Chapter IV. The Management Board
- The Management Board governs, manages and represents the association. This body is made up of the president, the vice-president, the secretary, the treasurer and the members, positions that must be held by different people.
- The election of the members of the Management Board, who must be members of legal age, is done by a vote of the General Assembly. The persons elected enter into office after accepting the position.
- The appointment and termination of the functions must be communicated to the Registry of Associations by means of a certificate, issued by the outgoing secretary with the approval of the outgoing president, which must also include the acceptance of the new president and the new secretary.
- The members of the Board of Management exercise their functions for free.
- The members of the Board of Management shall hold office for a period of five years, without prejudice to their re-election.
- Termination of duties before the expiry of the statutory period of office may be effected by:
a. Death or declaration of absence in the case of natural persons, or extinction in the case of legal persons
b. Incapacity or disablement
c. Resignation notified to the governing body
d. Separation agreed by the general assemblyd.
e. Any other provided by law or by the statutes
3. Vacancies on the Board of Management must be filled at the first meeting of the General Assembly. In the meantime, a member of the association may provisionally fill the vacant position.
- The Board of Management has the following powers:
- To represent, direct and administer the association in the broadest manner recognized by law; likewise, to comply with the decisions taken by the General Assembly, in accordance with the rules, instructions and guidelines established by this Assembly.
- Make the necessary arrangements to appear before public bodies and to institute all manner of legal proceedings and appeals.
- To suggest the defense of the interests of the association to the General Assembly.
- To propose to the General Assembly the defense of the establishment of the quotes that the members of the association have to satisfy.
- To summon the general assemblies and control that the agreements adopted are fulfilled.
- To present the balance sheet and the statement of accounts of each year to the General Assembly for its approval and to draw up the budgets for the following year.
- To hire the required employees.
- To inspect the accounting and to make sure that the services work normally.
- To establish working groups to achieve in the most efficient and effective way the aims of the association, and to authorize the acts that these groups will carry out.
- To appoint the members of the Board of Directors who will be in charge of each working group, at the proposal of the groups themselves.
- Take the necessary steps from public bodies, entities and other persons, to achieve:
-Subsidies or other financial aids
– The use of premises or buildings that can become a space for coexistence and communication, as well as a centre for citizen recovery..
- To open current accounts and saving books in any credit or savings establishment and dispose of the funds in this deposit. The disposal of funds is determined in Article 28.
- Resolve provisionally any case not foreseen in the statutes and inform the first meeting of the General Assembly.
- Any other power that is not specifically attributed to any other governing body of the association or that has been expressly delegated to it.
- The Board of Management, previously summoned by the President or the person who replaces the president, must meet in ordinary session with the periodicity decided by its members, which in no case shall be less than once every three months.
- The Board of Management must meet in extraordinary session when called by the President or when requested by one third of the members of the Board.
- The Board of Management is validly constituted if it has been convened in advance and there is a quorum of half plus one of its members.
- The members of the Board of Management are obliged to attend all the meetings that are called, although they can be excused for justified reasons. The attendance of the president or the secretary or the persons who substitute them is always necessary.
- The Board of Management takes resolutions by simple majority vote of the attendees.
- The Board of Management may meet exceptionally by means of video conference, multi-conference or any other system that does not involve the physical presence of the members of the governing bodies. In these cases, it is necessary to guarantee the identification of those attending the meeting, continuity in communication, the possibility of intervening in the deliberations and the casting of votes. It is understood that the meeting is held in the place where the President is located. In the virtual meetings, those who have participated in the conference call and/or videoconference are considered attending members.
- The Board of Directors may delegate any of its powers to one or more committees or working groups if it has the favourable vote of two thirds of its members.
- The Board of Management can also appoint, with the same quorum, one or more agents to exercise the function it entrusts to them with the powers it deems appropriate in each case.
- The formulation of the accounts and the acts that have to be authorized or approved by the General Assembly cannot be delegated
The resolutions of the Board of Management must be recorded in the minutes book and must be signed by the secretary and the president. At the beginning of each session of the Board of Directors, the minutes of the previous session must be read so that they can be approved or rectified if necessary