Article 1.- The FOUNDATION, which shall be called FUNDACIÓN ÓPERA ACTUAL (FUNDACIÓN ÓA or F.ÓA), is an organization of a foundational nature with its own legal personality and full capacity to act; which is not for profit and has its assets permanently allocated to the achievement of purposes of general interest.
Article 2.- The Foundation shall be governed by Law 50/2002, of December 26, and other legal provisions in force on Foundations, by the founding will expressed in the deed of incorporation and in these Statutes, as well as by the rules and provisions established by the Board of Trustees for their interpretation and development.
Article 3.- The headquarters of the ÓA Foundation are located at Plaza Pilatos 5, 2nd floor, right. 41003 Seville (Spain).
Article 4. The fulfillment of the foundational purposes as well as the interpretation and execution of the foundational will are entrusted to the Board of Trustees, with no other limitations than those established by these Bylaws and by the current legislation on foundations.
Article 5. The Foundation aims to promote the career of young singers and lyrical professionals, mainly Spanish and Latin American, through scholarships, awards or scholarships that can be of very different types depending on the type of scholarship holder. Promoting their training, studies and improvement for their professionalization with all kinds of studies, classes, master classes, courses, etc., as well as preparation of concerts, auditions, performances, trips, accommodation, food, teaching materials, etc. In addition, the Foundation will have the purpose of disseminating the lyrical genre, mainly Spanish and Latin American, and its creators, professionals and artists, through all kinds of publications, the realization and promotion of concerts, operas, courses, workshops, forums, conferences, exhibitions, seminars, studies, research, recordings of all kinds, etc., as well as public activities aimed at creating, promoting and developing both the repertoire and its artists and professionals and especially the young scholarship holders of the F.ÓA, contributing to their training, professionalization and dissemination throughout the world.
The Foundation will foster relationships and collaborations with individuals, professionals, associations, foundations, companies, theaters, festivals and other institutions that share its interest in opera and artists in the European Union, Latin America and the rest of the world.
Article 6.‑ The representation, government and administration of the Foundation are entrusted exclusively to the Board of Trustees, which will exercise its corresponding powers in accordance with the provisions of current legislation and these Statutes.
The Board of Trustees of the Foundation will be composed of a minimum of 6 members and a maximum of 20, who will be called Trustees. The members of the Board of Trustees will serve for a period of five years and may be re-elected indefinitely.
The President, the Vice President or Director and the Secretary shall hold these offices for a period of five years, unless they lose the status of Trustee -in which case they shall automatically cease to hold such office-, or are suspended from their functions by the Board of Trustees by resolution adopted by a two-thirds majority of the Trustees in office. The outgoing President, Vice-President or Director and Secretary shall be eligible for re-election to these offices for as long as they remain Trustees.
The position of Trustee shall be a position of trust and honorary; consequently, its holders shall hold it free of charge. However, they shall be entitled to reimbursement of duly justified expenses incurred in the performance of their duties.
The Board of Trustees shall meet as often as deemed necessary by the President or the Vice President or Director, either of whom may convene it at least twice a year, or when requested by half of its members. The calls must be made with one month’s notice. Notifications may be made by electronic means and must include confirmation of delivery or a response from the interested party.
Article 7. The decisions of the Board of Trustees shall be immediately enforceable and, without prejudice to the express provisions of other articles of these Statutes, shall be taken by a majority vote of the Trustees present, except for those referring to: the modification of the Statutes; the exercise of the liability action with respect to any Trustee; the alienation and encumbrance of the assets comprising its assets for which the authorization of the Protectorate is required; and the merger, extinction and liquidation of the Foundation, for which the favorable vote of two thirds of the Trustees in office shall be required, excluding, where applicable, those personally affected by the decisions to be adopted.
Article 8.‑ The Foundation’s Assets may be comprised of all types of assets, rights and obligations susceptible to economic valuation that make up the endowment, as well as those acquired by the Foundation by all means admitted by law after its constitution, whether or not they are affected by the endowment.
The assets and rights that form part of the patrimony of the Foundation must appear in the name of the Foundation, be recorded in its inventory and be registered in the Registers determined by the legislation in force.
Article 10º.- The fiscal year shall coincide with the calendar year. During the last three months of each fiscal year, the Board of Trustees shall approve the Action Plan for the following fiscal year, and shall submit it to the Protectorate.
Within the first six months of the following fiscal year, the Board of Trustees shall approve the Annual Accounts, previously prepared by the Secretary, which shall include: the balance sheet, the income statement and the report on the Foundation’s activities and economic management, which shall include the Foundation’s asset inventory at the close of the fiscal year, as well as the degree of compliance with the Action Plan corresponding to the same.
The Annual Accounts, once approved by the Board of Trustees of the Foundation, shall be submitted to the Protectorate within ten working days of their approval for their examination and subsequent deposit in the Register of Foundations.
Article 11º.- These Bylaws may be subject to modification by agreement by a two-thirds majority of the Trustees in office when it is convenient to the interests of the Foundation.
Article 12.- A merger with another Foundation shall only proceed upon the initiative and decision of the Board of Trustees by agreement of a two-thirds majority of the Trustees in office and provided that it is in the best interests of the Foundation; likewise, the same agreement of the other Foundation shall be required.
Article 13º.- The Foundation shall be extinguished when any of the causes foreseen in the legislation in force occur and by means of the prior fulfillment of the procedure established for this purpose.
The termination of the Foundation, except in the case of a merger, shall determine the opening of the liquidation procedure, which shall be carried out by the Board of Trustees in accordance with current legislation.
The Board of Trustees may freely assign the assets and rights resulting from the liquidation to any foundation or private non-profit entity that pursues purposes of general interest similar to those carried out by the Foundation and that has its assets affected, even in the event of its dissolution for the attainment of those purposes.
For any questions, clarification or to receive information about the ÓA Foundation, please contact: info@fundacionoa.es
