TRANSLATION PUBLIC DEED NUMBER THREE THOUSAND ElGHT HUNDRED FlFTY TWO ---- BY MEANS OF WHlCH THE DOCUMENTS BY MEANS OF WHlCH THE LEGAL PERSONALITY IS GRANTED TO THE "PANAMANIAN ASOClATlON OF REAL ESTA-TE BROKERS AND DEVELOPERS, WHlCH ACRONYM IS: "ACOBIR ARE PROTOCOLlZED - ------ --- - In the City of Panama, Seat of the Rep~iblic and of the Notarial Circuit of the same name, on the five (5) days of the month of June, of one thousand seventy five (?975), before me, RICARDO VALLARINO CHANIS, FOURTH PUBI-IC NOTARY OF THE ClRCUlT OF PANAMA, holder of the personal identity card number eight-AV twenty five - three hundred fifly three (8AV-25-353) personally appeared JAIME RENALDO CORREA, male, married, Panamanian, of legal age, and holder of the personal identity card number eight-fifty six-four hundred seventy six (8-56-476), neighbor of this c.@,----, person who I know and acting as President and Legal Representative, give to me for its protocolization, so I protocolized them, the documents by means of which the Legal Personality is granted to the Organization named: PANAMANIAN ASOClATlON OF REAL ESTATE BROKERS AND DEVELOPERS, which acronyrn is "ACOBIR. - - The Protocolization requested is made and the copies requested by the interest part will be issue ---- I warn the appearing that a copy of this Public Deed must be registered and after reading it to them, in the presence of the witnesses ANGELICA READY DE VILLARREAL, with personal identity number four-sixty six-six hundred one (4-66-601), and MARlA DE CARRIZO with personal identity number eight - one hundred eighty five - four hundred ninety two (8-185-492) both of legal age and resídents of this city, persons known to me and qualified to
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T R A N S L A T I O N
PUBLIC DEED NUMBER THREE THOUSAND ElGHT HUNDRED FlFTY TWO ---- BY MEANS OF WHlCH THE DOCUMENTS BY MEANS OF WHlCH THE LEGAL
PERSONALITY IS GRANTED TO THE "PANAMANIAN ASOClATlON OF REAL
ESTA-TE BROKERS AND DEVELOPERS, WHlCH ACRONYM IS: "ACOBIR ARE
PROTOCOLlZED - ------ --- -
In the City of Panama, Seat of the Rep~iblic and of the Notarial Circuit of the same
name, on the five (5) days of the month of June, of one thousand seventy five (?975),
before me, RICARDO VALLARINO CHANIS, FOURTH PUBI-IC NOTARY OF THE
ClRCUlT OF PANAMA, holder of the personal identity card number eight-AV twenty
five - three hundred fifly three (8AV-25-353) personally appeared JAIME RENALDO
CORREA, male, married, Panamanian, of legal age, and holder of the personal
identity card number eight-fifty six-four hundred seventy six (8-56-476), neighbor of
this c.@,----, person who I know and acting as President and Legal Representative,
give to me for its protocolization, so I protocolized them, the documents by means of
which the Legal Personality is granted to the Organization named: PANAMANIAN
ASOClATlON OF REAL ESTATE BROKERS AND DEVELOPERS, which acronyrn
is "ACOBIR. - - The Protocolization requested is made and the copies requested
by the interest part will be issue ---- I warn the appearing that a copy of this Public
Deed must be registered and after reading it to them, in the presence of the
witnesses ANGELICA READY DE VILLARREAL, with personal identity number
four-sixty six-six hundred one (4-66-601), and MARlA DE CARRIZO with personal
identity number eight - one hundred eighty five - four hundred ninety two (8-185-492)
both of legal age and resídents of this city, persons known to me and qualified to
exert the position, found it al1 right, and given their approval, they al1 sign for certainty
before me, the Notary, wh o 1 g ive to faith ------- ------- ........................... -----
THlS PUBLIC DEED HAS THE NUMBER THREE THOUSAND ElGHT HUNDRED
SIGNATURE ILLEGIBLE ---- JOHEL ANTONIO COCClO ---- CERTlFlER ------------
There is a rubber seal which reads: PUBLIC REGISTRY OF PANAMA --- CERTlFlCATES DEPAR'rMENT ...........................................................
------------------------------------------------------------------------------------------------------- THE ABOVE IS A TRUE TRANSíATlON INTO ENGLISH, OF THE DOCUMENT
The purposes of ACOBlR are: ------S ----------------------------------m- m----- --m-- - -m--- - ----
ARTICLE 3": To gather natural or legal persons engaged in the business of real
estate broker, real estate promoter, as well as other related activities. -----------------
ARTICLE 4": To promote the cultural and professional improvement of its members
through training programs and continuing studies, so they can serve better the
community and especially those who wish to acquire a home ownership. ------------
ARTICLE 5": Promote a closer relationship between partners, based on justice and
ARTICLE 6": To promote the practice of honest principies and correct methods,
following the Ethic Code of the Association, in al1 the transactions they are involve
ARTICLE 7": Offering both, the National Government and professional, academic
and cultural organizations, labor unions and civic associations, the services of
ACOBlR for the solutions of the problems faced by the community. -------------------
Specially, to' promote housing projects of general interest, which can contribute to
the search of a solution to the problem sf homelessness, substantially as a human
right; in order to systematically raise the living standard of our population on the
basis of t he con cept of sustaina ble develo pmen t. .......................................
AR'TICLE 8": May aspire to become members of ACOBIR Natural or Legal
a) Maintaining an oflice which serves as Real Estate Brokers andlor Developers. --
b) Submit a letter stating who the legal Representative is and who is the Manager
c) Submit a certification of three (3) members of the Association, which establishes
that the requirements states above are met by the applicant. .........................
d) Present a copy of the Articles of lncorporation of the Company or Pubic Registry
Certificate; copy of the Business License and License of Real Estate Broker when
e) Wie[d good moral standing. .............................................................
'The Board of Director will communicate the applicant, within a period not
exceeding sixty (60) days, if he was accepted or not as a member of the
AR-TICLE 9": There will be th ree kind of mem bers hip: ....................................
1- ACTIVE MEMBERS: Can be any natural or legal person who is engaged in the
Real Estate Bro kerage andlor Developer activity . ......................................
2- CORPORATE MEMBERS: Can be any natural or legal person, who although
not engaged in the Real Estate Brokerage andlor Develope~ actívity, show interest
in joining, in order to support the objectives and programs of the Association for the
benefit of the. community. The Corporate Members only need to meet the
requirements set out in subparagraphs c, d and e of article eighth of these statutes.
Corporate members wil\ only have voice right. ..............................................
3 - HONORARY MEMBERS: Are those people who due to their help and services
for the benefit of the Association, upon previous approval by the General
Assembly, be accorded with such distinction, according to the existing regulations.
4 - INTERNATIONAL MEMBERS: Are those natural persons, foreign or nationals
residing outside of Panama but who wish to be part of this Association. ---------------
They do not have a vote but may attend the General Assembly when they are in
the country, with voice right. For their admission, they must meet the same
requirements as for an Active Members, except that they will not require a License
of Real Estate Broker and Developer. The admission fees, as well as annuals,
shall be determined in the Respective Regulations. ................................... CHAPTER IV ................................................................................
OF THE RIGHTS AND DU'I'IES OF THE MEMBERS - SANCTIONS ----------------
ARTICLES 1 0": The RIGHTS of active MEMBERS: -------------------------------
a) Attend meeting~ with the rig ht of voice and vote. ......................................
b) Elect and be elected to a position of the Board of Directors. ........................
c) Attend meeting~ of the Board of Director~ with voice right. -----------------------
d) To benefit from al1 the activities of the Association in favor of its members and
the Country in general. ..........................................................................
e) To separate voluntarily from this Association. ..........................................
f) Be appointed as an ACOBIR representative in the province of his residence, in
accordance with Article 28-13. The CORPORATE Members have equal rights,
except the vote and to be elected to positions of the Board of Directors. -------------
ARTI CLE 1 1 O: The OBLIGATIONS of the members are: ------------------------M-----
a) Comply With these statutes, rules and Ethic Code of the Association. --------------
b) Timely payment of quotas, whether ordinary or extraordinary. ........................
c) Contribute with the objectives and purposes of the Association. ......................
ARTICLE 12": The sanctions applied to Members who do not comply with the
obligations established by these statutes are: -- ------ -- ---- .......................
a) Written warning issued by the Board of Directors, which clearly indicate the
b) Suspension of the rights offered by the Association, during the period
detemined by the Board of Directors. .....................................................
c) Expulsion or disaffiliation by the Board of Director~, appealable before the
General Assembly. ....................................
ARTICLE 13": The causes that may lead to the sanctions provided in the preceding
article are as follows: ............................................................................ -
a) Failure to comply with the provisions of these statutes and regulations; ----------- b) Relapse in brea& of the foregoing; .......................................... - -------..-m-- S
c) Non payment of fees, ordinaries and extra ordinaries. ----------------------------
d) Be legally disqualified to exert this job of Real Estate Broker or Real Estate
Developer, as the case; ---- - ..................................................................
Prosecutor 2nd two Vocals. The Ex-Presidents of the association will be
permanent advisers with voice right. ............................................................
ARTICLE 27": In the event of resignation or temporary or permanent absences
among the dignitaries who do not have replacements already established, the
Board of Director, by majority, is empowered to replace those positions with one of
the vocals. ..............................................................................................
ARTICLE 28": The Board of Director~ will have the following duties: ------------------
1) Manage the interna1 and externa1 administrative affairs of the Association. -------
2) Schedule and coordinate General Assemblies, whether ordinary or
3) Execute al1 the resolutions and mandates of the General Assembly. ---------------
4) Consider applications for the admission of new Members. ------------------------
5) Appoint the Director~ of the Association that will sign the account or bank
6) Study the income and expenditures budget and submit it to the consideration of
the General Assembly for its formal approval. ---- -- --------------m
7) Approve regulations, subject to review by the General Assembly. -----------------
8) Fill the permanent vacancies that may occur in the Board of Directors. -----------
9) Suspend a member if their arrears are excessive, according to the regulations. --
lo) Apply sanctions authorized by this Statute. ----------------m-------- - ----------m---
11) Publish both internally, in the association, and externally, the activities of the
Association -- ---- -- -
12) Approve extraordinary expenditures between $1,000.00 (one thousand dollars)
to (M0 thousand dollars) $2,000.00. ........................................................
13) To appoint the ACOBIR representative in each Province, this will be the direct
contad with the administrative organism of the Association. Such representatives
shall be entitled to attend the Board of Directors meetings and will be convened for
this purpose. ......................................................................................
14) The representative will convene monthly meetings of the members of ACOBIR
in their province. ......................................................................... -------
ARTlCLE 29": The necessary quorum for holding meeting~ of the Board of
Directors will be of five (5) members. In case they don't reach the statutory
quorum, till two of the ex-presidents may replace any absent director and shall be
entitled to vote. .....................................................................................
ARTlCLE 30": Duties of the President: --m-- ---- --e---- -------m ------e- --- ---------m---------
1) Represent the Association legally. .......................................................
2) Chair meeting~ of the Board of Director~ and General Assemblies. ------------------
3) Convene the meeting~ of the Board of Director~ and Assemblies. ----------------- 4) Appoint committees. ................................................................... ----
5) To submit report of the activities of the Association both at the Assemblies and
at the meetings of The Board of Directors.
6) Sign checks and other legal documents. ...............................................
7) Jointly develop with the treasurer the annual budget for the consideration of the
Board of Directors. - ----- -- --------------------------------------------
8) Authorize extraordinary expenditures, not exceeding one thousand dollars
THE ABOVE IS A TRUE TRANSLATION INTO ENGLISH, OF THE DOCUMENT
SUBMITTED TO ME IN THE SPANISH LANGUAGE. n
Panama, March 29,2010.
-------------------r--------------------- T R A N S L A T 1 0 N A-- - ...................................... LEGAL PERSONALlTY ---------------------m----------------
By means of Attorney-in-fact, Mr. JAIME R. CORREA, in its position as President
of the Panamanian Association of Real Estate Brokers and Developers, by means
of this Ministry, request to the National Executive Organ to grant the LEGAL
Since this objectives do not struggle with the National Constitution neither with the
good standing legal dispositions that rules this matter, ...................................... --------------------m------ THE PRESl DENT OF THE REPUBLIC ......................... -------------------m------------- By means of bis legal faculties, -----m-- -------------m --m-------
.......................................... R E S 0 L V E ----------- - ..............................
To approve the Statutes of the Panamanian Association of Real Estate Brokers
and Developers, and recognize it's LEGAL PERSONALITY, as it is established in
Article 38 of the National Constitution and article 64 and follows of the (Illegible) ----
Every modificatipn made after to this statutes require the previous approval of the
Executive Organ - .............................................................. -
The Legal Personality granted does not cover different activities of the ones
indicated in the approved statutes. ...............................................................
This Resolution will have legal effects as soon as it is recorded at the Public
Of the Constituent Meeting of the PANAMANIAN ASSOClATlON OF REAL
ESTATE BROKERS AN D DEVELOP ERS. .....................................................
Upon previous summons met in the City of Panama, on Decerriber 17, 1973, the
following persons: José Arosemena, Germán Bravo, l. Roberto Eisenmann Jr.,
Samuel R, Levy , Ricardo Cucalón y Jaime R. Correa. ......................................
Being the 8:00 P.M., Mr. Jaime Correa inform the assistants that where cited, for
the purpose to start at once the ASSOClATlON OF REAL ESTATE BROKERS
AND DEVELOPERS, which we have spoken for a period of time, but because we
always cited a large group, we were unable, to reach an agreement. That based
on this experience, this group was cited, somewhat reduced, to base it, with the
assurance that the other colleagues will adhere gradually. .................................
lmmediately Mr. Correa presented the attendees a draft of the Statutes which were
discussed and after some recommendations, which held to the consequential
amendments, it was approved. ...................................................................
Mr. Ricardo Cucalón noted that it was essential for this association, so it does not
stagnate as the above tries, to choose the Board of Directors, which can give the
necessary dynamic for its success. After this he proposed the following nominee: - PRESlDENT - JAIME R. CORREA ..............................................................
TREASURER - GERMAN BRAVO ..............................................................
The new treasuPer, Mr. Germán Bravo, proposed to establish and admission fee of
$40.00 and a monthly fee of $15.00, payable to a monthly in arrears, but with an
additional charge of 10% for 15 days overdue.
This proposition was approved unanimously. ..................................................
Being the 1 1 :30 P.M., the President closed the meeting. .................................
The President ---- Appears signature illegi ble ---- Jaime Correa ........................
The Secretary ---- Appears signature illegible ---- Jorge Z~ibieta .........................
It is a faithful copy of its original, ..............................................................
The Secretary ---- Appears sig nature illeg ible ---- Jorge Zu bieta ..........................
------------------------------------------------.------------------------------------------.--------------- THE ABOVE IS A TRUE TRANSLATION INTO ENGUSH, OF THE DOCUMENT