The scanned copy of the original, signed document can be downloaded by clicking here.
The following text has been translated and as such, may include slight variances to the signed copy. In all cases where there are differences, the wording of the signed copy is the correct wording.
CHAPTER I.- NAME, ADDRESS, SCOPE, PURPOSES AND ACTIVITIES
Article 1. Name
The association called the Marina Alta Board Games Association “TABLERO” (hereinafter, “the Association”) is established, which adheres to the provisions of Organic Law 1/2002, of March 22, regulating the Right of Association and Law 14/2008, of November 18, on Associations of the Valencian Community, and under the provisions of Article 22 of the Constitution, without profit motive.
Article 2 Legal Personality
The Association has its own legal personality and full capacity to act in order to manage and dispose of its assets and fulfill the purposes it proposes.
Article 3. Domicile and scope of action
The Association’s registered office is located at Carrer de la Bérnia, 4, 03778 Beniarbeig, Alicante. The Assembly may, if it so wishes, change this address.
The Association will carry out its activities mainly at the regional level.
Article 4 Purposes
The aims of the Association are:
a) The promotion, study and dissemination of simulation and history through board games and role-playing games.
b) The creation of a common space between the local community and people newly arrived in the region.
c) The organization of cooperative and/or competitive activities in a safe, motivating and playful environment, which promotes well-being, fun, creativity and the development of self-confidence.
d) Promoting encounters between people of different ages, cultures and nationalities, which will strengthen existing relationships between them and lead to the formation of new relationships.
e) Stimulating the mental activity of players of any age, allowing them to practice essential cognitive skills, such as memory formation, decision making, higher-level strategic thinking, problem solving, goal management, communication, and the development of patience.
f) Creating situations that allow more reserved people to show their creative side in non-intrusive ways.
Article 5 Activities
To achieve the objectives listed in the previous article, the following activities will be carried out:
a) The organization of activities, conferences and events that promote the use of board games as an alternative leisure activity.
Founding Charter and Statutes of the Marina Alta Board Games Association, “TABLERO” Page 2 of 11
b) The publication and exhibition of books, magazines, guides, brochures, catalogs, programs, posters, monographs, collections of sources, documentary collections, bibliographies, studies, essays, articles and all those that contribute to the achievement of the aims of the Association.
CHAPTER II.- ASSOCIATED PERSONS AND SUPPORTERS
Article 6 Capacity
Membership in the Association may be granted to all individuals who, freely and voluntarily, have an interest in the development of the aims of the Association in accordance with the following principles:
a) That said natural persons enjoy the capacity to act and that they are not subject to any legal condition that prevents them from exercising the right.
b) That, in the case of being unemancipated minors over fourteen years of age, they have the written consent of their legal guardians.
c) The status of associate person is non-transferable.
d) Membership will have an initial duration of one calendar year from the moment the associated person becomes part of the Association.
e) Unless the associated person communicates otherwise, withdraws or is expelled from the Association, memberships will be renewed automatically and any payments linked to them must be paid electronically via transfer or Bizum.
f) The admission of new members will be carried out through an in-person application by the interested party, or by a legal representative if the interested party is a minor or incapacitated.
g) The application for admission will preferably be made using the forms available on the Association’s website, unless the interested party does not have access or cannot use the application process on the website, in which case, they may print a form and either scan it and send it by email or deliver it in physical format to any associated person.
h) The applications submitted will be examined by the representative body, which will make a decision at its first meeting after the submission; if the applicant meets the conditions required by the statutes, the representative body may not refuse admission.
i) The membership form will request the personal data required by law, which must be completed. The form will also require each applicant to commit to accepting the Statutes and Internal Regulations, to agree with the Association’s objectives and values, and to pay the membership fees.
j) It is a necessary prerequisite to have held the status of collaborator for at least three sessions and to contribute an initial donation of fifteen euros to the association’s funds. The assembly reserves the right to exempt members from fulfilling some of these requirements for admission.
The rights that correspond to the members are the following:
Article 7 Rights of Associates
a) To participate in the activities of the Association and in its governing and representative bodies, to exercise the right to vote, and to attend the General Assembly, in accordance with the Statutes. To be a member of the representative bodies, it is essential to be of legal age, to be in full possession of civil rights, and not to be subject to any of the grounds for incompatibility established in current legislation.
b) To be informed about the composition of the Association’s governing and representative bodies, its financial status, and the development of its activities. They may access all information through the representative bodies.
c) To be heard prior to the adoption of disciplinary measures against them and to be informed of the facts that give rise to such measures, and the agreement that, where appropriate, imposes the sanction must be justified.
d) To challenge the decisions of the Association’s bodies that it considers contrary to the Law or the Statutes.
e) To be familiar with the Statutes and the regulations and rules of operation approved by the Association’s governing bodies. They shall also have the right to be provided with a copy of the current Statutes and the Internal Regulations of the Association, if any. f) To consult the Association’s records.
Article 8 Duties of the associated persons
The duties of the associates are:
a) To share the aims of the Association and collaborate in achieving them. b) To pay the fees, assessments and other contributions that, according to the Statutes, may correspond to each member.
c) To abide by and comply with the agreements validly adopted by the governing and representative bodies of the association.
d) Adjust their actions to the statutory provisions.
e) To promote and reinforce the behaviors expected of members and non-members attending organized events, such as showing due consideration and respect for others, their property and the property of the Association.
Article 9. Reasons for dismissal
The following are grounds for dismissal from the Association:
a) The interested party’s own will, communicated in writing to the representative bodies. They may receive the initial equity stake, if any, and other financial contributions made, excluding membership fees, provided that the reduction in assets does not cause harm to third parties.
b) Failure to meet the established quotas.
Article 10 Sanctioning Regime
Members will be expelled from the Association as a disciplinary measure when they commit acts that render them unworthy of continued membership. Such acts will be presumed to have occurred when:
a) When the associated person deliberately prevents or hinders the fulfillment of the social purposes.
b) When he intentionally obstructs the functioning of the governing and representative bodies of the Association.
In any case, for the governing body to impose the sanction of expulsion, a disciplinary proceeding must be conducted by a body other than the one competent to resolve the matter. This proceeding must guarantee the rights of the members involved to be informed of the accusation and to submit arguments against it, as well as to be notified of the General Assembly. The sanctioning decision must be reasoned. The statute of limitations for infractions and sanctions is three years.
CHAPTER III.- THE GOVERNING BODY
Article 11 The General Assembly
The General Assembly is the supreme governing body of the Association, made up of all members by their own inalienable right and in absolute equality, which adopts its agreements by the majority principle or internal democracy.
All members will be bound by the agreements of the General Assembly, including those absent, dissenting, and those who, even if present, abstained from voting.
Article 12 Meetings of the Assembly
The General Assembly will meet in ordinary session at least once a year, during the first quarter.
The General Assembly will meet in extraordinary session whenever necessary, at the request of the representative body or a number of members representing at least one third of the total.
General Assembly meetings can be held in a physical location and/or in a virtual location (e.g., with attendees joining via videoconference).
Article 13. Convening of assemblies
Notices of General Assemblies, both ordinary and extraordinary, will be sent by email at least fifteen days in advance. Whenever possible, all members will be notified individually. The notice will state the date, time, and location of the meeting and will include the agenda.
During the first meeting of the General Assembly, the President and the Secretary of the Assembly will be appointed.
The Secretary will prepare the Minutes of each meeting, which will include a summary of the deliberations, the text of any resolutions adopted, and the numerical results of the votes. At the beginning of each General Assembly meeting, the Minutes of the previous meeting will be read for approval.
Article 14. Powers and validity of agreements
The Assembly will be validly constituted in the first call with the attendance of a minimum of half plus one of the members present (physically or via videoconference) or represented; and in the second call, whatever the number of them, it must be held half an hour after the first and in the same place.
At General Assembly meetings, each member of the Association has one vote. The General Assembly is responsible for:
a) To monitor the activities of the representative body and approve its management.
b) To examine and approve or reject the annual budgets of income and expenses, as well as the Annual Report of activities.
c) To establish the general guidelines for action that will allow the Association to fulfill its objectives.
d) To implement all measures aimed at guaranteeing the democratic functioning of the association.
e) Set the ordinary or extraordinary fees.
f) To modify and reform, if appropriate, the Internal Regulations.
g) To elect and remove the members of the representative body.
h) To adopt the agreements relating to:
➢ To ratify the addition of members agreed by the representative body and to definitively agree on the removal of members.
➢ To agree on the union of associations, integration into federations or confederations, separation from them, as well as the creation and participation in coordinating bodies or other specific organizations.
➢ Approve the activity plan.
➢ Approve the Internal Regulations
➢ Request the declaration of public utility or public interest of the Valencian Community.
➢ To agree to the dissolution of the Association. Amendment of the Statutes.
➢ To dispose of and alienate assets.
➢ To ratify, where applicable, the hiring of personnel for the service of the Association as proposed by the Board of Directors,
➢ Approve the association’s annual inventory of assets.
➢ To remunerate, where applicable, the members of the Asrepresentative body.
➢ Other matters that, at the written request of one-third of the partners, are included on the agenda.
➢ Any other matter that does not correspond to another body of the Association.
Generally, agreements will be considered approved when, after voting, they have obtained a simple majority of the people present or represented (when affirmative votes exceed negative votes).
However, agreements relating to the dissolution of the Association, the modification of the Statutes, the disposal or alienation of assets or the remuneration of the members of the representative body, will require the votes of two-thirds of the persons present or represented to be approved, in addition to the specific convocation of an Assembly for such purpose, always reflected in the agenda.
CHAPTER IV.- THE REPRESENTATIVE BODY
Article 15 Composition of the representative body
The Association will be governed, administered and represented by the representative body called the Board of Directors, made up of the President, Secretary, Treasurer, and the Members that the Assembly considers necessary.
The election of the members of the governing body will be by free and secret ballot of the members of the General Assembly. Nominations will be open, meaning any member may stand for election. The essential requirements are: being of legal age, being in full possession of civil rights, and not being subject to any of the grounds for disqualification established by current legislation. The candidates elected to the positions of President, Secretary, Treasurer, and members will be those chosen by the governing body.
The positions of President, Secretary, and Treasurer must be held by different people. Serving in these positions is unpaid.
Founding Charter and Statutes of the Marina Alta Board Games Association, “TABLERO” Page 6 of 11
Article 16 Duration of the mandate in the representative body
The members of the representative body will hold office for a period of 1 year(s) and may be re-elected for a maximum of 5 consecutive years, in accordance with the provisions of Article 44 of Law 14/2008.
Termination of employment before the expiration of the regulatory term may be due to:
a) Voluntary resignation submitted in writing, stating the reasons. b) Illness that incapacitates the individual from performing the duties of the position.
c) To cease being a member of the Association.
d) Sanction imposed for an offense committed in the performance of duties.
Any vacancies that arise on the governing body will be filled at the next General Assembly. However, until the next General Assembly, the governing body may provisionally appoint a member of the Association to fill the vacant position.
Article 17 Powers of the representative body
The representative body has the following powers:
a) To hold and exercise the representation of the Association and to carry out the direction and administration in the broadest manner recognized by law and to comply with the decisions made by the General Assembly, and in accordance with the rules, instructions and general guidelines established by this General Assembly.
b) To make the necessary arrangements for appearing before public bodies, for exercising all kinds of legal actions, and for filing the relevant appeals. c) To decide on the admission of new members, maintaining an up-to-date list of all members.
d) To propose to the General Assembly the establishment of the fees that the members of the Association have to pay.
e) To convene the General Assemblies and to ensure that the agreements adopted there are fulfilled.
f) Notify the Registry of Associations of the modification of the Statutes agreed by the General Assembly within one month.
g) To present the balance sheet and statement of accounts for each financial year to the General Assembly for approval, and to prepare the budgets for the following financial year.
h) Keep accounts in accordance with the specific rules that allow obtaining a true and fair view of the assets, results and financial position of the entity.
i) Prepare and maintain an up-to-date list of members and a list of assets and equipment. j) Prepare the annual report of activities and submit it to the General Assembly for approval, expressly including the cleaning and maintenance plan and the completion of an annual inventory of assets.
k) To provisionally resolve any case not foreseen by these Statutes and to report on it at the first subsequent General Assembly
l) To designate the working committees or sections that are deemed appropriate for the proper functioning of the association.
m) Any other power not specifically attributed to the General Assembly in these statutes.
Founding Charter and Statutes of the Marina Alta Board Games Association, “TABLERO” Page 7 of 11
Article 18 Meetings of the representative body
The representative body, convened in advance by the President or their substitute, will meet in ordinary session as frequently as its members decide, which in any case may not exceed every two months. It will meet in extraordinary session if requested by one-third of its members.
The meetings of the representative body can be held in a physical location and/or in a virtual location (for example, by videoconference).
The representative body will be validly constituted with prior notice and a quorum of half plus one of its members.
Members of the governing body are required to attend all scheduled meetings, although they may be excused for justifiable reasons. In any case, the attendance of the Chair and the Secretary, or their substitutes, is required.
In the representative body, decisions will be made by a simple majority vote of those present. In the event of a tie, the President’s vote will be decisive.
The decisions of the governing body will be recorded in the minutes book. At the beginning of each meeting, the minutes of the previous session will be read for approval or amendment.
Article 19 The President
The President of the Association will also be the President of the governing body. The President’s responsibilities include the following:
a) Those of management and legal representation of the Association, by delegation of the General Assembly and the representative body.
b) To preside over and direct the debates of the governing and representative bodies. c) To sign the notices of meetings of the General Assembly and the representative body.
d) To endorse the minutes and certificates prepared by the Secretary of the Association. e) The remaining powers inherent to the position and those delegated by the General Assembly or the representative body.
f) Agree on the agenda for the meetings.
g) Order the validly agreed payments.
In the event of absence or illness, the President will be replaced by the Vice-President or the member of the representative body.
Article 20 The Treasurer
The Treasurer shall be responsible for the safekeeping and control of the Association’s resources, as well as the preparation of the budget, balance sheet, and financial statements, to be submitted to the governing body, as stipulated in Article 17 of these Bylaws. The Treasurer shall sign receipts, membership dues, and other treasury documents. The Treasurer shall maintain an inventory of the Association’s assets. The Treasurer shall pay invoices approved by the governing body, which must be countersigned by the President.
The Treasurer must ensure that the Association’s financial policies, procedures, and records are sufficient to meet the legal and financial responsibilities of an organization.
Founding Charter and Statutes of the Marina Alta Board Games Association, “TABLERO” Page 8 of 11
Association according to Spanish legislation.
The Treasurer must ensure that the association’s accounts are legal, accurate, and truthful.
The annual accounts will be subject to independent review by a duly qualified person before being communicated to the members.
Article 21 The Secretary
The Secretary is responsible for safeguarding the Association’s documentation, drafting and signing the minutes of meetings of the governing and representative bodies, preparing and authorizing any necessary certificates, and maintaining an up-to-date list of members. The Secretary is also responsible for keeping the Association’s register and files, as well as drafting the annual report and any other necessary activity plans and documents.
The Secretary must ensure that the association’s policies, procedures, and non-financial records are sufficient to meet the legal responsibilities of an Association under Spanish legislation.
The Secretary must ensure that any non-financial documents that the association is required to submit are legal, accurate, and truthful.
Article 22 The Vice President
The Vice-President will be elected by a simple majority vote of the representative body at the first meeting of the representative body after a meeting of the General Assembly or the Extraordinary General Assembly.
In the event of the President’s absence or illness, the President’s role will be temporarily filled by the Vice President.
If the Vice-President is also unavailable, another member of the governing body will assume the responsibilities. This person will be elected by a simple majority vote of the governing body.
CHAPTER V THE ECONOMIC SYSTEM
Article 22 Initial assets and economic resources
The initial assets of this Association are valued at ZERO euros.
The annual budget will be approved each year at the Ordinary General Assembly. The Association’s financial resources will be derived from:
a) The fees set by the General Assembly for its members.
b) Official or private subsidies.
c) Donations, inheritances and/or legacies.
d) Income from the same assets or from other income that they may obtain.
Article 23 Benefit of the activities
The profits obtained from the exercise of economic activities, including the provision of services, will be used exclusively for the purposes of the Association, and may not under any circumstances be distributed among the members or their spouses or
Founding Charter and Statutes of the Marina Alta Board Games Association, “TABLERO” Page 9 of 11
persons who live with those with a similar relationship of affection, nor among their relatives, nor its free transfer to natural or legal persons with a lucrative interest.
Article 24. Fees
All members of the Association have an obligation to support it financially, through fees or special assessments, in the manner and proportion determined by the General Assembly upon the proposal of the representative body.
The General Assembly may establish entrance fees, monthly periodic fees, and extraordinary fees.
The fiscal year will end on December 31st of each year.
Article 25 Disposition of funds
Current accounts or savings accounts opened in credit establishments must include the signature of the President, the Treasurer and the Secretary.
To be able to access funds, two signatures will be sufficient, one of which must be that of the Treasurer or the President.
CHAPTER VI.- DISSOLUTION OF THE ASSOCIATION
Article 26 Causes of Dissolution and Delivery of Remaining Assets
The Association will be dissolved:
a) If so agreed by the General Assembly expressly convened for this purpose and with the favorable vote of more than half of the people present or represented.
b) For the reasons specified in article 39 of the Civil Code.
c) By final court judgment.
d) Due to the loss of members, so that they are reduced to less than three.
Article 27 Liquidation
The dissolution of the association opens the liquidation period, until the end of which the entity will retain its legal status.
The members of the representative body at the time of dissolution become liquidators, unless the General Assembly appoints others, or those that the judge, if applicable, agrees to in his judicial resolution.
It is the responsibility of the liquidators:
a) To safeguard the integrity of the association’s assets and maintain its accounts. b) To conclude pending transactions and carry out any new transactions necessary for liquidation.
c) Collect the association’s debts.
d) Liquidate the assets and pay the creditors.
e) Apply the surplus assets of the association to the purposes provided for in the Statutes, with the exception of conditional contributions.
f) Request the cancellation of the entries in the corresponding Registry.
Founding Charter and Statutes of the Marina Alta Board Games Association, “TABLERO” Page 10 of 11
In the event of insolvency of the association, the representative body or, if applicable, the liquidators must immediately initiate the appropriate insolvency proceedings before the competent judge.
The net surplus resulting from the liquidation will be allocated directly to the “Ayudar jugando” association.
Members are not personally liable for the debts of the Association.
The members or holders of the governing and representative bodies, and other persons acting in the name and on behalf of the association, will be liable to the association, to the members and to third parties for the damages caused and the debts contracted by intentional, culpable or negligent acts.
CHAPTER VII.- EXTRAJUDICIAL DISPUTE RESOLUTION
Article 28 Extrajudicial resolution of conflicts
Any disputes that may arise as a result of actions taken or decisions adopted within the Association will be resolved through arbitration, in accordance with the provisions of Law 60/2003, of December 23, on Arbitration, and subject, in any case, to the essential principles of hearing, contradiction and equality between the parties, or voluntarily through mediation, in accordance with the provisions of Law 5/2012, of July 6, on mediation in civil and commercial matters.