CHAPTER 1
Denomination,
objectives, field and address
Article
1. Denomination, personality and objectives
With
the denomination Sociedad Española para la Promoción de
la Naturación Urbana y Rural (PRONATUR) an entity is founded
that suits to the disposals of the Law 191/64, from 24 Decembre, and
the complementary norms of the Decree 1440/65, form 20 May, without
profit purpose, and declaring itself to be independent from associations,
groups or political parties.
PRONATUR
is founded in order to co-ordinate and to move the technical, scientific
and entrepreneurial efforts orientated towards an improvement of the
urban and rural environment, incorporating nature to this environment.
The
improvement of the urban nuclei, by the way of promoting green spaces
and naturation of buildings (fronts and roofs) shall be co-ordinated
with an adequate ordonnance of the space and the periurban agriculture.
The
technical innovations of the naturation shall contemplate the agricultural,
urban, constructive, physical-chemical and commercial scientific knowledge
that allow an adequate service to the Spanish society.
Article 2.
Objectives
To encourage, co-ordinate and facilitate the investigation,
teaching, advice and diffussion of all aspects related to Urban and
Rural Naturation.
To
promote the development and improvement of techniques of Urban and Rural
Naturation.
Article 3. Activities
For the fulfilment of the objectives, the following
activities will be done:
- To facilitate
exchanges between persons and organisations.
- To organise meetings, courses and conferences.
- To collect and diffuse information.
- To promote actions that promote the investigation
and experimentation, improve the education, and facilitate the advice
in the field of the urban and Rural Naturation.
- To inform, collaborate and maintain contacts
with national and international organisations that have similar o
complementary objectives.
Article
4. Field and duration
The Society will develop its activities
in the Spanish territory; the Secretary can be located in any place
of this territory.
The
Society is founded for undefined time, and its dissolution will suit
to the norms contained in the present statutes.
Article
5. Social address
The SPANISH SOCIETY
FOR THE PROMOTION OF THE URBAN AND RURAL NATURATION will have its social
address at the Escuela Superior de Ingenieros Agrónomos of Madrid
(Ciudad Universitaria, 28040 Madrid).
This address can be changed at proposition
of the Board of Directors with the approval of the General Assembly.
This social address does not limit the freedom of the Board of Directors
to convoke General Assemblies and meetings where it estimates to be
suitable.
CHAPTER
II
About
the members, their duties and rights
Article
6. Types of members
The Society may have three types of members:
1. Numerary and founders: Technicians, scientists
and professionals that work or are interested in the objectives
of the society, that have solicited their adhesion to the Secretary.
2. Honorary members: Persons or entities that have distinguished
by their contribution in favour of the objectives of the Society.
3. Protectors: Persons or entities that wish to collaborate by monetary
or other contributions to the objectives of the Society, respecting
its independent character.
Article
7. Rights and duties of the members
The numerary and founding members
have the following rights:
- To participate in all activities organised
by the Society and fulfilling its objectives.
- To have all the advantages and benefits
that the Society may offer.
- To participate in the General Assamblies
with voice and vote.
- To be electors and eligible for the directive
charges.
- To get information about the agreements
made by the organs of the Society.
- To make suggestions to the members of the
Board of Directors in order to improve the carrying out of the objectives
of the Society.
The numerary and founding members have the
following duties:
- To accomplish the present Statutes and the
valid agreements of the General Assemblies and the Board of Directors.
- To pay the membership fees that are set.
- To attend to the General Assemblies and
other acts that are organised.
- To discharge, in case, the duties inherent
to the charge occupied.
- To contribute with their behaviour to the
good name and prestige of the Society.
From one year of paying fees onward,
they can assist to the activities organised by the Society at a reduced
price, and they will have priority when the number of participants is
limited.
Not numerary members. The members that
are not numerary have the following rights:
- The same as the numerary members.
The
members that are not numerary have the following duties:
- To fulfil the present Statutes and the valid
agreements of the General Assemblies and the Board of Directors.
- To pay the membership fees that are set,
only in the case of the protective members.
- To attend to the General Assemblies and
other acts that are organised.
- To contribute with their behaviour to the
good name and prestige of the Society.
Article
8: Conditions of admission
1. Numerary members: They have to be proposed
at own proposal and their admission will correspond to the Board of
Directors, that will communicate it to in the General Assembly.
2. Honorary members: their nomination will be made by the General
Assembly, at a reasoned proposal of the Board of Directors.
3. Protectors: they will be accepted by the General Assembly, at a
reasoned proposal of the Board of Directors.
Article
9: Lows of the members
The
members will finish their membership because of the following reasons:
- At own request, directed in writing to the
President of the Society.
- Death.
- Not paying the membership fees, at 31 December.
- Expulsion agreed upon by the General Assembly
at a reasoned proposal of the Board of Directors, or, at least, twenty
five numerary members. The General Assembly will open a procedure
that guarantees the defence of the interests of the affected.
Article
10. Annual membership fee
The annual membership fee of each type of member will be fixed
by the General Assembly at proposal of the Board of Directors. The honorary
members are exempt from this fee.
CHAPTER III
About
the Government Organs
Article
11.
The
government organs are the General Assembly and the Board of Directors.
GENERAL
ASSEMBLY
Article
12. Composition of the General Assembly
The
General Assembly is the supreme organ of government of the Society and
will be constituted by all members.
These,
even the absent and the dissident, will be subject to the agreements
of the General Assembly.
Article
13. Meetings of the General Assembly
The meetings of the General Assembly can be Ordinary or Extraordinary.
The ordinary reunions will be held, at least, once a year, and shall
be convoked by the secretary, by order of the president. The General
Extraordinary Assemblies will be held when the circumstances advise
it according to the judgement of the president, when the Board of Directors
decides so, o when 30% of the numerary members propose it, with a concrete
expression of the matters that will be treated.
Article 14. Powers
of the Assemblies
Son facultades de la Asamblea
General Ordinaria:
The General Ordinary Assembly has the following
powers:
- To approve, if it is convenient, the management
of the Board of Directors.
- To examine and approve, if it is convenient,
the state of accounts.
- To approve or to reject the proposals of
the Board of Directors in order of the activities of the Society.
- To fix ordinary and extraordinary fees.
- An other power that is not the exclusive
competence of the Extraordinary Assembly.
The General Extraordinary Assembly has the
following tasks:
- To nominate the members of the Board of
Directors.
- To modify the statutes.
- To dissolve the society.
- To dispose and alienate the goods.
- To remove members from membership, at proposition
of the Board of Directors.
- To constitute Federations and join them.
- To solicit the declaration of public utility.
Article 15. Convocation
of the Assemblies
The convocation of the General Assemblies,
as well Ordinary as Extraordinary, will be done in writing to each member,
expressing the place, day and hour of the meeting, as well as the agenda.
Between the convocation and the day indicated for the Assembly there
have to be at least 15 days and it can be celebrated in second convocation,
at least half an hour after the first convocation and an announcement
of the date of the second convocation has been made in the call, because,
if not, the second convocation has to be made ate least 8 days before
the date of the meeting.
Article 16. Constitution
of the Assemblies
The
General Assemblies, as well the Ordinary ones as the Extraordinary ones,
will be constituted validly in the first convocation if the majority,
more than 50% if the members with right to vote or their legal representing,
assist, and in second convocation if any number of members with right
to vote or represented are present.
Article 17. Decision
taking
Simple majority will
take the agreements of the General Ordinary Assembly (more than 50%
of the votes of the assistants and representing). In the case of the
General Extraordinary Assembly simple majority of the assisting and
represented votes will do the agreements.
Article 18. Delegation
of the vote
Other numerary members in the General Assemblies can represent
the associated. The representation must be given in writing and with
special character for each session.
Article
19. Working of the Assembly
The Assemblies will be presided by the President of the Society or,
in his default, by the Vice-president. In the absence of these, by the
eldest present vocal.
The Secretary of the Society, or in his/ her absence, the youngest
present vocal, will act as Secretary.
The agreements will be put to a book of proceedings that will be signed
by the Secretary with the agreement of the President or his legal substitute
in the Assembly.
Article
20. Delegation of faculties of the General Assembly
The General Assembly can delegate in the Board of Directors
all ordinary faculties that are of its competence, excepting the specific
ones of the Extraordinary General Assemblies, the approval of the accounts
and budgets and the fixation of fees and contributions.
BOARD OF DIRECTORS
Article 21. Composition
of the Board of Directors
The President, the Vice-president, the Secretary, the Treasurer and
4 Vocals will constitute the Board of Directors; from these vocals,
three will be elected and the fourth will be the salient President.
If this, for any cause, does not exist, he will be substituted by another
elected vocal.
Article
22. Election of the Board of Directors
The Board of Directors will be elected in the General Assembly.
The charges of President, Vice-president, Secretary, Treasurer
and vocals,will be presented in the General Assembly.
The proposal of candidates shall be done at least 20 days before the
corresponding voting, and the relation of candidates that fulfil the
requisites for being eligible will be sent to the Members with right
to vote, at least 15 days before the General Assembly.
During the General Assembly an electoral table will be constituted that
is formed by three members of the Board of Directors, where the eldest
acts as President and the youngest as Secretary.
The voting will be secret, and the candidates
that have obtained the majority, more than 50% of the votes, will be
proclaimed, and if this percentage is not reached, a second voting will
be made, and the candidates that obtain most votes will be elected.
In case of draw, the president of the Assembly will decide.
In case that nobody presents as candidates, the Board of
Directors will propose these in the moment of celebration of the General
Assembly.
Article
23. Renovation of the Board of Directors
The members will perform their charges for a period of three
years and can be elected again in a consecutive way for identical periods.
Article
24. Vacancies in the Board of Directors
In case of resignation or death of any member of the Board of Directors
the vacant place in the General Assembly will be covered. The duration
of this charge will conclude in the date in which the substituted member
would have concluded.
Article
25. Destitution of charges
The members of the Board of Directors can be separated of their charges
at any moment by the Ordinary or Extraordinary General Assembly, by
means of voting, and at proposal of the Board of Directors or 30% of
the members.
Article
26. Meetings of the Board of Directors
The Board of Directors will meet when it estimates convenient, at least
with a periodicity of less than 6 months, convoked by the president
or half of its members and announced to its members with 15 days of
previousness.
Article
27. Functions of the Board of Directors
- To preside and direct the sessions of the General Assemblies and
to convoke and preside the Board of Directors putting order to the
debates in a convenient way.
- To watch the fulfilment of the agreements of the General Assemblies
and of the Board of Directors.
- To authorise with his signature the titles of the society, proceedings,
statement of accounts, balances, and other documents that are necessary
for the good working of the Society.
The Vice- president has the following functions:
- To substitute the President in his functions due to his delegation
or absence.
- To co-ordinate the Scientific Commission that will watch to mantain
the quality of the scientific activities of the Society.
The Secretary has the following functions:
- To convoke by order of the President the General Assemblies.
- To redact the proceedings of the sessions celebrated by the General
Assemblies and the Board of Directors in the respective Book of Proceedings.
- To keep the book of Register of Members with the formalities required
by the legislation in use.
- To subscribe the citations for the sessions of the General Assemblies
and of the Board of Directors.
- To watch the archive of documents of the Society.
- To redact a yearly memory of activities that will be presented to
the General Assemblies after being sanctioned by the Board of Directors.
- To deliver certifications with reference to the books and documentation
of the Society, with the approval of the President.
The Treasurer has the following functions:
- To take care of the funds and other social values.
- The management of the collections and payments, after the approval
by the President.
- To carry out the accounting, formalising the balances for their
later approval, if proceeding, with the approval of the Board of Directors
and the General Assemblies.
- To formalise the budgets of the yearly incomes and expenditures
that will submit to the Board of Directors for its later conduction
to the General Assemblies.
- To inform the Board of Directors and the General Assemblies of the
economic running of the Society.
- To substitute the Secretary, due to delegation or absence of the
same.
The Vocals have the following functions:
- To assume those that are given to them by the General Assemblies
or the Board of Directors.
- To simulate and co-ordinate the activities of the Society: working
groups, redaction committee, relations with the Society, Congresses,
etc.
Article 28. Functioning
of the Board of Directors
The Board of Directors will be constituted validly
when the President or the Vice- president, the Secretary or the Treasurer
and at least any other two members are present in the meeting.
The Board of Directors will govern the Society, excepting those cases
in which, according to the statutes, the approval of the General Assembly
is necessary.
The agreements will be taken by simple majority, and in case of draw
the quality vote of the President will decide. .
The
President will convoke the sessions and the Secretary will pass them
through the regular administrative channels at least 15 days before
the sessions.
The agreements will redact the proceedings in a Book of Proceedings,
with the approval of the President.
CHAPTER IV
About
the economic ressources
Article 29. Objectives
and Activities
The objectives of PRONATUR are purely scientific and technical
and its activities will not be lucrative.
Article 30. Patrimony
This
Society does not have a Foundational Patrimony. In future it will be
integrated by the contribution of the members and the goods and rights
of any kind, that, in accordance with the laws, gets from particulars
or Official Organisms or Entities.
This patrimony will
belong exclusively to the Society, as a different jurist person than
its members.
Article 31. Economic
Resources and Budget
The economic resources that are foreseen
for the development of the objectives and activities of the Society
will be the following:
- The admission fees, annual membership fees and extraordinary contributions
agreed by the General Assembly.
- The subventions, legates or heritages that it can get in a legal
way from any member or from third persons.
- Any other licit economic resource.
The ordinary budget
will not exceed the limits established by law.
Article 32. Economic
Report
The Treasurer will submit the Treasury Report
for approval of the General Assembly, once sighted by the Board of Directors.
The Treasurer will elaborate and present, with the approval of the Board,
the corresponding budget of expenses and incomes that shall be approved
by the General Assembly in the way foreseen in the Statutes.
CHAPTER V
About the
Scientific Activities and Publications
Article 33.
Congresses and Scientific Meetings
The Society will be able to celebrate Congresses
and Scientific Meetings and all those activities in agreement with its
objectives.
The Society will be able to celebrate Congresses and Scientific
Meetings and all those activities in agreement with its objectives.
Article 34. About
the Working Groups
The Working Groups will be integrated by members
interested in organising exchange activities of information, or of any
other nature foreseen in the objectives of the Society.
For
the constitution of a Working Group it will be necessary that there
are at least three members, that it is communicated to the Secretary,
and that it is approved by the Board of Directors that will give account
of it to the General Assembly. Each Group will elect a responsible for
the co-ordination of its activities.
There will be given prior and posterior information
of the activities of the Working Groups by the disposable mediums.
Article 35.
About the Publications
The Society will try to edit a periodical informative Bulletin
as means of diffusion and communication between its members.
Besides it can sponsor scientific and technical
publications about the objectives of the Society, as well as the records
of the Congresses and Seminaries that take place. For that purpose an
Editorial Committee will be founded, of which the Assembly at proposal
of the Board of Directors will ratify the charges.
The articles that will be published by the Society
have to subject to the norms of publication and the Editorial Committee.
CHAPTER
VI
About the
Modifications of the Statutes and the dissolution of the Society
Article
36. Modification of the Statutes
In order to introduce any modification in the present Statutes at least
one of the following requisites must be fulfilled:
- Written proposal signed at least by 30% of the members.
- Proposal of the Board of Directors.
Once received the proposals by the President, this will
convoke General Assembly. For the approval of the emendations at least
the favourable vote of 2/3 of the present and represented votes is necessary.
Article 37. Motives
for the dissolution of the Society
The Society can be dissolved for any of the following
motives: