STATUTES (Amendment on December twenty-seventh, two thousand and nineteen)

GEDII - INFLAMMATORY BOWEL DISEASE STUDY GROUP

CHAPTER ONE

Name, Legal Nature, Headquarters, Duration and Purposes

Article First

The Association adopts the name GEDII - INFLAMMATORY INTESTINAL DISEASE STUDY GROUP, hereinafter referred to as the Association.

Second Article

The Association is a legal person under private law, with a scientific, non-profit nature, with legal personality, which is governed by these statutes, complementary regulations and everything that is omitted in them, by applicable legislation.

Third Article

One - The Association is established for an indefinite period of time and has its headquarters at the Gastroenterology Service, Hospital Garcia de Orta, Avenida Torrado da Silva, parish of Pragal, municipality of Almada, which may be transferred to any other location in Portuguese territory , upon deliberation of the General Assembly.

CHANGED TO: One - The Association is established for an indefinite period of time and has its headquarters in the Biomedicine department of the Faculty of Medicine of the University of Porto, Clinical Pharmacology Unit, Floor 3, Rua Dr. Plácido Costa, 4200-450 Porto, parish of Paranhos , municipality of Porto, which may be transferred to any other location in Portuguese territory, upon resolution of the General Assembly.

Two - Whenever considered necessary or convenient for the pursuit of its purposes, the Association may join other associations, and establish delegations or other forms of representation in any other locations.

Article Four

One - The Association aims to stimulate the scientific and clinical study of inflammatory bowel disease in intestinal and systemic manifestations, promoting research and training in IBD.

Two - To pursue its purposes, the Association may: a) Establish study protocols for inflammatory bowel disease at national or international level (and support the development of existing protocols); b) Promote, carry out and disseminate studies with a view to understanding the national realities of the disease; c) Participate in national or international meetings or working groups when requested; d) Support training or internship actions; e) Develop the exchange of scientific and technical information in the field of the disease in question; f) Acquire, build, lease or otherwise legally use buildings, facilities, furniture, equipment or services necessary for its activities; g) Edit publications related to its purposes and activities; h) Promote, hold and/or participate in congresses, seminars, colloquiums or training activities related to its purposes; i) Obtain loans, subsidies and other legal forms of financing, as well as administer funds under the terms that may be regulated; j) Join international organizations that pursue convergent, similar or complementary purposes; k) Establish collaboration protocols with public and private entities, with a view to achieving its objectives; l) Carry out in general all acts necessary and convenient for the pursuit of its purposes, in accordance with the rules established in these Statutes.

CHAPTER TWO

The patrimonial and financial regime

Article Five

One - The Association enjoys full patrimonial and financial autonomy. Two - The Association’s income constitutes: a) Any funds, assets, subsidies, donations or legacies that may be constituted or attributed; b) Interest and other income and income permitted by law; c) Dues and fees paid by Associates. Three - The Association's revenues can only be used for the purposes referred to in these statutes, namely payments relating to personnel, material, services and others charges necessary for the installation, operation and execution of its statutory purposes.

CHAPTER THREE From Members

Article Six

One - Members are divided into: a) Active Members; b) Associate Members; c) Honorary Members. Two - Delay in paying dues for a period equal to or greater than two years leads to the loss of Active Member and Associate Member status. After written notification from the management to the members in this situation, the exclusion will be decided, upon proposal from the Management, by the General Assembly by secret vote of two thirds. Three - Honorary Members are exempt from paying annual fees. Four - When an associate has the status of Active Member and Honorary Member cumulatively, the latter prevails.

Article Seven

One - All those who actively participate in the Association's activities and who, cumulatively, meet the following requirements, can be admitted as Active Members: a) Have been Associate Members for at least three years; b) Have their quotas up to date;

c) Have been present at at least two scientific meetings of the Group in the last three years; d) They are specialists in the medical-surgical and similar areas; e) Have participated in studies developed by the Association and/or have research projects, oral communications or articles in the area of Dll; f) Have been approved by the General Assembly, by secret vote. CHANGED TO: One - All those who actively participate in the Association's activities may be admitted as Active Members and provided that, cumulatively, they meet the following requirements: The) (...); B) (...); w) (...); d) Have been present at at least one Ordinary General Assembly in the last three years; e) They are specialists in the medical-surgical and similar areas; f) Have participated in studies developed by the Association and/or have research projects, oral communications or articles in the area of IBD; g) Have participated in studies developed by the Association through active recruitment in the last three years; h) Have research projects, oral communications or articles in the area of IBD; f) Have been approved by the General Assembly, by secret vote. Two - All those nominated by two Active or Honorary Members (Proponents) and who express interest in DII may be admitted as Associate Members, and must apply up to 30 days before the General Assembly meeting. All applications will be evaluated by the Management. Three - Associate Members may become Active Members if they meet the requirements set out in number 1 of this article, if they request it in writing to the Management, and are approved by the General Assembly in accordance with article 7, point 1. Four - Active Members who fail to comply with the requirements set out in paragraph 1 will be questioned by the Management, in writing, about their interest in maintaining this status. In case of lack of interest or persistent lack of compliance with statutory duties, the Management may propose to the General Assembly the loss of quality of Active Member, which will be decided by secret vote. Five - They can be Honorary Members, individuals of recognized merit, highlighted by valuable work in the fields of scientific activities related to the object of the Association, or Active Members who contribute or have contributed in a relevant way to the objectives of the Association and who wish to continue collaborating . It is up to the Management or a group of Active or Honorary Members to propose the individualities, and this proposal must be approved at the General Assembly by two thirds of the Members present. Six - All those who have served as President of the GEDlI Board of Directors are also Honorary Members of the Association.

Article Eight

One - The duties of Active and Honorary Members are: a) Carry out the positions for which they were elected or appointed with zeal, unless there is a duly justified reason; Two - The duties of all Members are: a) Without prejudice to the provisions of paragraph 3 of article 6, pay the fees on time; b) Comply with and ensure compliance with the statutes, the deliberations of the General Assembly, the Association's internal regulations and other legal provisions; c) Contribute, in every way possible, to the good name and prestige of the Association and to the efficiency of its action.

Article Nine

One - The exclusive rights of Active and Honorary Members are: a) Vote at General Assemblies; b) Propose candidates to the Association’s bodies, elect and be elected to all association positions; c) Propose the admission of new Associate and Honorary Members. Two - The rights of all Members of the Association are: a) Participate in General Assemblies; b) Attend GEDII meetings and take part in its work; c) Visit the Association’s facilities and use its services under the conditions established in the respective internal regulations; d) Participate in all initiatives promoted by the Association and enjoy all other benefits or perks of the Association, under the conditions established in the applicable internal regulations; e) Be duly informed about the Association’s activities; f) Have access to the reserved area of the GEDII website; g) Receive information on all relevant aspects, whether formal or material, relating to the Association before the General Assembly is held; h) Present suggestions regarding matters of interest to the Association.

Article Ten

One - Membership is terminated: a) With the voluntary departure of a Member, by prior sending a written communication to the Management, with the minimum notice of thirty days; b) With the extinction or cessation of the Association's activity in any of the ways provided for by law or in these statutes; c) Failure to pay the stipulated dues for a period of two years, after written notification from the Board and ratification by the General Assembly. Two - Without prejudice to the provisions of paragraph 6 of article 7 and the provisions of the following number, the decision on admission, exclusion and possible readmission of Members is the responsibility of that of the General Assembly by secret vote, on a proposal from the Management. Three - The General Assembly decides on the loss of Membership, as well as eventual readmission, by a majority of two thirds of the votes of the Active and Honorary Members present, by secret vote.

** CHAPTER FOUR ** Composition of the Association

Article Eleven

One - The Association's bodies are: a) General Assembly; b) Direction; c) Fiscal Council. Two - Within the scope of GEDII, the elected Board may create committees, which are extinguished with the mandate, such as: a) Scientific Committee; b) Young GEDII Commission. CHANGED TO: Two - Within the scope of GEDII, the elected Board may create committees, which are extinguished with the mandate, such as: The) (...); B) (...): c) Education Commission.

Article Twelfth

One - The members of the Association's bodies are elected by the General Assembly for periods of three years. The President of the Board cannot be elected for more than two consecutive terms. Two - Candidates for the Association's Bodies must have their dues up to date and can be proposed by the Management or by groups of five or more Active or Honorary Members. Three - Members of the Association's bodies are not remunerated for holding their respective positions. Four - Members of the Association's bodies cannot have a contractual relationship or carry out professional roles in organizations with commercial interests in the area of Inflammatory Bowel Disease. Five - All members of the Association's bodies must present an annual declaration of conflict of interests, which must be filed with the secretariat and published on the Association's website.

Article Thirteen

One - The General Assembly is directed by the board composed of a President, a Vice-President and a Secretary, elected from among the Active and Honorary Members. Two - General Assemblies are ordinary and extraordinary. The General Assembly will meet ordinarily once a year, convened by the Chairman of the Board of the General Assembly, by postal notice, at least two months in advance or by publishing the notice on the website where corporate acts are published www.mjgowgt/publicações in accordance with the provisions of paragraph 2 of article 174 of the Civil Code in the wording given by Law number 40/2007, indicating the day, time and place of the meeting, as well as the respective agenda. The General Assembly will meet extraordinarily whenever called, for a legitimate purpose, by the President of the Board of the General Assembly, at the request of the Management or the Supervisory Board or upon request signed by a group of Active and Honorary Members, not less than the fifth part of its entirety. Three - The electoral register of all members able to participate in the electoral process must be complete and published on the GEDII website two months before the General Assembly, and complaints may be submitted within two weeks regarding any inaccuracy. These will be analyzed and decided by the Board of the General Assembly. Four - The lists of candidates for the association's bodies will be delivered to the President of the Board of the General Assembly, up to two months before the election, with mention of the nominal list and respective positions, acceptance term signed by the candidates and electoral program, which must be immediately published on the GEDII website. Five - The Assembly cannot deliberate, on first call, without the presence of at least half of the Active and Honorary Members. Six - On second call, one hour after the time indicated in the notice for the meeting, the Assembly may deliberate, regardless of the number of Active and Honorary Members present. Seven - The decisions of the General Assembly will be taken by a simple majority of votes of the Active and Honorary Members present, unless the applicable law provides otherwise and without prejudice to the following number. Eight - Changes to the statutes must be mentioned in the agenda for the General Assembly and deliberations require the favorable vote of at least three quarters of the Active and Honorary Members. Deliberations on the dissolution of the Association, the merger or split with another entity require a call with this specific mention on the agenda and the favorable vote of three quarters of the number of all Active and Honorary Members. Nine- Voting on the lists proposed for the Association's bodies must be secret. Article Fourteen One - In addition to those matters that, by law or these statutes, are the responsibility of the General Assembly, it is also up to the General Assembly to assess and decide on: a) The general lines of association policy; b) The budget and annual activity plans prepared by the Department, as well as the report, balance sheet and accounts for the year; c) Any proposals from the Association’s bodies or its Members; d) The dismissal of the Association's bodies and the granting of authorization for it to sue the members of the Associationits Management for acts carried out in the exercise of its position; e) Changing the statutes; f) Any matters that are not included in the legal or statutory responsibilities of other bodies of the Association; g) Ratification of the decision to admit, exclude and readmit new Members; h) Stipulate the annual quota. Two - The President of the Board of the General Assembly is responsible for: a) Direct the work of the Assembly; b) Sign the minutes of the General Assembly meetings, together with the Secretary; c) Inaugurate members of the Association’s bodies; d) Dispatch and sign the file that concerns the Bureau.

Three-In the absence of the President, the General Assembly will be presided over by the Vice-President, and in his absence, by whomever the General Assembly designates. Four - The Secretary is responsible for writing and signing the minutes and reading the Assembly's agenda. Five - The minutes must contain the report of the work, the complete transcription of the deliberations taken, the number and name of Members present.

Article Fifteen

One - The General Assembly will meet ordinarily at least once a year, to assess and vote on the budget and activity plans for that year, as well as the report, balance sheet and accounts of the Management and the opinion of the Supervisory Board regarding the management of the Association in the previous year and to elect the members of the Association's bodies, when necessary, pursuant to number one of article twelfth. Two - With the exception of the lists of Members to be elected to the Association's bodies, they will be made available of Members, on the GEDII website, at least 15 days in advance of the date of the ordinary meeting of the General Assembly, copies of the documents referred to in the previous number.

Article Sixteen

One - The Board is made up of five elected Active and Honorary Members: President, Secretary, Treasurer and two Vowels.

CHANGED TO: One - The Board is made up of seven elected Active and Honorary Members. There is a President, a treasurer and five members. From among the members, the management may designate a coordinator of the Scientific Committee and the Education Committee.

Two - The Board meets when called by the President, indicating the agenda, place and date of the meeting. Three - Without prejudice to the provisions of the following number, deliberations are taken by a majority vote of those present, with the presence of at least half of the members being mandatory, with the President having the casting vote. Four - In the absence or impediment of the President, any of the remaining members may replace him; the replacement must be made taking into account the duration of the Active Membership condition.

Article Seventeen

One - The Management is responsible for managing the Association and, in particular: a) Represent it in and out of court, actively or passively, before any third parties; b) Comply with the Association’s statutory and regulatory provisions as well as the deliberations of the General Assembly; c) Prepare the report, balance sheet and accounts for each year, the budget and the annual activity plan; d) Submit for consideration and deliberation by the General Assembly the documents referred to in the previous paragraph, as well as any other proposals that it deems appropriate; e) Manage the Association’s funds and assets as well as ensure their conservation; f) Structuring the Association's services, hiring and dismissing staff on a permanent or temporary basis and contracting the provision of services from any person or entity, whose collaboration reputation required; g) Define the organization and activity of the Association, preparing an indication of the agenda, place and date of the meeting.

Article Eighteenth

The Association is obliged by the joint signature of any two members of the Board. Article Nineteen One - The Fiscal Council is made up of three members elected from among the Active Members, President and two members, having the first casting vote in the respective deliberations, which can only be taken when two of its members are present. Two - The Supervisory Board meets when convened by its President, indicating the agenda, place and date of the meeting.

Article twentieth

The Supervisory Board is responsible for supervising the management of the Association and, in particular: a) Examine and issue an annual opinion on the report, balance sheet and financial statements to be approved by the General Assembly; b) Examine and inspect the institution’s records and documents, whenever deemed appropriate; c) Request the convening of the General Assembly, whenever deemed necessary, within the limits of its functions; d) Attend Board meetings whenever deemed convenient or if requested by the President of the Board; e) Give an opinion to the Management on any query it presents to you. CHAPTER FIVE Final dispositions

Article twenty-first

The Association's financial year coincides with the calendar year. Article twenty-second In case of dissolution, the Management is responsible responsible for all activities necessary for its extinction. CHAPTER SIX Transitional provisions

Article twenty-third

One - Temporarily, after the approval of these statutes, all current Members, according to their registration in the last electoral roll, will be able to acquire the status of Active Members by declaring of this intention in writing, within 90 days, after publication on the Association's website. The list of Active Members who have fulfilled this requirement will be published in the Association's reserved area and published on the Association's website, and may be corrected upon initiative by interested parties. The transition process must be completed six months after the General Assembly that approved the revision of the Statutes Two - Those who have held the position of President of the Group will automatically become Honorary Members.