Model Statutes for Civil Associations Approved

Resolution No. 12/2023 of the public Registry of Commerce (IGJ), published in the Official Gazette on August 25, 2023, introduced non-modifiable standard bylaws for civil associations whose corporate purpose is to guarantee the full exercise of LGTTTBIQNB+ persons’ rights and to attend to and promote the fulfillment of the rights of persons with disabilities or rare diseases.

The agency incorporated two new groups of persons in the simplified procedure to quickly obtain legal status and promote a more diverse, inclusive, and equitable society.

Thus, Resolution No. 12/2023 repealed the standard bylaws approved by General Resolutions IGJ No. 32/2020, No. 14/2021, and No. 16/2021, and approved new unmodifiable standard bylaws for:

1. Neighborhood and city clubs.
2. Senior citizen centers.
3. Cultural centers.
4. Popular libraries.
5. Civil Associations with the corporate purpose of assisting vulnerable groups.
6. Civil Associations with the corporate purpose of eradicating gender-based violence and assist victims.

Further, the resolution included some improvements in the texts of the standard bylaws for dissolving and liquidating the entities –which made it difficult to be exempted from income tax- and also about the operation of the corporate bodies, especially regarding remote meetings.

The rule establishes that civil associations incorporated under the Simplified Procedure of Resolutions No. 1/2020 and No. 7/2020 of the IGJ may now reform their bylaws as regards their dissolution and liquidation. This may be done on the basis of article 27 of Annex XV of IGJ Resolution no. 7/2015, by means of a special procedure, in which it will be necessary to request the re-open of constitutive file, submit the minutes of the Board of Directors' Committee approving the amendment, and a note signed by the legal representative requesting to rectify the corporate bylaws. The rectification of the bylaws will not have  additional costs.