Miguel Delibes Foundation is established according to the will of the writer´s children Miguel, Ángeles, Germán, Elisa, Juan, Adolfo and Camino with an unlimited duration dimension.
Once inscribed in the Register, the Foundation is a legal entity on its own and has full range of scope.
The Foundation has Spanish Nationality
The Foundation will observe current legal regulations, according to the Founders´will consequently expressed in the statutes as well as the rules and arrangements under the interpretation and developement established by the board.
The address of the Foundation is placed in Valladolid, Dos de Mayo, 10/ 8º Street, where we can find its head office. Themain territory where the Foundation will develop its activities will be in the Castilla y León region.
Nevertheless other delegations or offices could be estabilished in any other region of the national territory if it is considered necessary.
Some of the aims of the Foundation are:
- Compile and custody of Miguel Delibes´ cultural legacy: handscripts of his work, writer´s bibliography, filmography, personal collections, etc.
- Study and spreading the work and the name of Miguel Delibes in all of his facets and by any means (congresses, conferences, books, articles, documentaries, etc.).
- Promotion and support of studies and research about the themes and topics that have been permanent in Miguel Delibes literary work.
Some of the Activities that the Foundation will carry out to achive the previously mentioned aims are
- Creating a Delibes Library which will enclose the manuscripts, his work including translations into other languages, his personal books as well as bibliography related to his name and his literary work.
- Creating a film archive with all the productions base don Delibes or his work.
- Custody and preservation of personal objects of the writer such as awards, private collections, furniture and paintings.
- Promote and support research related to the novelit´s work in its various fields ( Fiction prose, Thoughts, Journalism…) highlighting his influence in the Spanish language, in Literature and the Press.
- Publishing and helping to the editing of works that may lead to a better understanding of the name and work of Miguel Delibes.
- Encourage to keep the values that he made his own and that he defended (Christian Humanism, freedom, Social justice, Solidarity, Responsible Journalism, Preservation of nature, self sostaining hunting and fishing, presrvation or the rural environment, etc.).
And in general any other activity which encourages and supports the aims of the Foundation.
Those activities could be directly or indirectly carried out throughout agreements with public or private institutions.
At least 70% of the income net amount (of any kind obtained by the Foundation) will be asigned to the realization of activities oriented to acomplish the aims of the Foundation. The time of the previously mentioned asignation has to be carried out within the deadline established by the law of Foundations of Castilla y León.
The remaining amount of the mentioned incomes will be asigned to the payment of the borad outlay and to investments to increase the assets of the Foundation.
The Board outlay will not be in any case higher than the established income rate.
The aims of the Foundation are oriented in an extended nature to all the society without prejudism on the Board side, so in terms of resolving the beneficiaries of specific activities of the Foundation, the Board will apply objective and lawful criteria.
The foundation will suficiently advertise and inform about its aims and projects so they can be known by its beneficiaries and all people interested in them.
The representation of the government and administration of the Foundation are responsbility of the Board, which is the one incharge of fulfilling the aims of the Foundation as well as thoroughly administrate the goods and legal rights that conform the heritage of the Foundation, so they maintain its purpose and functionality.
The board is titular of all the faculties and rights that in law terms are necessary for the government, administration and representing the Foundation. The Board could delegate in the Delegate Comission (in case there is one) and in one or various patrons the developement of the faculties and functioning they consider necessary, except those reffered to the following cases:
- The interpretation and modification of these statutes.
- The approval of the syllabus, annual accounting, budgets and intervention plans as well as interpretation of these statutes according to the current legislation.
- To determine the internal regulations for the centers managed by the Foundation.
- Setting the regulations to determine who will be the beneficiaries of the Foundation.
- The extintion of the Foundation.
- Merging with one or more than one Fundations.
- Giving consequent authorities.
- Settlement (agreement debt) of the Foundation.
- Assuming agreements or developing functions that may require from the Protectorate confirmation.
Regarding to the wide range of faculty of representation, government and administration, the Board will be able to organise any type of events or acts as well as legal business without the need of any other formalities or authorisation apart from those already mentioned in the legal regulations of the Foundations from Castilla y León and in these statutes.
1.- Board meetings will be called by its secretary following the previous order of the President. The President will determine those meeting whenever he/she considers necessary or when a third of the total number of the Board memebers claims for one. In this case, in the formal permission addressed to the President, there will appear the matters to be considered at the meeting.
The summons will enclose the place, time and date of the meeting and the agenda. These will be individually sent to all the members of the Board, at least five days in advance and sent to the address of the board members choice, including electronic, computer or telematic as long as they allow the reception by the addressees.
There will be at least two meetings per year and one of them has to take place withing the five months corresponding to the fiscal year to ensure the approval of the annual accounting of the previous fiscal year and its presentationd to the Protectorate within the stablished legal deadline. The other meeting will be called at a suitable date to aprove the Budget of the following fiscal year and then agree on its presentation to the Protectorate.
2.- All the agreements will be adopted by simple mayority of the constituted Board. The Board will be oficially constituted in each of the meetings if the participants are at least half the number plus one member of the Board, except in those cases when the current laws or the current statutes require a special quórum.
The Board will be legaly constituted without a previous call as long as all the board members are present and they unanimously accept to have the meeting.
The Board meeting could be postponed whenever the Board agrees to do so, as long as the President of the Board makes a formal request.
In case of a draw in the votation the vote of the Presiden will decide.
One Board member can abstain from voting when it come to adopt and agreement in which:
- A contractual relationship is established between the Foundation and a Board member, his/her manager, His /her relative , his/her spouse or any other person with some kind of sentimental relationship.
- Whenever any public liability procedures are being taken against him/her..
The minutes of the meetings will be taken by the Secretary, those minutes have to be approved by the participants at the end of the meeting or beginning of the following meeting. The minutes of the meetings will be transcribed to the book of minutes where they will be signed by the Secretary under the supervisión of the President.
- The Board will be formed by a mínimum of 8 and a maximun of 18 members.
- There are lifelong Board members:
all the children of Mr. Miguel Delibes Setién and Mr. Emilio José de Palacios Caro.
- There will be elected Board menbers those people who are chosen by the current Board under a simple majority votation of the members already incribed in the Foundation Register. Theelected new members will have a five year term of office and they will have the possibility of being re-elected.
- Membership of the board will be allowed either for physical or legal entity members. Physical members will have full work capacity and never be disqualify to have any civil service position. Physical members will have to develope their post personally without inconvenience of the posible anticipated substitutions or delegation on any Board members side.
- Legal entity members will choose, throughout a competent authority, a physical person to represent them. This naming, as well as his/her posible substitution, must be notified to the Board and then it will be registered in the Foundations Register.
- The very first Board will be named by the Founders in the Foundation´s Constitution.
- The moment of the setting up of the Foundation the Founders and later on the Board and under the agreement of the majority of its members, they could name honor Board members all those people that due to their connection or contribution to the Foundation aims and also due to their public liability in any public institution of the city of Valladolid or the Castilla y León region, would be liable to deserve that honor.
- The honor board members will be named for undetermined period of time; they will not intervene in the foundation´s government; nevertheless they will be informed about the Foundation´s activities and the honor members could make themselves Heard or thet can be consulted by the Board members about matters related with the Foundation.
The board members will start developing their tasks right after accepting their post in the public document, private document with an authenticated signature by a public notary, or attending personally at the Foundations Register.
All those board members that sign up after the inscription of the Foundation and the formation of its first Board, will be able to regularize their acceptance in the presence of the Board, giving prove of this acceptance throughout the certification of the minutes dispatched by the Board Secretary under the approval of the President.
The naming of Board Members, as wll as their acceptance and the naming of of all the post inside the Board will be notified to the Protectorate with the documents that give prove to the namings and then they will be registered in the Foundations Register.
It will be compulsory for the Board Members to assist to those meetings to which their presence is required, unless there is a reasonable cause that stops them form assisting.
They will have to cover their post with the assistance of a legal representative who will develop their task under the stablished legal regulations and the will of the Founder. All the Board members will mutually respond before the Foundation about the dmages that those representatives may cause due to acts contrary to the legal regulations or the Statutes, or evenif they don´t respond in accordance to the expected responsability required for their post.
Those who voted against the agreement and those who can prove that did all in their capacities to avoid the damage, will be excluded from any responsability. The post of Board Memebers is of free will and non-profitable, nevertheless the borad members will have the right to get compensations for those expenses that they can justify and imply the result of their duties.
Amongst the Board Memebers one President will be elected.
The elected President will have the following duties:
- Represent the Foundation in Court and out of it, as long as the Board member didn´t choose another representative.
- Lay out the Borad meeting and establish the agenda.
- Manage the meeting and debates, organisevotations for agreements and announce the results of the votations.
- Guard the proper developement of the Board agreements.
- Guard the accomplishment of the Statutes and Law.
- Endorse the minutes and certifications of the Board agreements.
- Any other duties that legally or according to the Statutes corresponds to the President.
The Board Members can name one or several vice-presidents and will stablish the naming. In case of illness or absence of thePresident, all his/ her functions will be taken on to the first vice-President, second…and so consecutively.
The person asigned by the Founders in the constitution of the Foundation will be the Board Secretary. In case of dismissal or resignation, the Board will name another Secretary and that person does not necessarily need to be a Board Memeber, in that case, the Secretary can assist to the Foundation´s meeting but won´t have the voting option.
The following will be duties of the Board Secretary:
- Call the Meeting of the Board when its Presidents requires so and in order to that he/she will have to notify the Board Members.
- Attend the meetings with or without votation capacity depending on the Secretary status in Foundation.
- Keep all the documents of the Fouandation and propperly organize the minutes agenda of the Board along the meetings.
- Dispatch certifications under the approval of the President, reffering the adopted agrrements of the Board.
- Any other duties that correspond to the Secretary´s post.
The Board has the option of naming a Vice-Secretary who will take on the duties of the Secretary in case of vacancy, absence or illnes.
- The substitution or suspensión of Board Members will be verified according to the stablished rules in which the the Foundations in the Castilla y León region are based.
- The Board Memebers will dismissed their posts due to causes stablished in the regulations in which the Foundations in the Castilla y León region are based.
- The resignation of Board Memebers will be regularized by any of the procedures stablished for the acceptance of the 16th ARTICLE in the statutes and that resignation will be made effective from its comunication by the Borad Members.
- All the documents that give prove of the mentioned resignation will be passed onto the Protectorate and then inscribed in the Foundations Register.
The Board will be able to agree on the formation of a Delegate Commitee with the aim of delegating on it all those duties considered necessary and allowed by law.
The Delegate Commitee will be constituted by a minimum of three and a maximum of five members.
The President and the Secretary of the Board will be mandatory members of the Delegate Commitee.
The rest of the members of the Delegate Commitee will be named by the Board under mayority of two thirds of its members.
When the Secretary is not a Borad member he/ she won´t have voting capacity.
The members of the Delegate Commitee will be dimissed when they dismiss their membership of the Board or by agreement of the Board.
- ) It is responsability of the Delegate Commitee:
- Preparing the agreements to be presented to the Board.
- Conduct all the administrative acts aimed to the preservation of the goods, investing goods and rights that have legal consideration of endowment. They will also manage the assets and incomes to improve the fulfillment of the Foundation´s aims as long as those are not reserved for the Board.
- Apply all the responsibilities that are not propper of any other Organism of the Foundation.
- There will be duties of the Delegate Comitee, following direct orders from the Board, all those faculties of the Board except those that cannot be delegated by law.
The Delegate Comitee will meet as many times as the President considers necessary or when at least three members of the Comitee require it.
See 13th ARTICLE of the Statutes to observe the summons, votations, agreements and minutes stablisments.
The Board of Trustees may agree, by simple majority of the Employers that are registered in the Registry, the appointment of a Director of the Foundation that will help the management and government of the Foundation, and may carry out those acts for which, within the purposes of the Foundation, has been empowered by the Board.
The Director will not be part of the Board of the Foundation and his position will be paid.
The initial endowment of the Foundations is conformed by the goods and rights that are stated in the constitution. This initial endowment will be increased with the goods and rights and finantial investments that are donated along the existance of the Foundation either by the Founders or other people, including those received by the Board with a permanent nature to the Foundation´s aims.
The foundation´s patrimony is formed by all the goods, rights and obligations liable to have an economic value and that are included in the endowment. There will also be included all those goods acquired by the Foundation after its formation.
The Foundation will be entiteled as the owner of all the goods and rights that form its patrimony and all of them will appear in the annual inventory and the correspondant public record book.
For the development of its activities the Foundation will be funded by the resources that come from the incomes of its patrimony, and in some cases from incomes of some grants, or donations given by public or private organizations or people.
The Foundation will be able to obtain incomes originated from its services and activities, as long they don´t mean an unjustified limitation of its beneficiaries. In the same way, the Foundation will be able to develope economic activities that may coincide with the Foundation´s aims or that are complementary to those and always under approval of the legal regulations.
The fiscal year will coincide with the natural year.
The Board will elabotare and send to the Protectorate in the last months of each fiscal year an action plan for the following fiscal year. This plan will contain the Budget of expenses and incomes and it will show the aims and activities planned for the following year.
Within a maximun deadline of six months, counting from the end of each fiscal year, the Board will approve the year accounting of the Foundation (their formation, contents and elaborations are registered in the 24th article of the 13/2002 law of Castilla y León Foundations. This will be sent and shown to the Protectorate to be in deposit at the Foundations Register.
The Board will be able to modify the present statutes as long as thie modifications are convenient for the interests of the Foundation. In any case, the Board will modify the statutes when the circumstances at the momet of the formation of the Foundation vary in such way that the Foundation cannot perform its aims in a satisfactory way following the statutes into effect.
The approval of the modification of the statutes has to rely on the affirmative vote of at least two thirds of the Board Members.
The modification and the re-writing of the Statutes agreed by the Board will be notified to the Protectorate and then it will have to be regularized in public and inscribed in the correspondant Foundatiosn Register.
The Board of the Foundation will be able to agree, by majority of two thirds, the fusion with another Foundation as long as this fusion results in a convenient interest and the main aims of the Foundations don´t result distorted.
The fusion agreements will have to be notified immediately to the Protectorate, attaching a text of the agreed terms between the Boards of both Foundations and an explanation of the circumstances in which the fusion occurs.
If the Protectorate does not oppose in any form of the law into effect, the necessary procedures for the fusion could take place. The public inscription in which the fusion is formalized must be sent to de correspondant administration for its aknoledgemet and inscription in the Foundatiosn Register.
- The foundation will expire due to causes included in the legislation into effect and according to the stablished procedures to this effect.
- To formalize the extinction agreement it is necessary a majority of two thirds of the Board Members and has to be notified to the Protectorate immediately for its acknowledgement.
- Once the extinction is acknowledged, the Board will start the procedure of extinction, for this it will have to observe the procedures included in the Foundations law of Castilla y León and informing the Protectorate.
- The whole amount of good and rights resulting of the severance pay will be allocated to the foundations or private non-profitable organizations that persue aims of general interest and that are going through economic difficulties, even if they are also liable to be extinguished and as long as they are thought to be aproppiate to receive sponsorship according to the legislation into effect.
- ) The Board is specifiacally in charge to apply the above mentioned actions.
- The agreement of extinction as well as the severance pay and allocate of the resultant goods are duties of the Board, and they will be publicly registered. An authorized copy of that register will be sent to the Protectorate to the correspondant check out and inscriptionin the Foundations Register.