The following may be translated into your chosen language and as such, there may be some differences between the formally submitted text and the text below. In all such cases, the formally submitted text takes precedence. A scanned digital copy of the original signed and submitted physical documents is available by contacting our secretary on secretaria@tablero.org. Please put “Request for scanned copy of the association’s statutes” in the subject line.
CHAPTER I.- NAME, ADDRESS, SCOPE, PURPOSES AND ACTIVITIES
Article 1 Name
The association called 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. Registered Office and Scope of Activity
The registered office of the Association is located at Carrer de la Bérnia, 4, 03778 Beniarbeig, Alicante. The Assembly may, if it so wishes, change this registered office.
The Association will carry out its activities primarily within the regional scope.
Article 4. Aims
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 newcomers to the region.
c) The organization of cooperative and/or competitive activities in a safe, motivating, and playful environment that promotes well-being, enjoyment, creativity, and the development of self-confidence.
d) The promotion of encounters between people of different ages, cultures, and nationalities, strengthening existing relationships and fostering new ones.
e) The stimulation of mental activity in players of all ages, 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 aims 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.
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.
All individuals who freely and voluntarily have an interest in furthering the Association’s aims may become members, subject to the following principles:
a) That these individuals have legal capacity and are not subject to any legal impediment preventing them from exercising this right.
b) That, if they are unemancipated minors over fourteen years of age, they have the written consent of their legal guardians.
c) Membership is non-transferable.
d) Membership will have an initial duration of one calendar year from the moment the member becomes part of the Association.
e) Unless the member notifies the Association otherwise, withdraws their membership, or is expelled, memberships will be automatically renewed, and any associated payments must be made electronically via bank transfer or Bizum.
f) New members will be admitted by submitting an application in person, either by the interested party or by a legal representative if the interested party is a minor or incapacitated.
g) Applications for membership should preferably be submitted using the forms available on the Association’s website, unless the applicant does not have access to or cannot use the online application process. In such cases, they may print a form and either scan it and send it by email or deliver it in hard copy to any member.
h) Submitted applications will be reviewed by the governing body, which will make a decision at its first meeting after the submission. If the applicant meets the requirements stipulated in the bylaws, the governing body may not refuse admission.
i) The membership application 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 Bylaws and Internal Regulations, to agreeing with the Association’s objectives and values, and to paying the membership dues.
j) It is a 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 the requirements for admission.
Article 7. Rights of Members.
The rights of members are as follows:
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 Bylaws. To be a member of the representative bodies, it is essential to be of legal age, to be in full possession of one’s civil rights, and not to be subject to any of the grounds for disqualification established by 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 before any disciplinary measures are taken against them and to be informed of the facts that give rise to such measures. The decision imposing any sanction must be justified.
d) To challenge decisions of the Association’s bodies that they deem contrary to the Law or the Bylaws.
e) To be informed of the Bylaws and the regulations and rules of procedure approved by the Association’s bodies. They shall also have the right to be provided with a copy of the current Bylaws and the Internal Regulations of the Association, if any. f) To consult the Association’s books.
Article 8. Duties of Members.
The duties of members are:
a) To share the aims of the Association and collaborate in achieving them. b) To pay the dues, assessments, and other contributions that, according to the Bylaws, 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) To conduct themselves in accordance with the provisions of the Bylaws.
e) To promote and reinforce the expected behavior 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. Grounds for Withdrawal. The following
are grounds for withdrawal from the Association:
a) The individual’s own decision, communicated in writing to the governing bodies. The individual may receive their initial capital contribution, if any, and any other financial contributions made, excluding membership fees, provided that the reduction in assets does not cause harm to third parties.
b) Failure to pay the established fees.
Article 10. Disciplinary Regime.
The expulsion of members from the Association as a disciplinary measure will occur
when they commit acts that render them unworthy of continued membership. Such acts will be presumed to exist:
a) When a member deliberately impedes or obstructs the fulfillment of the Association’s objectives.
b) When a member intentionally obstructs the functioning of the Association’s governing and representative bodies.
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 subject to the proceedings to be informed of the accusation and to submit arguments against it, as well as to be notified of the General Assembly. The disciplinary 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, composed of all members by their own inalienable right and on absolute equality, and adopts its resolutions by majority vote or internal democratic principle.
All members shall be bound by the resolutions 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 shall meet in ordinary session at least once a year, during the first quarter.
The General Assembly shall meet in extraordinary session whenever necessary, at the request of the representative body or of a number of members representing at least one-third of the total membership.
Meetings of the General Assembly may be held in a physical location and/or in a virtual location (for example, with attendees joining via videoconference).
Article 13. Convening of Assemblies.
Notices of General Assemblies, both ordinary and extraordinary, shall be sent by email at least fifteen days in advance. Whenever possible, all members shall be notified individually. The notice shall state the day, time, and place of the meeting and shall include the agenda.
During the first meeting of the General Assembly, the Chair and the Secretary shall be appointed.
The Secretary shall prepare the Minutes of each meeting, which shall include a summary of the discussions, the text of the resolutions adopted, and the numerical results of the votes. At the beginning of each General Assembly meeting, the Minutes of the previous meeting shall be read for approval.
Article 14. Powers and Validity of Resolutions.
The Assembly shall be validly constituted on first call with the attendance of a minimum of half plus one of the members present (in person or via videoconference) or represented; and on second call, regardless of the number of members present, it must be held half an hour after the first call and in the same place.
In meetings of the General Assembly, each member of the Association shall have one vote. The powers of the General Assembly are:
a) To oversee the activity 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 allow the Association to fulfill its purposes.
d) To take all measures aimed at guaranteeing the democratic functioning of the association.
e) To set ordinary or extraordinary dues.
f) To modify and amend, if necessary, the Internal Regulations.
g) To elect and remove the members of the governing body.
h) To adopt resolutions concerning:
➢ Ratifying the admission of new members approved by the governing body and definitively approving their removal.
➢ Approving the merger of associations, integration into federations or confederations, separation from them, as well as the creation of and participation in coordinating bodies or other specific organizations.
➢ Approving the activity plan.
➢ Approving the Internal Regulations
. ➢ Requesting the declaration of public utility or public interest from the Valencian Community.
➢ Resolving the dissolution of the Association. Amendment of the Bylaws.
➢ Disposing of and selling assets.
➢ Ratifying, if applicable, the hiring of staff for the Association as proposed by the Board of Directors.
➢ Approving the annual inventory of the Association’s assets.
➢ To remunerate, if applicable, the members of the governing body.
➢ Any other matters that, at the written request of one-third of the members, are included on the agenda.
➢ Any other matter that does not fall under the purview of another body of the Association.
Generally, resolutions will be considered approved when, after voting, they have obtained a simple majority of those 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 Governing Body.
The Association shall be governed, administered, and represented by the governing body called the Board of Directors, composed of the President, Secretary, Treasurer, and any other members the Assembly deems necessary.
The members of the governing body shall be elected by free and secret ballot of the members of the General Assembly. Nominations shall 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 shall be those chosen by the governing body.
The positions of President, Secretary, and Treasurer must be held by different individuals. Serving in these positions is unpaid.
Article 16. Term of Office in the Governing Body.
The members of the governing body shall hold office for a period of one year and may be re-elected for a maximum of five consecutive years, in accordance with the provisions of Article 44 of Law 14/2008.
Termination of office before the expiration of the statutory term may be due to:
a) Voluntary resignation submitted in writing, stating the reasons. b) Illness that incapacitates the member from performing the duties of the office.
c) Termination of membership in the Association.
d) Sanction imposed for misconduct committed while in office.
Vacancies that arise in the governing body shall be filled at the first General Assembly held thereafter. However, the governing body may, provisionally, appoint a member of the Association to fill the vacant position until the next General Assembly.
Article 17. Powers of the Governing Body.
The Governing Body has the following powers:
a) To hold and exercise the representation of the Association and to carry out its management and administration in the broadest manner recognized by law, and to comply with the decisions made by the General Assembly, in accordance with the rules, instructions, and general guidelines established by said 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 dues that the members of the Association must pay.
e) To convene the General Assemblies and ensure that the resolutions adopted therein are implemented.
f) To notify the Registry of Associations of any amendments to the Bylaws agreed upon by the
General Assembly within one month.
g) To present the balance sheet and financial statements for each fiscal year to the General Assembly for approval, and to prepare the budgets for the following fiscal year.
h) To maintain accounting records in accordance with specific regulations that allow for a true and fair view of the assets, results, and financial position of the entity.
i) To prepare and maintain an up-to-date list of members and a list of assets and equipment. j) To 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 matter not foreseen by these Bylaws and report on it at the next General Assembly.
l) To appoint the working committees or sections deemed appropriate for the proper functioning of the association.
m) Any other power not specifically attributed to the General Assembly in these Bylaws.
Article 18. Meetings of the Representative Body.
The representative body, convened in advance by the Chair or their substitute, shall meet in ordinary session as frequently as its members decide, which in any case may not exceed every two months. It shall meet in extraordinary session if requested by one-third of its members.
Meetings of the representative body may be held in a physical location and/or in a virtual location (for example, by video conference).
The representative body shall be validly constituted with prior notice and a quorum of more than half of its members.
Members of the representative body are obligated to attend all convened meetings, although they may be excused for justified reasons. In any case, the attendance of the Chair and/or their substitutes shall be required.
Decisions in the representative body shall be made by a simple majority vote of those present. In the event of a tie, the Chair’s vote shall 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 shall also be the President of the governing body. The President shall have the following functions:
a) The direction and legal representation of the Association, by delegation of the General Assembly and the governing 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
governing body.
d) To approve the minutes and certificates prepared by the Secretary of the Association. e) The remaining powers inherent to the office and those delegated by the General Assembly or the governing body.
f) To agree on the agenda of meetings.
g) To authorize validly approved payments.
In the event of the President’s absence or illness, the Vice-President or a member of the governing body shall replace them.
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, in order to submit them to the governing body, as determined 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 comply with the legal and financial responsibilities of an
Association under
Spanish law.
The Treasurer must also 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 shall be responsible for the safekeeping of the Association’s documentation, drafting and signing the minutes of meetings of the governing and representative bodies, drafting and authorizing any necessary certificates, and maintaining an up-to-date list of members. The Secretary is also responsible for maintaining the Association’s register and files, as well as drafting the annual report and any necessary activity plans and documents.
The Secretary must ensure that the Association’s non-financial policies, procedures, and records are sufficient to comply with the legal obligations of an Association under Spanish law.
The Secretary must guarantee that any non-financial document that the Association is required to submit is legal, accurate, and truthful.
Article 22. The Vice-President
. The Vice-President shall be elected by a simple majority vote of the governing body at its first meeting following a meeting of the General Assembly or an Extraordinary General Assembly.
In the event of the President’s absence or illness, the Vice-President shall temporarily assume the President’s duties.
If the Vice-President is also unavailable, another member of the governing body shall assume these responsibilities. This person shall be elected by a simple majority vote of the governing body.
CHAPTER V THE ECONOMIC SYSTEM
Article 23. Initial Assets and Financial Resources.
The initial assets of this Association are valued at ZERO euros.
The annual budget will be approved each year at the Ordinary General Meeting. The financial resources of the Association will be derived from:
a) Membership fees set by the General Meeting.
b) Official or private subsidies.
c) Donations, inheritances, and/or bequests.
d) Income from the Association’s assets or from other income that may be obtained.
Article 24 Benefit of activities
The benefits obtained from the exercise of economic activities, including the provision of services, will be exclusively allocated to the fulfillment of the purposes of the Association, and in no case may they be distributed among the members or their spouses or persons who live with them with an analogous relationship of
affection
, nor among their relatives, nor their free transfer to natural or legal persons with a profit motive.
Article 25. Dues.
All members of the Association are obligated to support it financially through dues or special assessments, in the manner and proportion determined by the General Assembly upon the proposal of the governing body.
The General Assembly may establish entrance fees, monthly dues, and special assessments.
The fiscal year will end on December 31 of each year.
Article 26. Disbursement of Funds.
Current accounts or savings accounts opened at credit institutions must bear the signatures of the President, the Treasurer, and the Secretary.
To disburse funds, two signatures are sufficient, one of which must be that of either the Treasurer or the President.
CHAPTER VI.- DISSOLUTION OF THE ASSOCIATION
Article 27. Causes of Dissolution and Distribution of Remaining Assets.
The Association shall 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 persons present or represented.
b) For the reasons specified in Article 39 of the Civil Code.
c) By final court judgment.
d) Due to the withdrawal of members, such that the number is reduced to fewer than three.
Article 28. Liquidation.
The dissolution of the association initiates the liquidation period, during which the entity retains its legal personality.
The members of the governing body at the time of dissolution become liquidators, unless the General Assembly appoints others, or unless the judge, if applicable, appoints them in their judicial ruling.
The liquidators are responsible for:
a) Safeguarding the integrity of the association’s assets and maintaining its accounts. b) Concluding pending transactions and carrying out any new transactions necessary for the liquidation.
c) Collecting the association’s receivables.
d) Liquidating the assets and paying the creditors.
e) Applying any remaining assets of the association to the purposes stipulated in the Bylaws, with the exception of conditional contributions.
f) Requesting the cancellation of the entries in the corresponding Registry.
In the event of the association’s insolvency, the governing 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 directly allocated to the “Ayudar jugando” (Helping by Playing) association.
Members are not personally liable for the debts of the Association.
Members or officers 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, its members, and third parties for damages caused and debts incurred through intentional, culpable, or negligent acts.
CHAPTER VII.- EXTRAJUDICIAL DISPUTE RESOLUTION
Article 29. Extrajudicial Dispute Resolution.
Any disputes that may arise from actions taken or decisions adopted within the Association shall be resolved through arbitration, in accordance with the provisions of Law 60/2003 of December 23, on Arbitration, and subject, in all cases, to the essential principles of due process, the right to present opposing arguments, and equality of arms, or voluntarily through mediation, in accordance with the provisions of Law 5/2012 of July 6, on mediation in civil and commercial matters.
Important Note
You are reading a translated version of the registered statutes and as such, there may be errors or variances to the intended text. For the avoidance of doubt, a digital scan of the registered statutes in their original language can be found here.