva Granada
Colombia

David Mendoza, Director at Large
American School of Tegucigalpa
Honduras

Erik do Valle, Immediate Past President
Escuela Campo Alegre
Venezuela   

 

XIII. SIXTH BOARD OF DIRECTORS ( July 20, 2008)

During the Assembly session we were notified that Erik do Valle  (immediate past President)  had moved from his previous position as Business Manager at Campo Alegre.

 

XIV. SEVENTH  BOARD OF DIRECTORS MEETING  ( July 19, 2009)

This Board did not have the required quorum, so no significant issues were discussed:  Participation in intra-net requests & Payment of LAASBO dues for the past and current year.

 

XV. EIGHTH BOARD OF DIRECTORS MEETING (July 18, 2010)

It was notified that David Mendoza had resigned from the American School of Tegucigalpa, to assume a position in an NGO.
The succession of Carlos A. Patiño, ending his 3 years period was discussed and José Carlos Cardozo was willing to assume (later confirmed by the General Assembly on July 20).
Therefore, two new Board members should be elected.   Patricia Zaldivar and Mauricio Mera informed us that they would be willing to participate. This issue was accepted and was later submitted to the General Assembly, who confirmed them as Directors at Large.
The annual LAASBO fee invoice was to be distributed to the School Members for payment.


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