CONSTITUTION OF A MODEL OF VISUAL ARTISTS ASSOCIATION

The text below is a model statute for a Visual Artists Association regional context. This is a general model that is based on Article 22 of the Spanish Constitution. Some regional governments have adopted legislation on associations own and in such cases, the legal protection can be established under this legislation. It is advisable to consult with an attorney / manager ao / a. You could also go to other local cultural institutions or any of the existing Visual Artists Associations in the Spanish State or the Union of Visual Artists Association.

STATUTE OF (name of association)

TITLE I NAME AND PLAN OF THE ASSOCIATION

Article 1.

Name and System

1. Under Article 22 of the Spanish Constitution is based in (city), and the name of VISUAL ARTISTS ASSOCIATION (name of the Autonomous Region), the Association shall, in accordance with the laws, legal capacity and full capacity to act, not having a profit.

2. The regime of the Association consists of the present statutes and agreements validly adopted by the General Assembly and governing bodies within the sphere of their competence. In cases not covered are subject to the provisions of Organic Law 1 / 2002 of 22 March on the Right of Association.

TITLE II. OBJECTIVES AND ACTIVITIES OF THE ASSOCIATION

Item 2.

Aims and Activities

1. The aims of this Association:

a) gather in a common legal form the group of visual artists with the aim that through this association to be represented / as against any institution, public or private, and especially to the Administrations of the Autonomous Community Councils and Municipalities, in order to defend the common interests of all artists.

b) To promote contemporary art.

c) Collaborate with other associations and professionals in the fields of art and culture.

2. Activities To achieve these objectives, the Association held cultural, social and education directed at both partners / as well as society in general.

3. The profits of the partnership, arising from the exercise of economic activities including services, shall be used exclusively to achieve its objectives, without in any way that fits their distribution among the partners / as or among spouses or those who live with / as with a similar relationship, and among his relatives or his free transfer to individuals or legal entities lucrative interest.

TITLE III. ADDRESS AND TERRITORY

Item 3.

Address.

This Association shall have its registered office at (address and city), with your mailing address the same.

Item 4.

Territorial Scope.

The territorial scope of action of the association is autonomous, spreading throughout the Autonomous Community of (name of the Autonomous Community).

TITLE IV. GOVERNMENT BODIES AND REPRESENTATION

CHAPTER I.

CLASSES AND TITLE

Item 5.

Classes and principles

1. The governing and representative bodies of the Association are:

a) The General Assembly. b) The Board of Directors. 2. The internal organization and functioning of the association must be democratic, with full respect to pluralism.

CHAPTER II. GENERAL ASSEMBLY

Item 6.

Composition.

The General Assembly is the supreme governing body of the Association and consists of all associated persons.

Item 7.

Classes Sessions.

The General Assembly meetings will be ordinary and extraordinary. The Ordinary General Assembly shall meet at least once necessarily annually, within four months after year end. Extraordinary General Meetings shall be held when the circumstances so warrant, according to the President, when the Directive as agreed or proposed in writing by one-tenth of the partners / as.

Item 8.

Call.

Notices of General Meetings shall be in writing stating the place, date and time of the meeting and the agenda with concrete expression of the matters under consideration. Between the call and the day appointed for holding the Assembly at the first call will mediate at least fifteen days, and may also be recorded if necessary the date and time that the Assembly will meet on second call, but between them to mediate a period of less than half an hour.

Item 9.

Quorum and Voting

1. The General Assemblies, both ordinary and extraordinary, shall be validly constituted on first call when her third of the members with voting rights, and on second call regardless of the number of members entitled to vote. Will be needed in any case the presence of the President / and Secretary / a, or the persons legally replace them.

2. Resolutions are taken by simple majority of those present or represented when the yeas outweigh the negative, not being eligible for this purpose the blank votes or abstentions. You will need a qualified majority of those present or represented, that will result when the affirmative votes exceeding half of them, to: Appointments to Boards and Administrators. Agreement to form a Federation of Associations or integrated into them. Disposals of assets comprising the assets. Amendment of Bylaws. Dissolution of the entity. Agreement on remuneration of members of representative bodies.

Article 10.

Competencies

1. Jurisdiction of the Ordinary General Meeting the following matters:

a) approve, as appropriate, the management of the Board.

b) Review and approve the annual accounts.

c) To decide on the approval of the annual inventory of movable and immovable property which detailed assessment will be made by the member of the Board previously appointed by the latter.

d) To approve or reject the proposals of the Board of Directors in order to the activities of the Association.

e) Agree that the costs to be met with extra fees and establishment as well as those of the ordinary shares, set the amount of these and their periodicity.

g) Any other non-exclusive jurisdiction of the Special Assembly.

2. Corresponds to the Extraordinary General Assembly:

a) Appointment and dismissal of members of the Board.

b) Amendment of the Constitution.

c) Dissolution of the Association and, where applicable, appointment of liquidators.

d) Expulsion of partner / as a proposal from the Board.

e) Establishment of Federations or integrating them.

f) Application for a declaration of public utility.

Article 11.

Enforceability of agreements.

The agreements adopted under the previous rules will force associated with, even those not attending, taking a minute book to sign the / the President / to and / Secretariat / a. May cause low:

a) By voluntary resignation communicated in writing to the Board.

b) Breach of the obligations that were conferred.

c) The term of office.

CHAPTER III. BOARD OF DIRECTORS

Article 12.

Composition.

The Board shall consist of ten members at least twenty-five at most. To be elected to the same condition will require the partner / a Number of the Association and be current in payment of dues.

Article 13.

Election of officers.

The components of the Board shall be elected by the General Assembly. The term of office of the Board is of years and may stand for reelection as many times as they see fit, except for the / the President / ay he / Vice President / a, which can only stay in office up to years. If there is low in one or more members of the Board before the expiration of its mandate, the Board itself, a proposal from any of its members, appoint substitutes that meet all the statutory requirements to be eligible. Such designation shall be subject to the endorsement of the first General Assembly Meeting to be held, acquired since that time the elected status. If there is the simultaneous resignation or termination of at least half plus one of the elected members of the Board, this, unable to leave their functions, will become Managing Board, and primary mission will convene at the earliest General Assembly for possible election of a new Board of Directors. Also proceed likewise if the period between two Ordinary General Assemblies will produce the resignation or removal successive equal number of members of the Board. The General Assembly call on to be elected the new Board will take place with at least thirty days prior to the date of holding the same, setting a deadline of fifteen days from the date of publication of the call for nominations, which must be in writing with the Secretariat of the Association. In the event that no candidate is not present in the list, or the General Assembly may choose individually those who wish to join the Board. If the number of people who are less than or equal to twenty-five, all of which will be considered elected. If instead the number of these people is greater than twenty-five will proceed to a vote by those attending the General Assembly. In the case of can not be achieved this number of members of the Board following the occurrence of a tie between candidates less voted, shall be elected or those that enjoy greater seniority in the Association and if still tied, the most age.

Article 14.

Sessions.

The Board held the meeting as determined by / the President / on its own initiative or at the request of a third of its members. It will be constituted when half plus one assist its members and for their agreements to be valid must be taken by majority vote. In case of a tie vote / the President / to be of quality. When the Board deems adequate for the nature of matter to be discussed at the meeting may be invited to take part in its deliberations and qualified consultants, but without vote, professionals and specialists to clarify specific issues listed in the agenda . Minutes of the meetings / Secretariat / a, with the approval of / the President / and from the General Assembly, and reflected in the minutes.

Article 15.

Duties and Powers

The competence of the Board:

a) adopt agreements concerning the representation, management and protection of the interests of the Association and its partners / as.

b) approve the programs and action plans.

c) To elect and revoke the mandate of the members of the Executive Committee and the Chair of the Association.

d) Approve the creation of Regional Commissions.

e) Understand the management of the Executive Committee.

f) Establish fees associated persons in accordance with the proposals made by the Executive Committee.

g) Approve budgets and financial statements.

h) To adopt and amend bylaws.

i) To approve the dissolution of the Association.

j) To hear and settle claims and actions brought by the / partnerships / ace.

Article 16.

President / e.Competencias

He / the President / Board to be the turn of the Association. As such, its remit is:

a) legally and officially represent the Association and may even appoint a solicitor and barrister.

b) sign the documents of the Association may delegate this authority to other members of the Board or its committees, in specific cases.

c) convene and direct the General Assembly.

d) To convene and lead discussions of the Board, deciding in case of a tie with his vote.

e) To resolve any urgent and necessary for the proper conduct of the Association after giving consideration to the Board.

f) To authorize with his signature records, certifications and documents of the Association.

g) Direct the services and functions of the Association.

Article 17.

VP / e. Competencies

He / Vice President / to replace / the President / a in case of absence or illness s / he last / a. By delegation, shall perform the duties he / the President / a and entrusted to preside over meetings or committees as the Board of Directors.

Article 18.

Secretary / a. Competencies

The / Secretariat / a will be responsible for archiving and keeping the records of the Association. Take the Register of Members / as, shall keep minutes and, in collaboration with other members of the Board, shall prepare the annual report; extended and shall issue the call, will be responsible for the administrative operation of the Association and, in general, its internal system.

Article 19.

Treasurer / 0. Competencies

He / the Treasurer / a shall have custody of funds and securities of the Association, will speak with his signature all documents and payment collection agreement with the / the President / a, shall maintain income and expenditure and the bank account, draw up budgets, financial statements and balances, order the payment of fees and, in general, shall operate economic, accounting and taxation of the Association, which will up to date and have it available to Auditors, shall maintain accounting officers and auxiliaries necessary.

Article 20.

Vowels. Competencies.

The integrated voice and and are responsible for fees for which they are designated. In the absence of / the President / woe / the Vice / a, the Board shall appoint a chairman / a session at the most senior member of the Board. This being equal, the oldest in the Association and if still equal, the older ones.

Article 21.

Territorial Commissions.

  In the geographical areas in which there is a minimum of fifteen members / as the association may be a Territorial Commission shall have the functions to represent, defend and improve the social, cultural professionals and artists in their geographical area. Each Territorial Committee will select a Secretary who shall represent the public and will be integrated as a full member of the Board. Planning commission and its secretary shall be chosen by the Territorial Assembly. Specific regulations established by the operation of the Regional Assemblies and the system of election of territorial Secretaries. The constitution of a committee shall be submitted to the Planning Board to raise its approval to the General Assembly.

TITLE V. Associated persons.

Article 22.

People associated

They can be partners / as natural or legal persons who, having capacity to act, to demonstrate their interest in the aims of the Association and request in writing to the Board stating the expression of willingness to partner, coupled with compliance with these Bylaws, and provisions to govern at all times, specifying the status of partner / desired to be acquired by submitting the necessary supporting documents if necessary. For all purposes, not acquire the status of partner / a as not meeting the quotas in the amount and manner established by the Board pursuant to the General Assembly agreed.

Article 23.

Membership Types / ay rates.

Within the Association there will be five types of socio / a, each with a different annual fee: Socio / a number Euros. Any person pursuing a job in the field of visual arts. Partner / young person / student. Euros. Socio / a collaborator / a. From Euros. Natural or legal persons, public or private. Socio / a benefactor / a. From Euros. Natural or legal persons, public or private, should contribute financially to the running of the association significantly. Socio / a honorary / a. Those who by their reputation, or have contributed in a relevant way to the dignity and development of the Association, become entitled to such distinction. The appointment of members / ace of honor is for the General Assembly.

Article 24.

Rights of persons associated

1. Rights of partners and partner number and youth / student:

a) personally attend the General Assembly and vote, provided they are current in payment of dues.

b) Submit to the General Assembly proposals that they see fit, according to the procedure established.

c) To make complaints to the Board and to challenge the agreements of the organ of the Association which it considers contrary to law or the Statutes.

d) Be informed about the composition of governing and representative bodies of the Association, its balance and development of their business.

e) To participate as voters and candidates in elections to fill vacancies on the board, as well as any of the governing and representative bodies of the Association, provided they meet the requirements established.

f) Participate in the activities of the Association.

g) Support the development and refinement of the Association.

2. Rights of persons associated as partners, benefactors and honor:

a) personally attend the General Assembly with voice but no vote.

b) Submit to the General Assembly proposals that they see fit, according to the procedure established.

c) Be informed about the composition of governing and representative bodies of the Association, its balance and development of their business.

d) Participate in the activities of the Association.

e) Contribute to the development and refinement of the Association.

Article 25.

Duties of persons associated

1. Duties of partners and partner number and youth / student:

a) satisfy the ordinary and extraordinary fees granted by the General Assembly.

b) Comply with the provisions of the Statutes and Regulations adopted by the General Assembly. c) To comply with the agreements of the General Assembly.

d) carry out the decisions of the Board, subject to appeal after the General Assembly in case of disagreement with those decisions, in accordance with the procedure.

e) contribute to their behavior to the good name and prestige of the Association.

2. Duties of persons associated as partners, benefactors and honor:

a) satisfy only the quotas agreed with the association.

b) Comply with the provisions of the Statutes and Regulations adopted by the General Assembly.

c) To comply with the agreements of the General Assembly.

d) carry out the decisions of the Board of Directors, subject to appeal after the General Assembly in case of disagreement with those decisions, in accordance with the procedure.

e) contribute to their behavior to the good name and prestige of the Association.

Article 26.

Loss of Membership / a.

They may lose the status of partner / a for the following reasons:

a) Breach of the obligations established in the bylaws or resolutions adopted by the General Assembly.

b) Conduct contrary to good living and aims of the association.

c) Voluntary resignation, communicated in writing to the Board with a minimum of one month in advance.

d) delayed more than ninety calendar days in the payment of membership fees / a agreed. If the Board propose to punish a partner / a, propose to the General Assembly for approval. Penalties can range from temporary suspension to expulsion rights.

TITLE VI. ECONOMIC SYSTEM AND EQUITY.

Article 27.

Patrimonio.

The Association has no assets or fund initial social foundation.

Article 28.

Year end

Exercise and economic partnership will be annual and its closure will take place on December 31 of each year.

Article 29.

Income

The resources of the Association consist of:

a) shares (ordinary and extraordinary) of partners / as.

b) donations or contributions received.

c) The legacies that may legally receive from the people associated or third parties.

d) Subsidies, grants and aid received from the state administration, regional, provincial or municipal, as well as that accorded other private institutions (foundations, other associations, etc.)..

e) Any other lawful resource.

Article 30.

Quotas.

Regular or special fees shall be established by the General Assembly a proposal from the Board, and are not refundable under any circumstances. For the admission of new partners / as may be fixed by the General Assembly, as initial input, non-refundable admission fee.

Article 31.

Documentaries and accounting obligations.

The Association must have a current list of partners / as, to keep records to obtain the true and fair view of the result and financial position of the entity and activities, make an inventory of your assets and collected in a book of minutes of meetings of their governing bodies and representation. Accounts should be in accordance with their specific rules may apply. The accounts of the Association shall be approved annually by the General Assembly.

PART VII. DISSOLUTION AND LIQUIDATION OF THE PARTNERSHIP.

Article 32.

Dissolution.

The Association shall be dissolved:

a) voluntarily when so decided by the Extraordinary General Meeting convened for the purpose by a number of partners / as not less than 10%. The agreement on the solution will require a qualified majority of those present or represented, that will result when the affirmative votes exceeds half.

b) For the reasons specified in Article 39 of the Civil Code.

c) By court order.

Article 33.

Settlement.

In case of dissolution, the Assembly shall appoint a liquidation committee which, once extinguished debt, and if there is excess liquid was destined to end not detract from its non-profit nature.

PART VIII. REFORM OF THE LAWS.

Article 34.

Reform of the Statute.

Amendments to these Regulations shall be handled by the Extraordinary General Assembly, adopting the qualified majority of those present or represented, that will result when the affirmative votes exceeds half. The amendments made shall be communicated to the appropriate Register.

Additional provision

In all matters not provided for in these Regulations shall apply the Organic Law 1 / 2002 of 22 March on the Right of Association, and supplementary provisions.

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