CDO LATAM Bylaws 

GENERAL PROVISION 

These Bylaws contain the provisions governing the internal operations of the CDO CLUB LATAM association (hereinafter, “CDO LATAM”) and the rules of conduct for members; therefore, they are binding on its members and administrative staff. 

PART I – MEMBERS 

All members are required to comply with the Bylaws and these Internal Regulations, as well as to abide by the resolutions of the Board of Directors and the General Assemblies. 

I. MEMBERSHIP ADMISSION 

At the beginning of its term, the Board of Directors will appoint an Admissions and Retention Committee, which will review applications from individuals interested in joining CDO LATAM and submit a report to the Board of Directors with its recommendation based on the current admission criteria. The Admission and Retention Committee will consist of three active members. The applicant’s profile or resume will be forwarded to the Admission and Retention Committee, which will then conduct or schedule an interview and determine the terms of admission. 

1. Requirements 

Applicants for associate membership, in accordance with Article 7 of the Bylaws, must meet the following requirements: 

  • Do not work for a company that provides consulting, software, or hardware services. 
  • Hold one of the following positions: 
  • CDO (Chief Data Officer). 
  • CDAO (Chief Data & Analytics Officer). 
  • CAO (Chief Analytics Officer). 
  • CAIO (Chief Artificial Intelligence Officer). 
  • CRO (Chief Risk Officer). 
  • Head/Director/Manager of Analytics or similar. 
  • Head/Director/Manager of Data Governance or similar. 
  • To be one of the founding members of the association. 
  • Be the person with the greatest direct, cross-functional responsibility within your company in the areas of Data, Analytics, and AI. 
  • Please attach an updated resume. 
  • A position held at a Latin American company or one whose scope of operations is in Latin America. 
  • Have not committed any ethical or disciplinary violations. 

2. Type of employment 

  1. Interview:
    Once it is determined that the applicant needs to be interviewed, an appointment is scheduled with one of the members of the Admissions and Retention Committee. The interviewer will then submit a report, based on which the membership application will be accepted or denied. 
  1. Fast-track:
    Once the Admissions and Retention Committee validates the applicant’s credentials and experience, the applicant will not be required to undergo an evaluation by a committee member through an interview, and will therefore be automatically admitted. However, management will schedule a brief orientation meeting. To be approved, a minimum of two votes is required, either from members of the Commission or the Board of Directors. 
  1. Invitation:
    Members of the Board of Directors or other members of the Association may propose the admission of professionals whose profiles meet all the requirements for membership in CDO LATAM. To this end, they will receive a letter of invitation containing all the information about the Association. Once they accept the invitation, an orientation meeting will be scheduled. 

All new members for the month will be approved at the monthly meeting of the Board of Directors so that this is recorded in the minutes. 

3. Confirmation Process 

  1. The applicant will be notified of their acceptance in writing via email, and will be asked to provide a copy of their ID and a photograph for their LinkedIn welcome post. Attached to that email will be the Association’s Bylaws, the Association’s Internal Regulations, and a welcome kit so that they can familiarize themselves with their rights, obligations, and the steps to follow. 
  1. His hiring will be announced via a post on LinkedIn. 
  1. The applicant will be added to our WhatsApp community, in the appropriate groups. 

4. Types of Members 

  1. Admission of Honorary Members: 

The Board of Directors may propose to the General Assembly, on its own initiative or at the suggestion of the Admissions and Retention Committee or any active member, the admission of honorary members in recognition of their contribution to the mission of CDO LATAM. The proposal must be accompanied by the reasons justifying the admission of the new honorary member. Honorary membership is granted for life, is not hereditary, and may only be revoked by the CDO LATAM General Assembly. 

  1. Admission of Guest Members: 

The Board of Directors may propose to the Admissions and Membership Committee the admission of a professional who does not meet the established requirements to be an Active Member but who, based on their practice, track record, and contributions to the field of data and AI, can contribute to the association’s mission. Such a member may have a voice but no vote at General Assemblies. 

II. MEMBERSHIP CONTINUITY 

  1. Once a member has been admitted, he or she must meet the following conditions to remain a member: 
  1. Hold one of the following positions: 
  • CDO (Chief Data Officer). 
  • CDAO (Chief Data & Analytics Officer). 
  • CAO (Chief Analytics Officer). 
  • CAIO (Chief Artificial Intelligence Officer). 
  • CRO (Chief Risk Officer). 
  • Head/Director/Manager of Analytics or similar. 
  • Head/Director/Manager of Data Governance or similar. 
  • To be one of the founding members of the association. 
  1. A position held at a Latin American company or one whose scope of operations is in Latin America, and/or being of Latin American origin. 
  1. Actively participate in creating value for the association, based on the criteria established for each period. 
  1. Have not committed any ethical or disciplinary violations. 
  1. In the event of a change in employment status, your status will transition from Active Member to Guest Member, and you will be notified of this via email.
      
  1. Regarding the status change: 

All active members who, due to changes in their career paths, transition from working for a company to becoming independent consultants and/or members of consulting firms or vendors in the sector; may remain in the association, provided they comply with the association’s ethical guidelines and core principles, which include refraining from engaging in any commercial activity within the association’s interaction platforms. 

Once notified of the status change, the invited member will have one year to return to their previous status, and/or their continued membership will be evaluated based on their performance. 

  1. Withdrawal of Associates 

Members may request to withdraw from CDO LATAM at any time. This request must be made in writing. Once the request is processed, the member will be removed from the WhatsApp group and the website. 

In the event that a member violates the association’s principles and guidelines, that member may be removed from the community; the removal will be ratified at the General Assembly. 

III. USE OF THE ASSOCIATION’S PROFITS 

Eligible members can take advantage of the benefits offered by CDO LATAM: 

  1. Participation in events organized by the association (webinars and in-person events). 
  1. Contributing to content creation (podcasts and articles). 
  1. Access to networking opportunities among members and like-minded individuals. 
  1. Promotion of common interests that are consistent with the purpose of CDO LATAM. 
  1. Access to exclusive information for CDO LATAM members. 
  1. Access to exclusive agreements for CDO LATAM members. 
  1. Any other benefits resulting from negotiations, pacts, or agreements entered into on behalf of CDO LATAM. 

IV. OFFENSES 

The following violations committed by members are grounds for disciplinary action: 

  1. Failing to attend meetings of the working committees to which they belong, or failing to carry out the tasks they have agreed to perform.  

  1. Initiate, pursue, or file a complaint or legal action against CDO LATAM, with the exception of the actions for annulment set forth in Article 92 of the Peruvian Civil Code. Article 92.- Judicial Challenge to Resolutions: Every member has the right to challenge in court any resolution thatcontravene legal or statutory provisions. 
    Actions to challenge such agreements must be filed within a period not exceeding sixty days from the date of the resolution. They may be filed by those present if they have recorded their opposition to the resolution in the minutes resolution, by non-attending members, and by those who have been unlawfully deprived of the right to cast their vote.
    If the resolution is eligible for entry in the registry, the challenge may be filed within thirty days following the date on which the registration took place.
    Any member may intervene in the proceedings, at their own expense to defend the validity of the agreement. 
    The challenge is filed with the Civil Judge of the association’s registered office and is adjudicated as a proceeding  
  1. To commit acts contrary to morality and decency, and, in general, any unsatisfactory conduct. 
  1. Failing to show due respect to other associates and CDO LATAM staff. 
  1. Providing false information about themselves. 
  1. Misappropriation, without any legal title, of property owned by CDO LATAM for one's own benefit or that of third parties. 
  1. To undermine CDO LATAM’s reputation or its institutional operations through public statements or actions, whether verbal, written, or visual, including on social media. 
  1. Acting against the interests of CDO LATAM, in violation of the relevant regulations or provisions. 
  1. Attempting or committing fraud during the electoral process and in the Assemblies. 
  1. As a result of a documented complaint, they are linked to widely publicized situations involving criminal acts or acts contrary to morality and public decency, which could eventually lead to their conviction by courts in the Republic or abroad. This suspension remains in effect until the relevant authorities rule on the defendant’s case. 
  1. Any act of discrimination against CDO LATAM members or administrative staff shall be considered a serious offense; “discriminatory act” is defined as any unequal treatment of a person or group on the basis of race, religion, politics, gender, etc. 

V. PENALTIES 

At the beginning of its term, the Board of Directors shall appoint a Disciplinary Committee to review cases involving members who have committed a violation, and shall submit a report to the Board of Directors with its recommendation regarding the appropriate sanction. The Disciplinary Committee shall consist of three eligible members. The Disciplinary Committee will not hold regular meetings but will convene on an ad hoc basis at the request of any of its members or at the request of the Board of Directors to address a possible violation of the provisions of the Bylaws or the Rules of Procedure. 

The Disciplinary Committee will draft a report on the case in question, including a conclusion and the applicable sanction. The report will be presented to the Executive Committee and communicated to all members of CDO LATAM no later than two (02) business days after the Board of Directors meeting. 

There are four types of sanctions: (according to Article 18 of the bylaws) 

  • Warning. 
  • Temporary suspension. 
  • Permanent Dismissal or Expulsion. 

Warning: Any offense that warrants a warning from the Disciplinary Committee must be issued in writing, with a copy filed in the member’s personal record. Accumulation of three (3) warnings will result in the automatic suspension of the offending member for the minimum period established in these Regulations. 

Temporary suspension: This is the sanction imposed, following due process, which suspends the member’s rights—but not their obligations—for a period of at least fifteen (15) days up to a maximum of one (1) year. Two (2) suspensions for serious misconduct result in permanent termination or expulsion. 

Permanent termination or expulsion: This sanction is imposed for failure to comply with the membership criteria defined in the CDO LATAM Bylaws or for the accumulation of two (02) temporary suspensions. A member who has been expelled may be readmitted provided that he or she credibly and satisfactorily demonstrates the circumstances of force majeure that led to the violation. Readmission may be considered only up to two times. 

PART II – ON ASSEMBLIES 

I. REGISTER OF ELIGIBLE MEMBERS 

  • The CDO LATAM Administration shall be responsible for compiling the Register of Qualified Members in accordance with the Bylaws and these Regulations. 
  • This membership roster will be used to calculate the quorum for each meeting and will be closed three (03) hours before the time of the first call to order. It will also be made available to members. 

II. ATTENDANCE RECORDS AND SETUP OF MEETINGS 

  • The CDO LATAM Administration will be responsible for ensuring that members are properly registered. 
  • Once the attendance register has been closed and the quorum verified, the president of the Assembly will declare the session open by reading the notice of convening. 

III. ON THE CONDUCT OF THE ASSEMBLY 

  • The President will open the Assembly once the required quorum is reached, whether on the first or second call, and will read the agenda. 
  • The President will present the annual report and a review of the progress made toward the OKRs set at the previous General Assembly. 
  • The Treasurer will present the financial results for the previous fiscal year. 
  • The President will present the strategic plan for the current year, along with the Treasurer, who will present the budget. 
  • The President of the Assembly shall have the authority to regulate members' remarks. 
  • Meetings must be videotaped unless the plenary session decides otherwise. 
  • All requests for speaking by Associates must be submitted to and addressed to the President. 
  • The president of the Assembly will propose sanctions against members who fail to comply with these Bylaws or engage in any unsatisfactory conduct. 
  • Voting on resolutions may be by roll call and/or a show of hands, and by a simple majority. 
  • Before the Chair of the Assembly adjourns the Assembly, the Assembly shall appoint at least two (2) members to serve as witnesses for the signing of the respective minutes. 

PART III – THE BOARD OF DIRECTORS 

The Board of Directors will meet once a month for regular sessions and may hold special sessions when the president or any of its members deem it necessary. 

The President of CDO LATAM shall, through the Administration and in accordance with the Bylaws, call a meeting of the Board of Directors with at least forty-eight (48) hours’ notice, providing each member of the Board of Directors with the relevant agenda. 

  • The person presiding over the meeting will verify that a quorum is present and declare the meeting open. 
  • The previous minutes will be read and put to a vote. 
  • The items on the agenda will be discussed, and votes will be taken by a show of hands. 
  • An agenda will be presented detailing all the topics to be discussed. 
  • The agreements will then be included in the minutes and sent for signature. 
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