Objectives
The Queen Sofia Foundation's objectives, included in its Statutes, are the promotion, help and development of the needs, physical as well as spiritual, of all types of men and women, and their fullest integration within the social community, encouraging and defending the citizens' lawful rights and aspirations, the works of literature, the arts and sciences, the regional and local traditions, Spain's artistic and cultural heritage, the acquisition of human, technical and professional abilities, the environment and, generally, everything related to the ideas of progress, welfare and justice.
I.- THE FOUNDATION. TITLE AND NATURE
Article 1.-
The Queen Sofia Foundation is a non-profit mixed cultural and charitable foundation, of a private nature, nationwide scope and indefinite duration.
Article 2º.-
To all effects the Founder is Her Majesty Queen Sofia of Spain, who will be the Foundation’s Chairman.
The Founder will be free to appoint at any time the person who will succeed or substitute her in her duties as Chairman. Such an appointment will be made by public document of which the Board of Patrons will be duly informed.
II.- GENERAL PROVISIONS
Article 3.-
The Foundation shall be ruled by the present Statutes, as long as they are not opposed to compulsory legal norms, and by the conditions established by the Foundation’s organs for their interpretation, observance and application.
The rest of legal provisions shall be applied as established and ruled by the above-mentioned norms.
Article 4
The interpretation of these Statutes and other norms that will internally rule the Foundation’s activities will be carried out by its Board of Patrons in the most beneficial way for the fulfilment of its goals, with the altruistic spirit which must preside all its actions.
Article 5º.-
The Foundation, of Spanish nationality, is based in Madrid, in the Zarzuela Palace. The Board of Patrons may freely change its address within the national boundaries and designate the premises of any delegations which may eventually be set up.
Article 6º.-
The Foundation has its own legal entity and full legal capacity to act and therefore shall be able to perform the following actions, taken that this list is not restrictive but simply declarative: purchase, keep, own, administer, make use of, transfer, tax or mortgage properties, furniture, fittings or, generally, any type of assets; to hold all types of acts and contracts; to take on obligations, to set up societies, to renounce and settle assets or rights, to propose, oppose, follow and waive any pertinent procedures, to freely exercise any rights, actions, exceptions, before the ordinary and special Courts, Government or State bodies, and every other corporations, public or private entities.
III AIMS
Article 7º.-
The Foundation’s aims are the following:
CULTURALES:
- To promote or develop the study of the needs of humankind, not only of human individual reality, physical as well as intellectual and spiritual, but also its connection with the social community.
- The promotion, encouragement or protection of Spanish traditions, which are the people’s essence.
- The promotion of music.
- To promote the study of the characteristics and cultures of the communities which make up the Spanish nation.
- The performance or promotion of cultural activities which will contribute to the good relationship of the Spanish people with other peoples.
- The attention to the national artistic heritage and the natural environment, encouraging their knowledge and information, and the cooperation with State bodies and private institutions as regards their conservation and protection.
SOCIAL AID:
- The promotion, encouragement and protection of welfare and social institutions.
- The care of, recovery and social adjustment of the physically and mentally handicapped, with special attention to the highest levels of handicap, the prevention of mental handicaps, special education, the prevention and treatment of juvenile delinquency and the welfare of senior citizens.
RESEARCH:
- The promotion of research into our historic past and its projection onto the future of our culture
EDUCATION:
- The promotion, encouragement and protection of educational institutions.
The order of the above listing of the Foundation’s objectives does not imply an obligation to fulfil them all, nor does it mark any order of priority amongst them.
Article 8º.-
The Foundation may carry out its objectives directly, or through collaboration agreements with other entities or persons, without losing its own legal, patrimonial, statutory or functional autonomy.
Article 9º.-
In order to achieve its aims, the Foundation may perform all types of activities, amongst them:
- To promote, establish, support or finance studies, research or activities related to the Foundation’s objectives, or help by temporary or permanent means those welfare centres, institutions or persons pursuing the same or similar aims.
- To award scholarships or any type of grants to all types of persons or entities.
- To convene competitions, create or endow chairs, organize exhibitions, finance all sorts of publications and papers.
- To establish artistic, literary or scientific awards.
- To give all types of donations, advances and grants for achieving the Foundation’s aims.
- To create, support and help institutions, centres or establishments devoted to achieve any of the Foundation’s aims.
The Board of Patrons will chose the beneficiaries impartially and without discriminating amongst those candidates matching up to the following requisites:
- To belong to a section of the population cared for by the Foundation
- To request the benefits or services which the Foundation may offer.
- To lack the appropriate means to obtain the same benefits as those provided by the Foundation.
Article 10º.-
IV.- ASSETS AND FINANCIAL ACTIVITY
Article 11º.-
The Foundation’s assets may be all types of goods, furnishings, property, investments and rights.
The Foundation’s assets shall be made up by:
- The initial endowment made by its Founder, and all further contributions of the same nature.
- All contributions made at any time by any natural person or legal entity, national or foreign, who feel identified with the Foundation’s aims.
- All grants, donations, legacies or subscriptions received by the Foundation under any concept or title.
- The goods acquired by the Foundation by any legal means..
- All products, profits or incomes from the Foundation’s assets and investments.
Article 12º.-
The Foundation may freely make “all types of investments” in order to get a better profit from its assets within the normal limits of a healthy and wise management, whose expenses may not exceed the legal limits.
The Foundation may not be forced to invest its assets in any special sort of securities or titles, public or private, not even in those issued by the State or the Public Administrations for welfare purposes, even if they are similar to those of the Foundation, unless the Board freely agrees to do so.
V.- ORGANS OF THE FOUNDATION
Article 13º.-
They are the following:
- The Chairmanship.
- The Board of Patrons.
- The Executive Committee.
Article 14º.-
The Foundation’s Chairman presides over the Board of Patrons and the Executive Committee, sanctions its agreements and carries out the remaining functions assigned by the Statutes.
Article 15º.-
Notwithstanding the provisions set out in Article 2 of the Statutes, if for whatever reason the Foundation’s Chairmanship became vacant, the procedure will be as follows:
The August Person who is at the time the Queen of Spain will hold the Chairmanship or will appoint the person to hold it, or lacking the said appointment, the Board of Patrons in plenary session and with a quorum of no less that two thirds of its members, will propose to H.M. the King of Spain or to the Regency of the Kingdom a list of three candidates so that one may be chosen amongst the three.
The Queen of Spain may claim the Chairmanship for Herself at any time when She is not holding it.
Article 16º.-
The Board of Patrons is the organ of government in charge of the administration, direction, management and representation of the Foundation, whose objectives it must faithfully carry out.
Its functions are set out as follows, although this is not a restrictive list:
- To establish the Foundation’s general policy regarding the financial management of its assets, in order to secure their conservation and increase, as well as the necessary income to achieve the Foundation’s aims.
- To establish the Foundation’s general lines of action and to agree on a specific programme of activities to be carried out during each financial year..
- To approve all the activities performed in the previous financial year and the appropriate rectifications.
- To interpret these Statutes and to solve as fully as possible whatever problems that may arise in the functioning of the Foundation.
- To administer with full faculties the Foundation’s assets, therefore being able to perform any act of administration and strict dominion, to acquire, dispose of, tax, and mortgage every type of goods, furnishings, property, investments and rights, to renounce every type of rights or actions, to exercise these or their exceptions before every type of Court and Jurisdiction, all Organs and Branches of the State, Provincial or Local Government, to make transactions or to confess in a trial.
- To inspect and direct the Foundation’s accounts, to edit its Annual Report and its statement of account, to prepare its Budgets and to approve their liquidation.
- To appoint the Executive Committee and to delegate to it all powers deemed necessary for the better functioning of the Foundation.
Artícle 17ª.-
El The Board of Patrons will have a minimum of six and a maximum of ten members.
Artícle 18º.-
Any person fully in possession of his or her civil rights and who is not disqualified to hold public office, may become a member of the Board of Patrons.
All members will be appointed by the Chairman of the Foundation.
Should a vacancy occur within the Board, the Chairman will appoint a new member to fill it.
Article 19º.-
The Chairman will appoint, amongst the Board members, a Vice-Chairman and a Secretary, to whom the Chairman may temporarily delegate whatever duties are considered advisable.
The Vice-Chairman will perform the Chairman’s functions if the latter is absent, ill or incapable, or even when expressly delegated to act regarding definite cases, actions or resolutions.
The Secretary will perform whatever duties are entrusted to him or her, either by the Board of Patrons or by the Chairman; he or she will write up the minutes of the Board meetings and will draw up the certificates of its agreements, with the Chairman’s approval.
Article 20ª.-
The Foundation’s appointments will be non-paid and will be performed by the holders according to their loyal judgement and their conscience.
I.- THE FOUNDATION. TITLE AND NATURE
Article 1.-
The Queen Sofia Foundation is a non-profit mixed cultural and charitable foundation, of a private nature, nationwide scope and indefinite duration.
Article 2.-
To all effects the Founder is Her Majesty Queen Sofia of Spain, who will be the Foundation’s Chairman.
The Founder will be free to appoint at any time the person who will succeed or substitute her in her duties as Chairman. Such an appointment will be made by public document of which the Board of Patrons will be duly informed.
II.- GENERAL PROVISIONS
Article 3.-
The Foundation shall be ruled by the present Statutes, as long as they are not opposed to compulsory legal norms, and by the conditions established by the Foundation’s organs for their interpretation, observance and application.
The rest of legal provisions shall be applied as established and ruled by the above-mentioned norms.
Article 4.-
The interpretation of these Statutes and other norms that will internally rule the Foundation’s activities will be carried out by its Board of Patrons in the most beneficial way for the fulfilment of its goals, with the altruistic spirit which must preside all its actions.
Article 5.-
The Foundation, of Spanish nationality, is based in Madrid, in the Zarzuela Palace. The Board of Patrons may freely change its address within the national boundaries and designate the premises of any delegations which may eventually be set up.
Article 6.-
The Foundation has its own legal entity and full legal capacity to act and therefore shall be able to perform the following actions, taken that this list is not restrictive but simply declarative: purchase, keep, own, administer, make use of, transfer, tax or mortgage properties, furniture, fittings or, generally, any type of assets; to hold all types of acts and contracts; to take on obligations, to set up societies, to renounce and settle assets or rights, to propose, oppose, follow and waive any pertinent procedures, to freely exercise any rights, actions, exceptions, before the ordinary and special Courts, Government or State bodies, and every other corporations, public or private entities.
III AIMS
Article 7.-
The Foundation’s aims are the following:
CULTURAL:
a) To promote or develop the study of the needs of humankind, not only of human individual reality, physical as well as intellectual and spiritual, but also its connection with the social community.
b) The promotion, encouragement or protection of Spanish traditions, which are the people’s essence.
c) The promotion of music.
d) To promote the study of the characteristics and cultures of the communities which make up the Spanish nation.
e) The performance or promotion of cultural activities which will contribute to the good relationship of the Spanish people with other peoples.
f) The attention to the national artistic heritage and the natural environment, encouraging their knowledge and information, and the cooperation with State bodies and private institutions as regards their conservation and protection.
SOCIAL AID:
a) The promotion, encouragement and protection of welfare and social institutions.
b) The care of, recovery and social adjustment of the physically and mentally handicapped, with special attention to the highest levels of handicap, the prevention of mental handicaps, special education, the prevention and treatment of juvenile delinquency and the welfare of senior citizens.
RESEARCH:
a) The promotion of research into our historic past and its projection onto the future of our culture.
EDUCATION:
a) The promotion, encouragement and protection of educational institutions
The order of the above listing of the Foundation’s objectives does not imply an obligation to fulfil them all, nor does it mark any order of priority amongst them.
Article 8.-
The Foundation may carry out its objectives directly, or through collaboration agreements with other entities or persons, without losing its own legal, patrimonial, statutory or functional autonomy.
Article 9.-
In order to achieve its aims, the Foundation may perform all types of activities, amongst them:
a) To promote, establish, support or finance studies, research or activities related to the Foundation’s objectives, or help by temporary or permanent means those welfare centres, institutions or persons pursuing the same or similar aims.
b) To award scholarships or any type of grants to all types of persons or entities.
c) To convene competitions, create or endow chairs, organize exhibitions, finance all sorts of publications and papers.
d) To establish artistic, literary or scientific awards.
e) To give all types of donations, advances and grants for achieving the Foundation’s aims.
f) To create, support and help institutions, centres or establishments devoted to achieve any of the Foundation’s aims.
The Board of Patrons will chose the beneficiaries impartially and without discriminating amongst those candidates matching up to the following requisites:
1. To belong to a section of the population cared for by the Foundation
2. To request the benefits or services which the Foundation may offer.
3. To lack the appropriate means to obtain the same benefits as those provided by the Foundation.
Article 10.-
At least seventy percent of the results of any financial operations carried out and of the income obtained by any other means, expenses deducted, must be assigned to the fulfilment of the Foundation’s objectives. The remainder must be employed to increase either the endowment or the reserves, as agreed by the Board of Patrons. The expenses incurred in obtaining those incomes may include external services, staff, management, financial costs and taxes, as long as they contribute to the earning of income, and excluding expenses assigned to the fulfilment of the statutory objectives. This duty must be fulfilled during the time comprised from the beginning of the financial year when these results and incomes have been obtained, until four years after the closing of the said financial year.
IV.- ASSETS AND FINANCIAL ACTIVITY
Article 11.-
The Foundation’s assets may be all types of goods, furnishings, property, investments and rights.
The Foundation’s assets shall be made up by:
a) The initial endowment made by its Founder, and all further contributions of the same nature.
b) All contributions made at any time by any natural person or legal entity, national or foreign, who feel identified with the Foundation’s aims.
c) All grants, donations, legacies or subscriptions received by the Foundation under any concept or title.
d) The goods acquired by the Foundation by any legal means.
e) All products, profits or incomes from the Foundation’s assets and investments.
Article 12.-
The Foundation may freely make “all types of investments” in order to get a better profit from its assets within the normal limits of a healthy and wise management, whose expenses may not exceed the legal limits.
The Foundation may not be forced to invest its assets in any special sort of securities or titles, public or private, not even in those issued by the State or the Public Administrations for welfare purposes, even if they are similar to those of the Foundation, unless the Board freely agrees to do so.
V.- ORGANS OF THE FOUNDATION
Article 13.-
They are the following:
1º.- The Chairmanship.
2º.- The Board of Patrons.
3º.- The Executive Committee.
Article 14.-
The Foundation’s Chairman presides over the Board of Patrons and the Executive Committee, sanctions its agreements and carries out the remaining functions assigned by the Statutes.
Article 15.-
Notwithstanding the provisions set out in Article 2 of the Statutes, if for whatever reason the Foundation’s Chairmanship became vacant, the procedure will be as follows:
The August Person who is at the time the Queen of Spain will hold the Chairmanship or will appoint the person to hold it, or lacking the said appointment, the Board of Patrons in plenary session and with a quorum of no less that two thirds of its members, will propose to H.M. the King of Spain or to the Regency of the Kingdom a list of three candidates so that one may be chosen amongst the three.
The Queen of Spain may claim the Chairmanship for Herself at any time when She is not holding it.
Article 16.-
The Board of Patrons is the organ of government in charge of the administration, direction, management and representation of the Foundation, whose objectives it must faithfully carry out.
Its functions are set out as follows, although this is not a restrictive list:
1º.- To establish the Foundation’s general policy regarding the financial management of its assets, in order to secure their conservation and increase, as well as the necessary income to achieve the Foundation’s aims.
2º.- To establish the Foundation’s general lines of action and to agree on a specific programme of activities to be carried out during each financial year.
3º.- To approve all the activities performed in the previous financial year and the appropriate rectifications.
4º.- To interpret these Statutes and to solve as fully as possible whatever problems that may arise in the functioning of the Foundation.
5º.- To administer with full faculties the Foundation’s assets, therefore being able to perform any act of administration and strict dominion, to acquire, dispose of, tax, and mortgage every type of goods, furnishings, property, investments and rights, to renounce every type of rights or actions, to exercise these or their exceptions before every type of Court and Jurisdiction, all Organs and Branches of the State, Provincial or Local Government, to make transactions or to confess in a trial.
6º.- To inspect and direct the Foundation’s accounts, to edit its Annual Report and its statement of account, to prepare its Budgets and to approve their liquidation.
7º.- To appoint the Executive Committee and to delegate to it all powers deemed necessary for the better functioning of the Foundation.
Article 17.-
The Board of Patrons will have a minimum of six and a maximum of ten members.
Article 18.-
Any person fully in possession of his or her civil rights and who is not disqualified to hold public office, may become a member of the Board of Patrons.
All members will be appointed by the Chairman of the Foundation.
Should a vacancy occur within the Board, the Chairman will appoint a new member to fill it.
Article 19.-
The Chairman will appoint, amongst the Board members, a Vice-Chairman and a Secretary, to whom the Chairman may temporarily delegate whatever duties are considered advisable.
The Vice-Chairman will perform the Chairman’s functions if the latter is absent, ill or incapable, or even when expressly delegated to act regarding definite cases, actions or resolutions.
The Secretary will perform whatever duties are entrusted to him or her, either by the Board of Patrons or by the Chairman; he or she will write up the minutes of the Board meetings and will draw up the certificates of its agreements, with the Chairman’s approval.
Article 20.-
The Foundation’s appointments will be non-paid and will be performed by the holders according to their loyal judgement and their conscience.
Board members will hold their posts for two years, and they may be reappointed indefinitely for further two-year periods.<br><br>
Board membership is or may be lost through death, legal incapacity, voluntary resignation, continued and unjustified absence from meetings, end of a two-year period as member, and whatever other circumstances which may directly or indirectly affect the faultless personal or social behaviour required of members, and by agreement of at least two thirds of the Board.
Article 21º.-
The Secretary will call the Board meetings, according to the Chairman or the Vice-Chairman’s instructions and by efficient means, addressed to each member at least three days before the date when the meeting is to be held.
Article 22º.-
The Board will be validly set up in the first call when either the Chairman or the Vice-Chairman, plus three members, are present.
In the second call the presence of either the Chairman or the Vice-Chairman, plus the presence of two members either personally or by representation, will suffice.
Article 23º.-
Board meetings will be presided over by the Chairman, excepting cases of absence, impossibility or delegation, when the Vice-Chairman will preside.
Article 24º.-
Agreements will be adopted by majority of the votes of members present, and submitted to the Chairman’s approval, without which they will not become effective.
Article 25º.-
Board members may ask to be represented at meetings when they are unable to attend them, whatever the cause. Representation must be given in writing, one for each meeting, expressing the member’s opinion on the resolutions to be adopted according to the agenda, and always to another Board member.
Article 26º.-
Article 27º.-
After a meeting, the Board Secretary will draw up the minutes with transcription of the agreements taken therein.
Article 28º.-
The Executive Committee is the permanently and jointly acting body in charge of carrying out the Board’s agreements and instructions.
The Committee will be presided over by the Chairman or the person holding the Chairman’s delegation provisionally or permanently, and will be made up by the Board Secretary and four Board members appointed by him or her.
The Executive Committee will hold, within the Foundation’s internal sphere, whatever powers or duties given it by the Board according to Law, and specifically the engagement or dismissal of staff working for the Foundation.
In the external or representative areas, the Committee’s powers will be those granted by the Board.
The Committee will meet whenever the Chairman or delegate considers it suitable, and will be set up when the Chairman or delegate plus two of its members are present. Agreements will be reached by majority.
Article 29º.-
The Board may appoint a professional Manager of the Foundation to run it efficiently.
The Board may delegate to the Manager the powers of administration, representation and provision that may be deemed suitable.
The Manager will not be considered a Board member, but may express his or her opinions at the Foundation meetings. The Board has the power to dismiss him or her.
Article 30º.-
The Foundation’s governing bodies may have the counselling of a so-called Advisory Board made up by members appointed by the Board of Patrons, and who will advise the Foundation in a non-paid and non-binding capacity on whatever matters the Foundation may deem suitable to submit to its consideration, as well as prepare and present to the appropriate governing body its suggestions and acting proposals. The Foundation’s Advisory Board will be run by the rules and instructions set up by the Board of Patrons.
VI.- ACCOUNTS
Article 31º.-
The financial period will be yearly and will coincide with the natural year.
Article 32º.-
Each year the Board of Patrons will draw up a budget which will include the Foundation’s predictable income and expenses.
During the current financial year, the Board will be able to make any changes in the budget deemed convenient to suit it to the needs or attentions to be covered.
At the end of each financial year, the Board of Patrons will draw up a statement of account showing the budgetary results.
Article 33º.-
The Board of Patrons will approve every budget expenditure.
VII.- MODIFICATION, MERGER AND EXTINCTION OF THE FOUNDATION
Article 34º.-
By agreement of the Board of Patrons, the present Statutes may be modified, as long as the changes favour the Foundation’s interests. The modification will have to be undertaken when changing circumstances make it impossible for the Foundation to operate satisfactorily according to its Founder’s wishes or to its current Statutes.
In order to modify the Statutes the legally established quorum will be required, as well as the Chairman’s permission and the fulfilment of any other legal requirements.
Article 35º.-
The Board of Patrons may propose the Foundation’s merger with another, subject to mutual agreement with the latter.
Article 36º.-
The Foundation will be closed down for the causes and according to the procedures established by the current legislation and, particularly, when for any reason the fulfilling of its objectives becomes impossible.
On closing down the Foundation, the Board of Patrons will start the liquidation process to be undertaken with the legal control of the appropriate Protectorate.
The assets resulting from the liquidation will be allocated to other Foundations or institutions with similar objectives of general interest, as set out by the current legislation.
The Foundation’s Chairman is empowered to appoint the institution who will receive these assets, when the necessary legal conditions are fulfilled.
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