GOVERNING BODIES AND ADMINISTRATION
Article 6.- The governing and administration of the Association shall be the responsibility of the following collective bodies:

• The General Assembly of Associates, as the supreme body.
• The Board of Directors, as the permanent collective management body.

THE GENERAL ASSEMBLY
Article 7.- La Asamblea General, formed by all of the associates, is the body through which they express their wishes.

The General Assembly’s powers include the following:

a) To approve the association’s general plan of action.
b) To examine and approve the annual accounts and the budget for the following year.
c) To approve the management of the Board of Directors.
d) To modify the Rules of association.
e) To dissolve the association.
f) To elect and dismiss the chair, secretary, treasurer and, where appropriate, all other members of the collective governing body, as well as their supervision and control.
g) The acts of federation and confederation with other associations, or the withdrawal from any of these.
h) To approve the disposition or transfer of property.
i) The salary agreement of the members of the Governing Body, where appropriate.
j) To set the ordinary or extraordinary fees, although this power can be delegated by the General Assembly to the Governing Body via express agreement.
k) To adopt the agreement of definitive separation of the associates.
l) Any other power not attributed to another corporate body.

Article 8.- The General Assembly shall meet in ordinary and extraordinary sessions.

Article 9.- The General Assembly must be called in ordinary session, at least once a year, within the first three months, in order to adopt the Agreements set out in Article 7º-a), b) y c).

Article 10.- The General Assembly shall meet in extraordinary session when it is agreed by the Management Board, either on its own initiative, or because it is requested by at least one third of its associates, indicating the reasons and purpose of the meeting and, in any case, to inform about and decide on the following matters:

a) Modifications to the Rules of association.
b) Dissolution of the Association.

Article 11.- The calling of the General Assemblies shall be made in writing stating the place, day and time of the meeting, as well as the agenda with specific mention of the matters to be addressed. Between the calling and the day set to hold the first session of the Assembly there must be at least fifteen days, whereby where appropriate, the date and time at which the Assembly shall meet at the second calling can be stated, without there being a time of less than half an hour between the two of them.

The General Assemblies, both ordinary and extraordinary, shall be validly constituted in the first calling, when they are attended by a third of the associates with a right to vote, and in the second calling whatever the number of associates with a right to vote.

Article 12.- The agreements of the General Assembly shall be adopted by simple majority of the persons present or represented, when the positive votes exceed the negative ones. Nevertheless, the following agreements shall require the qualified majority of the persons present or represented, that shall arise when the positive votes exceed half of those validly issued:

a) The dissolution of the association.
b) The modification of the Rules of association.
c) The transfer or sale of assets.
d) The remuneration of the members of the representation bodies.

Article 13.- The associates shall be able to grant their representation, for the purposes of attending the General Assemblies, to any other associate. This representation shall be granted in writing, and must be in the possession of the Secretary of the Assembly, at least 1 hour before the session is held. Associates who reside in different cities to that where the Association has its registered office, can send the document to credit the representation by post.

THE BOARD OF DIRECTORS
Article 14.- The Board of Directors is the representation body that manages and represents the interests of the association, in accordance with the dispositions and directives of the General Assembly. Only the associates can be part of the representation body.

The Management Board shall be integrated by:

– Chair
– Vice chair 1
– Vice chair 2
– Secretary
– Treasurer
– 4 Spokespersons

They must meet at least once every year and whenever required by the good development of the Association’s activities.

Article 15.- The absence to the aforementioned meetings, of the members of the Board of Directors, on two consecutive or three alternate occasions without just cause, shall lead to the dismissal from the respective position.

Article 16.- The positions that make up the Board of Directors, shall be elected by the General Assembly and shall last a period of four years, except for express revocation, whereby they can be re-elected.

Article 17.- In order to belong to the Board of Directors the following mandatory requirements must be met:

a) To be of legal age, in full use of the civil rights and not be the subject of reasons of incompatibility established in the legislation in force.
b) To be appointed as established in the Rules of association.
c) To be an associate of the Assocation.

Article 18.- The position of member of the Board of Directors shall be undertaken when, once appointed by the General Assembly, they proceed to accept or take possession.
The General Assembly shall be able to establish, where appropriate, the payment of expenses of the members of the Board of Directors.

Article 19.- The members of the Board of Directors shall be dismissed in the following cases:

a) Expiry of the term of office.
b) Resignation.
c) Cessation of the condition as associate, or due to incapacity.
d) Revocation agreed by the General Assembly in application of what is set out in Article 16 of these Rules of association.
e) Death.

When the cessation is produced due to a cause set out in section a), the members of the Board of Directors shall continue as acting parties until the first General Assembly is held, in which the new posts shall be elected.

In cases b), c), d) and e), the Board of Directors shall fill the vacancy by provisional appointment, which shall be subjected to the General Assembly for ratification or revocation, proceeding, in this last case, with the corresponding appointment.

All of the modifications in the composition of this body shall be reported to the Associations Register.

Article 20.- The functions of the Board of Directors are the following:

a) To direct the ordinary management of the Association, in accordance with the guidelines of the General Assembly and under its control.
b) To programme the activities to be carried out by the Association.
c) To submit for the approval of the General Assembly the annual expenditure and income budget, as well as the statement of accounts of the previous year.
d) To draw up the Agenda for the meetings of the General Assembly, as well as agree on the calling of the ordinary and extraordinary General Assemblies.
e) To attend to the proposals or suggestions formulated by the associates, adopting for this purpose the necessary measures.
f) To interpret the precepts contained in these Rules of association and cover their shortfallings, always in line with the legal regulations in force regarding associations.
g) To exercise those powers granted to it by the General Assembly via express Agreement, as long as they are not of its exclusive power.

Article 21.- The Board of Directors shall hold its sessions as many times as the Presidency states, either on its own initiative, or on the request of any of its components. It shall be presided over by the Chair, and in their absence, by the vice president, and in the absence of both of these, by the oldest member of the Board.

For the agreements of the Board to be valid, they must be adopted by the majority of the votes of those present, whereby the presence of half of the members is required. In the event of a tied vote, the Chair shall have the casting vote.

The Secretary shall write the minutes of the sessions which shall be transcribed to the corresponding Minute-Book.

SINGLE REPRESENTATION BODIES

CHAIR
Article 22.- The Chair of the Association assumes its legal representation, and shall execute the agreements adopted by the Board of Directors and the General Assembly, for which they hold the presidency, respectively.

Article 23.- The following faculties shall correspond to the Chair:

a) To call and adjourn the sessions held by the Board of Directors and the General Assembly, to direct the deliberations of them both, and to have the casting vote in the event of a tied vote.
b) To propose the Association’s activities plan to the Board of Directors, promoting and directing their tasks.
c) To arrange the payments agreed validly.
d) To resolve matters of an urgent nature that may arise, informing the Board of Directors of these in the first session held.
e) To exercise those powers granted to them by the General Assembly via express Agreement, unless these are exclusively dealt with by the General Assembly.

VICE CHAIRS
Article 24.- The Vice chair 1 assumes the functions of assisting the Chair and substituting him/her in case he/she cannot exercise his/her responsibilities temporarily. Moreover, he/she will execute the faculties expressly that the Chair delegates to him/her.
The Vice chair 2 assumes the aforementiones responsibilities in the absence of the Chair and the Vice chair 1.

SECRETARY
Article 25.- The Secretary is specifically responsible for receiving and processing member applications, handling the Partners file and Registration Book, safeguarding and writing the Minute-Book.

Likewise, they shall ensure compliance with the legal dispositions in force regarding Associations, safeguarding the Entity’s official documentation, certifying the contents of the Books and Association’s archives, and ensuring the mandatory communications on the appointment of Boards of Directors and changes to the registered office are sent to the relevant authority.

TREASURERS
Article 26.- The Treasurer shall inform about the revenue received and payments made, formalise the annual income and expenditure budget, as well as the previous year’s statement of accounts, which must be presented to the Board of Directors to in turn be subjected for approval by the General Assembly.