Articles of Association of the Iranian Scientific Optometry Association

Chapter One — General Provisions

Article 1: Pursuant to the resolution adopted at the 262nd session of the Supreme Council of the Cultural Revolution dated 7/8/1370 and the relevant regulations, the Iranian Scientific Optometry Association is hereby established in accordance with the following provisions. Hereinafter, it shall be referred to as “the Association.”

Article 2: The Association shall operate exclusively in scientific, research, professional, and technical fields related to optometry. Its members shall not have the right, in the name of the Association, to engage in political activities or to affiliate with political groups or parties.

Article 3: The Association is a non-profit organization and, from the date of approval by the Commission referred to in Article 4 of the resolution adopted at the 262nd session of the Supreme Council of the Cultural Revolution and its registration with the Companies Registration Office, shall possess legal personality. The Chair of the Board of Directors shall be the legal representative of the Association.

Article 4: The headquarters of the Association shall be located in Tehran, and branches may be established in any region of the country.

Article 5: The Association shall have Iranian nationality.

Article 6: The Association is established for an unlimited period from the date of approval of these Articles of Association and shall be bound to observe the laws of the Islamic Republic of Iran.

Chapter Two — Duties and Objectives

Article 7: In order to achieve the objectives referred to in Article 2 of these Articles of Association, the Association shall undertake the following activities:

7-1. Establishing scientific, technical, research, and educational relations and facilitating the exchange of views among researchers, specialists, and other experts involved in various branches of vision sciences.

7-2. Cooperating with the Ministry of Health and Medical Education, universities, and educational and research institutions in planning educational and research affairs.

7-3. Evaluating and reviewing educational and research programs and presenting necessary proposals concerning such matters.

7-4. Providing educational, scientific, research, and technical services.

7-5. Encouraging and supporting scientists, researchers, and students in the advancement of scientific, research, and educational activities.

7-6. Preparing, compiling, and publishing scientific and educational journals, and organizing continuing education, educational, and research meetings at domestic and international levels in compliance with the laws and regulations in force.

Chapter Three — Membership

Article 8: Membership in the Association shall be as follows:

8-1. Full Membership: The founders of the Association and all persons holding at least a bachelor’s degree in optometry may become full members in accordance with the provisions of these Articles of Association.

8-2. Associate Membership: Persons meeting the following conditions may become associate members:
All persons holding at least a bachelor’s degree in one of the vision sciences, and all persons who have studies, research, or interests in vision sciences.

8-3. Honorary Membership: Iranian and foreign personalities whose scientific, cultural, or social standing is of particular importance, or who have rendered effective and valuable assistance in advancing the objectives of the Association, may be admitted as honorary members.

Note 1: Associate members may, upon meeting the required conditions and with the approval of the Board of Directors, be admitted as full members.

Note 2: Full members of the Association must satisfy the qualifications prescribed for founders and members of the Board of Directors under Article 7 of the regulations concerning the formation and duties of the Commission referred to in Article 4 of the resolution adopted at the 262nd session of the Supreme Council of the Cultural Revolution.

Article 9: Each member shall annually pay a membership fee, the amount of which shall be determined by the Board of Directors and approved by the General Assembly.

Note: Payment of membership fees shall not create any right or claim for a member in respect of the assets of the Association.

Article 10: Membership in the Association shall terminate in any of the following cases:

10-1. Written resignation of the member.

10-2. Failure to pay the annual membership fee within the period determined by the Board of Directors.

10-3. Loss of any membership qualification, or a final conviction by the preliminary or higher disciplinary boards of the Medical Council Organization resulting in temporary or permanent deprivation from practicing medical professions.

Note 1: The period of suspension of membership shall be equal to the period of deprivation from practicing medical professions.

Note 2: The final decision regarding refusal of admission or termination of membership, after notification to and confirmation by the supervisory body overseeing the Association under Paragraph 7 of Article 13 of the relevant regulations, shall rest with the Board of Directors.

Chapter Four — Governing Bodies of the Association

Article 11: The Association shall consist of the following governing bodies:

11-1. General Assembly

11-2. Board of Directors

11-3. Inspector

A. General Assembly

Article 12: The General Assembly shall consist of a gathering of full members of the Association and shall be convened in either of the following forms:

12-1. Ordinary General Assembly, which shall be held once a year to address the current affairs of the Association and may also be convened extraordinarily whenever necessary.

12-2. Extraordinary General Assembly, which shall be convened when necessary to amend the Articles of Association or to decide on dissolution of the Association. Decisions concerning amendment or alteration of the Articles of Association shall become enforceable after approval by the Commission referred to in Article 4 of the resolution adopted at the 262nd session of the Supreme Council of the Cultural Revolution dated 7/8/1370. General Assemblies shall be convened at the invitation of the Board of Directors, the Inspector, or one-fifth of the full members.

Note 1: Meetings of both the Ordinary and Extraordinary General Assemblies shall have quorum with the presence of at least one-half plus one of the members, and decisions shall be adopted by majority vote.

Note 2: If the required quorum is not obtained, a second invitation shall be issued one month after the first meeting in the same manner and with reference to the result of the previous invitation. In such case, the General Assembly shall be validly constituted with any number of members present.

Article 13: The duties of the Ordinary General Assembly shall be as follows:

13-1. Hearing the reports of the Board of Directors and the Inspector and reviewing and deciding upon the annual activity report of the Association.

13-2. Deciding upon the balance sheet, budget, and membership fee.

13-3. Electing or removing members of the Board of Directors.

13-4. Electing one principal Inspector and one alternate Inspector from among the members.

13-5. Approving all regulations and executive procedures required for advancement of the affairs of the Association, upon proposal by the Board of Directors.

13-6. Designating a widely circulated newspaper for publication of the Association’s notices.

Note: The representative referred to in Note 1 of Article 10 of the regulations concerning the formation and duties of the Commission referred to in Article 4 of the resolution adopted at the 262nd session of the Supreme Council of the Cultural Revolution dated 7/8/1370 shall be invited to attend all General Assembly meetings. In the absence of the Commission’s representative, the meeting shall not have legal validity.

B. Board of Directors

Article 14: The Board of Directors shall consist of five to nine members, two of whom shall be elected as alternate members. The members shall be elected every two years by secret ballot from among the full members at a meeting of the Ordinary General Assembly. Re-election shall be permissible. Membership on the Board of Directors shall be honorary.

Note: Meetings of the Board of Directors shall be held at least once a month and shall have quorum with the presence of two-thirds of the members. Decisions shall be adopted by majority vote.

Article 15: At its first meeting, the Board of Directors shall elect, by written majority vote, one Chair, one Vice-Chair, one Secretary where necessary, and one Treasurer.

Note 1: The Chair of the Board of Directors shall be responsible for administering the current affairs of the Association, implementing all resolutions of the Board of Directors, and representing the legal personality of the Association before various authorities.

Note 2: Binding documents shall be signed jointly by the Chair of the Board of Directors and the Treasurer and shall bear the seal of the Association. Official administrative correspondence shall be signed by the Chair and, in the Chair’s absence, by the Vice-Chair or Secretary.

Note 3: Any member of the Board of Directors who fails to attend three consecutive or five non-consecutive meetings without a valid excuse, as determined by the Board of Directors, shall be deemed to have resigned.

Note 4: In the event of the resignation, removal, or death of any member of the Board of Directors, an alternate member shall replace that member for the remainder of the term.

Article 16: The Board of Directors shall, no later than four months before the end of its term, convene the General Assembly and arrange for the election of a new Board of Directors. It shall immediately send the results, together with the minutes of the General Assembly, to the Ministry of Health and Medical Education for review.

Note: The previous Board of Directors shall remain responsible for the affairs of the Association until the new Board is approved by the Ministry of Health and Medical Education.

Article 17: Duties and powers of the Board of Directors:

17-1. Convening Ordinary and Extraordinary General Assemblies.

17-2. Implementing decisions adopted by the General Assemblies.

17-3. Organizing lectures and scientific, technical, and research meetings in accordance with the laws and regulations in force.

17-4. Preparing rules, regulations, and executive procedures.

17-5. Preparing the annual activity report of the Association for submission to the General Assembly.

17-6. Preparing the balance sheet and presenting it to the General Assembly.

17-7. Accepting gifts and financial assistance for the Association.

17-8. Proposing amendments and changes to the Articles of Association to the Extraordinary General Assembly.

17-9. Administering the affairs of the Association within the framework of these Articles of Association.

17-10. Establishing various executive and specialized committees, determining the nature of their activities, and supervising them.

17-11. Selecting and introducing representatives of the Association to domestic and international scientific assemblies in compliance with the laws and regulations of the country.

17-12. Initiating legal proceedings against natural and legal persons and defending claims brought against the Association before all authorities and at all stages of proceedings, with the right to appoint legal counsel and grant power of substitution.

17-13. Deciding on membership of the Association in domestic and international bodies in compliance with the laws and regulations in force.

17-14. Proposing dissolution of the Association to the Extraordinary General Assembly.

C. Inspector

Article 18: The Association shall have one principal Inspector and one alternate Inspector, who shall be elected every two years by secret ballot from among the full members at a meeting of the Ordinary General Assembly.

Article 19: The duties of the Inspector shall be as follows:

19-1. Examining all financial documents and records of the Association and preparing a report for submission to the General Assembly.

19-2. Reviewing the annual report of the Board of Directors, whether financial or non-financial, and preparing a report on the performance of the Association for submission to the General Assembly.

19-3. Reporting any violation by the Board of Directors of the provisions of these Articles of Association to the General Assembly.

19-4. Convening an Extraordinary General Assembly when necessary.

Article 20: The Inspector may attend meetings of the Board of Directors without voting rights and may at any time inspect and review the financial documents and books of the Association.

Article 21: At the end of each financial year, the Chair of the Board of Directors shall submit the annual activity report and balance sheet of the Association to the Inspector for approval at least 45 days before the first annual General Assembly meeting.

Article 22: The financial resources of the Association shall consist of:

22-1. Membership fees.

22-2. Gifts and financial assistance.

Chapter Five — Dissolution of the Association

Article 23: The Association may be dissolved for any reason upon the request of the Board of Directors, the Inspector, or one-third of the full members, and upon approval by the Extraordinary General Assembly.

Article 24: The Extraordinary General Assembly deciding to dissolve the Association shall, at the same meeting, elect a liquidation board and determine the duration of its mandate.

Article 25: The liquidation board shall present reports on its activities at annual meetings of the Extraordinary General Assembly. Completion of the liquidation process must be approved by the Extraordinary General Assembly, published in the Official Gazette and in a widely circulated newspaper, and reported to the Ministry of Health and Medical Education.

Note: After deduction of debts and expenses, the remaining assets of the Association shall, upon approval of the Board of Directors, be donated to one of the country’s educational or research institutions.

Chapter Six — Other Provisions

Article 26: Any plans, programs, or other measures contemplated in these Articles of Association that are in any way related to the duties of a ministry or governmental organization shall be implemented only after obtaining the approval of the relevant ministry or governmental organization.

Article 27: These Articles of Association, consisting of six chapters, 27 articles, and 14 notes, were approved by the Founding General Assembly in Ordibehesht 1381 SH.

Founders:

1. Dr. Mohammad Aghazadeh Amiri
2. Dr. Ebrahim Jafarzadeh-Pour
3. Dr. Haleh Kangari
4. Dr. Ali Mirzajani