Legal codes

STATUTES

CHAPTER I

General disposition

Article 1. Name

With the name FUNDACIÓ GENERAL DE LA UNIVERSITAT DE VALÈNCIA, DE LA COMUNITAT VALENCIANA, a non-profit cultural foundation of general interest is constituted and under the guardianship of the Protectorate exercised by the Generalitat Valenciana.

Article 2. Duration

The Foundation is established for an indefinite duration. However, if at any time the Foundation's own purposes could be considered fulfilled or became impossible to fulfill, the Board of Trustees may agree to their extinction in accordance with the provisions of article 35 of these Statutes.

Article 3. Legal personality

The Foundation is a private rights entity belonging to the public sector, which has its own legal personality and full legal capacity and to act, in accordance with the rules by which it is governed.
The Foundation is considered as its own instrumental means and technical service of the University of Valencia in the matters that constitute its purposes, and is obliged to assume the management tasks that it carries out for the performance of acts of any nature in relation to its object and ways of acting. The relations between the Foundation and the University of Valencia are of an instrumental and non-contractual nature, and can be articulated through the orders provided for in article 32 of Law 9/2017, of November 8, on Public Sector Contracts, and therefore, to All effects are of an internal, dependent and subordinate nature. The communication made by the University of Valencia commissioning an action will mean the order to start it.
The Foundation will not be able to participate in public tenders called by the University of Valencia, without prejudice to the fact that, when no other bidder attends, it may be entrusted with the execution of the benefits that are the subject of the same.

Article 4. Regulatori regime

The Foundation is governed by the will of the founder expressed in the founding deed, by these Statutes, by the rules that, in their interpretation and development, are established by the Board of Trustees and, in any case, by the legal provisions in force.

Article 5. Nationality, scope of action and domicile

The Foundation has Spanish nationality.
Its main area of activity is the Valencian Community.
The Foundation is domiciled at Calle Amadeo de Saboya no. 4 from Valencia.

Article 6. Nature

The Foundation is of a cultural, promotional and service nature.
The Foundation may agree to grant financial aid in the form and amount it deems appropriate, allocating for this purpose the income from its assets or possible aid it receives for this purpose.
The merits or lack of means will be the primary basis for choosing the recipients of the benefits.

Article 7. Web page and communications by telematic means

Web page and communications by telematic means All the members of the Board of Trustees, by acquiring the status of trustee, accept that communications between them and with the Foundation can be carried out by telematic means, for which the Entity will provide them with an email account.
The Foundation must have a web page, being the responsibility of the Executive Vice Presidency both the specification of the URL address or place on the Internet as well as its modification or transfer.
Likewise, the Executive Vice-Presidency will use the appropriate telematic means as an instrument of communication with the members of the Board of Trustees, which will only be accessible by its users through a personal password made up of an identifier and a password that the Foundation will provide, although the Foundation is empowered to Executive Vice-Presidency to establish, by means of a reasoned resolution, the specific telematic means of communication that is most appropriate at each moment.
The members of the Board of Trustees undertake to make diligent use of their password and keep it secret, not being able to transmit it to any third party. Consequently, the members of the Board of Trustees will be responsible for the proper custody and confidentiality of any identifiers and/or passwords, and agree not to assign their use to third parties, whether temporary or permanent, or allow third parties access to their account. without the authorization of the Executive Vice Presidency.

CHAPTER II

Object of the Foundation and beneficiary persons

Article 8. Object

The Foundation has the fundamental mission of cooperating in the fulfillment of the purposes of the University of Valencia, among which is development cooperation.
Its main objectives are to help teaching, research, cultural diffusion, the integral human formation of potential beneficiaries and comprehensive care for people with disabilities.
The competent bodies of the Foundation can agree and establish all kinds of activities without any other limitation than that of the best achievement of the purposes listed in the previous sections, among which are the provision of school scholarships and the carrying out of dissemination activities. culture and teaching.

Article 9. Forms of action

The development of the purpose of the Foundation will be done, among others, through one of the following forms of action:

Promotion and development of diverse cultural activities, in particular, in the field of plastic arts and musical creation, among others, theatrical, musical, choreographic and cinematographic performances, as well as art exhibitions and similar events;
Promotion, creation of libraries, archives and documentation centers and provision of their own services;
Organization and collaboration in the organization of congresses, fairs, courses, seminars or similar activities, of an academic and/or scientific nature;
Promotion of the publication of books and other publications;
Promotion and organization of the provision of services to members of the university community;
Promotion and management of cooperation and solidarity activities with developing countries;
Promotion and development of various social activities;
The promotion and carrying out of scientific research and technological development activities;
Professional integration and labor advice through information actions and professional guidance, motivation and personalized follow-up, labor intermediation and prospecting of the labor market, among others;
The preparation and sale of books, newspapers and magazines, and registered sound and video supports and computer supports, the production, transformation and sale of agroecological and fair trade products, both in relation to food and in ornamentation and gardening, the preparation and marketing of catering and restaurant services, as well as the sale and purchase of promotional products and/or items, merchandising and office supplies;
Any other that the Board deems appropriate for the better fulfillment of the Foundation's own general interest purposes, as well as those related to the aforementioned actions and their disclosure.

All the actions listed in this article may be carried out in collaboration with third parties, in person or by taking advantage of new information and communication technologies, as well as social networks.

Article 10. Beneficiaries

Potential beneficiaries of the Foundation will be, mainly, all the people who are part of the university community of the University of Valencia and, in general, Valencian society.
Using criteria of impartiality, objectivity and non-discrimination, the Foundation will grant its benefits to persons or entities that, meeting the conditions stated above, the Board of Trustees deems to be legitimate creditors thereof, in accordance with the bases, norms or rules that are elaborated. , at any time, for your selection.
Whenever the delimitation of the beneficiaries is necessary, in cases such as the granting of scholarships or the financing of projects, the Foundation will mainly attend to those people who are part of the sector of the population that can be attended in accordance with the objectives foundations, always in accordance with the general criteria of impartiality and non-discrimination and the particular criteria of merit and capacity, without prejudice to the fact that it may also consider territorial plurality, personal situations of need of the beneficiaries, petition order and other similar ones.
No one may claim before the Foundation a preferential right to enjoy its benefits, or impose on the Board its attribution to any specific person or entity.

CHAPTER III

Basic rules for the application of resources to the fulfillment of the foundational purposes

Article 11. Destination of rents and income

The Foundation will apply the foundational resources to the fulfillment of its purposes, in the proportion that, for each financial year, is determined by the Board of Trustees when preparing and approving the corresponding annual action plans, paying attention, at all times, to the provisions of the Law.

Article 12. Publicity of activities and application of income

The Foundation will provide sufficient information on its purposes, activities and application of income so that they are known.

CHAPTER IV

Governing bodies

Article 13. Governing bodies

The governing body of the Foundation is the Board of Trustees.

First section

The Board of Trustees

Article 14. Nature of the Board of Trustees and nature of the position of trustee

Nature of the Board of Trustees and nature of the position of trustee The Board of Trustees is the governing, administrative and representative body of the Foundation, which will have and exercise the powers that correspond to it subject to the provisions of the legal system and these Statutes. Its members must exercise their functions with the diligence of a loyal representative.
The employers will exercise their powers independently, without obstacles or limitations. Consequently, they may not be imposed, in the adoption of agreements of any kind, the observance of other requirements than those expressly provided in these Statutes or those established, as a necessary Law, in the legal system.

Article 15. Free character of the position of employer

The members of the Board of Trustees will exercise their positions free of charge without, in any case, being able to merit any remuneration for their exercise. However, they will have the right to be reimbursed for the expenses, duly justified, that the exercise of their functions causes them.

Article 16. Composition and charges

The Board of Trustees will be made up of a minimum of three trustees and a maximum of twenty-one. Within these limits, the Board of Trustees will determine the specific number of members at all times.
They will be born patrons:

President.- The Magfco./a Mr./a Rector of the University of Valencia;
Executive Vice President.- A vice-rector of the University of Valencia appointed by the Board of Trustees at the proposal of the Rector;
Secretary.- The General Secretary of the University of Valencia;
A person linked to the Martínez Guerricabeitia Family, appointed by the Board of Trustees at the proposal of the President.

They will be elective patrons:

Nine members appointed by the Board of Trustees at the proposal of the Governing Council of the University of Valencia;
Eight members freely appointed by the Board of Trustees;

Individuals who have full capacity to act and are not disqualified from holding public office, nor are they involved in any cause of incompatibility, may be members of the Board of Trustees.
Legal persons may form part of the Board of Trustees and must designate, through their competent body, the natural person who acts on their behalf.
The position of employer that falls on a natural person must be exercised personally. However, another employer designated by him/her may act in her name and representation, and this representation must be for specific acts and in accordance with the instructions that, in her case, the represented person formulates by written.
If the person called to hold the position of employer is due to the position held in public or private entities, the person to whom their replacement corresponds may act on their behalf in accordance with the regulations that regulate them, or the person that it designates in a public deed if it is permanent, or by means of a special writing for each occasion.
When the status of employer is attributed to legal persons, they must designate, through their competent body, the natural person who acts on their behalf, which must be granted, in any case, in writing. If the representative natural person were to do so by reason of the position, the provisions of the previous section shall apply.

Article 17. Rules for the appointment and replacement of its members

The position of member will have a duration of five years, being able to renew its mandate, without limits, for successive periods of the same duration.
The trustees will continue in the exercise of their position until the next meeting of the Board of Trustees in which their renewal or replacement is decided, which must necessarily be held within the six months following the expiration date of the trustee position.
The renewal or appointment of new members will be made by the Board of Trustees, in accordance with the procedure established in these Statutes for the adoption of agreements.

Article 18. Employer acceptance

The acceptance of the position by the employers must be formalized in the manner provided in the current legislation.

Article 19. Cessation and suspension of employers

The dismissal and suspension of the members will occur for any of the causes provided by law.

Article 20. Presidency

The President is responsible for representing the Foundation before all kinds of people, authorities and public and private entities, and the Board of Trustees may, for specific matters and by express agreement, grant this power to other of its members; will convene the ordinary and extraordinary meetings of the Board of Trustees and will set the agenda, preside over them, direct their debates and, where appropriate, execute the agreements, being able to do all kinds of acts and sign those documents necessary for this purpose.
The President has the casting vote to settle any ties that may arise in the votes that take place at the Board of Trustees meetings.

Article 20. Executive Vice Presidency

It corresponds to the Executive Vice President to carry out the functions of the President in cases of vacancy, absence or illness, and may also act on behalf of the Foundation in those cases in which it is so determined by agreement. of the Board of Trustees

Article 22. Secretary

The Secretary is responsible for the certification of the Board of Trustees agreements, the conservation and custody of all the documentation belonging to the Foundation, drawing up the minutes corresponding to the Board of Trustees meetings, issuing the certifications and reports that are necessary and all those that are expressly entrusted to it.

Artículo 23. Skills

It is the responsibility of the Board of Trustees to comply with and enforce the foundational purposes, in accordance with the provisions of the Law and these Statutes, and to administer the assets and rights that make up the Foundation's assets, fully maintaining their performance and utility, in accordance with to the economic-financial criteria of a good manager.
Regardless of the functions granted by these Statutes, and without prejudice to requesting the mandatory authorizations and making the appropriate communications to the Protectorate, by way of example and not limitation, the following are powers of the Board of Trustees:

Establish the orientation and set the general lines of operation of the Foundation;
Select the beneficiaries of the foundation benefits;
Approve the action plan and its liquidation, the activities report and the annual accounts that must be presented to the Protectorate;
Agree on the alienation of real estate;
Accept, where appropriate, donations and/or legacies and accept inheritances for the benefit of inventory;
Approve the statutory modifications and all those acts that need authorization from the Protectorate, as well as decide on the conflicts referred to in article 13.7 of Law 8/1998, of December 9, on Foundations of the Valencian Community or precept that replaces it;
In general, any other functions that must be carried out for the administration or government of the Foundation, subject in any case to legal requirements.

Article 24. Meetings and adoption of agreements

The Board of Trustees will meet at least twice a year and, in addition, as many times as called by the President or when requested by at least one third of its members.
The call will be sent individually to all the members of the Board of Trustees, at least five days before the date of the meeting, to the address designated by them, through any procedure, including computer, electronic or telematic means, that allows accrediting its reception by the recipients. The call shall state the place, date and time of the meeting, as well as the agenda. The documentation relating to the matters to be discussed at the meeting will be made available to the members of the Board sufficiently in advance. No prior call will be necessary when all the members of the Board attend and unanimously agree to hold the meeting.
The Board of Trustees may be constituted, convened, hold its sessions, adopt agreements and send minutes both in person and remotely. In the sessions that the Board of Trustees hold remotely, its members may meet in different places, as long as it is ensured by electronic means, also considering as such the telephone and audiovisual, the identity of the members or the people who replace them, the content of their manifestations, the moment in which they take place, as well as the interactivity and intercommunication between them in real time and the availability of the means during the session. Among others, electronic mail, audio conferences and video conferences will be considered included among the valid electronic means. The circumstances of the celebration and the possibility of using these telematic means will be indicated in the announcement of the meeting, which will be understood to be held at the address of the Fundació General de la Universitat de València. The Secretary of the Board of Trustees must recognize the identity of the members of the Board of Trustees in attendance and express it in the minutes.
The Board of Trustees will be validly constituted when more than half of its members attend, present, remotely, or represented, and provided that the President and the Secretary are present or remote, except in cases for which a greater number of attendees is required by law.
Except in cases in which, legally or statutorily, other majorities are applicable, the agreements will be adopted by a simple majority of votes of the trustees present, remotely or represented. In the event of a tie, the President or, in case of substitution, the Executive Vice President will have the casting vote.
The Foundation Manager will attend the meetings of the Board of Trustees, with voice but no vote, although their presence will not be counted for the purposes of integrating the attendance quorums required by these Statutes.
For each meeting held by the Board of Trustees, the corresponding minutes shall be drawn up by the Secretary, which must state the attendees, the circumstances of the place and time of the meeting and the items on the agenda, as well as the interventions made. succinctly and the literal content of the agreements adopted, leaving a record of the result of the voting. The minutes will be signed, on all their pages, by the Secretary of the Board of Trustees with the approval of the President.
The minutes will be approved in the same or in the following session. However, the Secretary may issue certification on the agreements that have been adopted, without prejudice to the subsequent approval of the minutes. In the certifications of agreements issued prior to the approval of the minutes, this circumstance will be expressly stated.
The Board of Trustees will keep a Book of Minutes, duly numbered and legalized, in which all the minutes approved by this body will be recorded.

Second section

Other organs

Article 25. Management

The Board of Trustees, at the proposal of the President, may appoint a Manager of the Foundation, who will exercise the functions of executive direction and operational management of the same, on a full-time dedication basis, under the superior authority of the Executive Vice President.
It corresponds to him, without prejudice to the powers that may be delegated by the Board of Trustees, to execute the plan of activities and manage the budget, as well as those other functions that are entrusted to him. In addition, he will direct the technical and administrative services of the Foundation.
In the event of a vacancy, absence or illness, the Foundation Manager will be replaced by the person designated by the President of the Board of Trustees.

Article 26. Delegations and powers of attorney

The Board of Trustees may designate one or several delegates or representatives of the Foundation, with a general or special character, jointly or jointly, with the powers that are determined. This power of attorney will be recorded in a public deed and, in the event that it is general, it must be registered in the Registry of Foundations.
Excluded from special power of attorney are the powers that the current regulations reserve for the Board of Trustees because they cannot be delegated, specifically the approval of the accounts and the action plan, the decision on the conflicts referred to in article 13.7 of Law 8/1998, of December 9, of Foundations of the Valencian Community, or precept that replaces it, nor those that require the authorization of the Board of Trustees.
The Foundation's proxies will give an account of the exercise of their powers at each meeting of the Board of Trustees.

CHAPTER V

Advisory Commissions

Article 27. Advisory Commissions

The Board of Trustees may agree, by majority of its members, the constitution of Advisory Commissions for the fulfillment of very specifically determined purposes. This power may be delegated in accordance with the provisions of article 26 of these Statutes.
The Advisory Commissions will propose to the Board of Trustees of the Foundation the acts and legal transactions that they deem necessary for the fulfillment of their purposes or, if appropriate, to their delegates and/or attorneys-in-fact, which will proceed in accordance with the provided by these Statutes.

CHAPTER VI

Economic regime

Article 28. Heritage

The Foundation's patrimony is made up of all assets and rights that can be valued economically.
The Foundation must appear as the owner of all the assets and rights that are part of its patrimony, which must be included in its annual inventory.
The Board of Trustees will promote, under its responsibility, the registration in the name of the Foundation of the assets and rights that make up its patrimony in the corresponding public registries. Public funds and securities, industrial or commercial, owned by the Foundation, will be deposited, in its name, in credit establishments, with the Board of Trustees designating these funds and securities.
The acts of disposition and administration of the same will be adjusted to the legal norms in force that result from application.

Article 29. Resources and income

The Foundation, for the development of its activities, will be financed fundamentally with the resources that come from its patrimony and, where appropriate, with those others coming from aid, subsidies, donations, inheritances and other acts free of charge, carried out by people physical or legal, whether public or private.
The Foundation will be able to obtain income by charging prices to its beneficiaries, which in no case may exceed, as a whole, the actual cost of the service provided to them, which will never be higher than the market price, considering the capacity economic individual of the beneficiaries for the determination of their amounts.
Without prejudice to the fact that the Foundation fundamentally fulfills its founding purposes with the permanent affectation of its patrimony and the income derived from it, special attention will be devoted to the promotion of income from:

Collaboration agreements with companies and institutions for the development of research programs or of any other kind, financed by them;
Grants from public bodies;
Donations, inheritances and legacies;
Courses, seminars and conferences;
Editions, publications and any other class of marketable products.

The acceptance of inheritances by the Foundation will always be for the benefit of inventory. The acceptance of legacies with burdens or onerous or remunerative donations and the repudiation of inheritances, donations or legacies without burdens will be communicated by the Board of Trustees to the Protectorate within the legally established term, and the same may exercise the corresponding liability actions against the employers, if the acts of the Board of Trustees were detrimental to the Foundation, under the terms provided in the Law.

Article 30. Administration

The Board of Trustees is empowered to administer and dispose of the Foundation's assets, in accordance with what is advised by the economic situation at any given time, and without prejudice to requesting the proper authorization or proceeding to the appropriate communication to the Protectorate.
The Foundation will apply its resources to the fulfillment of the various foundational purposes that it pursues, in accordance with the percentages established by law and in the proportion that, for each year, the Board of Trustees determines when preparing and approving the corresponding annual action plans.

CHAPTER VII

Accounting and budget regime

Article 31. Fiscal year

The financial year of the Foundation will coincide with the calendar year.

Article 32. Annual accounts

The Foundation will keep an orderly and appropriate accounting for its activity, which allows a chronological follow-up of the operations carried out. For this, it will necessarily keep a Daily Book and an Inventories and Annual Accounts Book, as well as those that the Board deems appropriate for the good order and development of its activities and for the adequate control of the same.
In economic-financial management, the Foundation will be governed by the general principles and criteria determined by current regulations.
The annual accounts, which include the balance sheet, the income statement and the economic management report, will form a unit, and must be clearly written and show a true image of the assets, financial situation and results of the Foundation. The economic management report, in addition to completing, expanding and commenting on the information contained in the balance sheet and in the income statement, will include the foundation's activities, changes in its governing, management and representation bodies, as well as the degree of compliance of the action plan, indicating the resources used, their origin and the number of beneficiaries in each of the various actions carried out, the agreements that, where appropriate, have been carried out with other entities for these purposes, and the degree compliance with the rules established in current regulations. Likewise, an inventory of the patrimonial elements will be incorporated into the memory.
The annual accounts will be approved by the Foundation's Board of Trustees within the maximum period legally established, and will be submitted to the Protectorate for examination and verification within ten days of their approval, attaching a certificate accrediting said approval.
If the Foundation complies with the legally established requirements, the aforementioned documents will be submitted to external audit, and the Foundation's report will be sent to the Protectorate together with the annual accounts. In addition, the Board of Trustees may submit the annual accounts to external audit when it deems appropriate.

Article 33. Action plan

The Board of Trustees will approve and send to the Protectorate, in the last three months of each financial year, an action plan, together with its explanatory report, in which the objectives and activities that it plans to develop during the following financial year are reflected.

CHAPTER VIII

Statutory modification and extinction of the Foundation

Article 34. Statutory modification

These Statutes may be modified by the Board of Trustees by means of an agreement adopted with the affirmative vote of half plus one of the number of trustees at the time of proposing the modification.

Article 35. Extinction of the Foundation

The Foundation will be extinguished in the cases established in the current legislation.
In the event of extinction, the assets and rights resulting from the corresponding liquidation will be integrated, in their entirety, into the patrimony of the University of Valencia, founding entity of the extinct institution.
The corresponding liquidation procedure will be carried out by the Board of Trustees under the guardianship of the Protectorate, and managers may be appointed in charge of executing the decisions adopted by the Board of Trustees in relation to the liquidation of assets.

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