Articles of Association
Article 1. Denomination
The International Society of Boredom Studies (ISBS) is a non-profit association with juridical identity, governed by these Articles of Association and the provisions of Spanish legislation on associations (Organic Law 1/2002, of March 22, regulating the Right of Association). Its electronic domain is: www.boredomsociety.com.
Article 2. Duration
This association is established indefinitely.
Article 3. Purpose
The International Society of Boredom Studies aims to promote and disseminate multidisciplinary research on boredom. Through a network of experts, it will facilitate the advancement and distribution of knowledge concerning boredom, give visibility and access to scientific papers on boredom published by researchers worldwide, and disseminate information regarding activities related to the study of boredom.
Article 4. Activities
To this end, the following activities are part of the ISBS: 1. The formation of a network of experts on Boredom Studies. 2. The creation of a database of scientific publications on Boredom Studies (free access to members). 3. The promotion of international meetings on boredom. 4. The organization of biannual international conference on boredom. 5. The composition and dissemination of a newsletter.
Article 5. Location
Its headquarters are located in Madrid (Spain) and its territorial scope is international.
Article 6. Nature and Composition
The General Assembly is the supreme governing body of the Association and is formed by all the members.
Article 7. Meetings
The meetings of the General Assembly are ordinary and extraordinary. The ordinary meeting is held once a year and within four months after the end of each fiscal year; extraordinary meetings are held when circumstances require, when the Directive Board agrees, or when it is proposed in writing by a tenth of the members.
Article 8. Convocations
The convocations of the General Assembly are made in writing stating the place, day and time of the meeting as well as the agenda with specific matters to be discussed. It is required that there is a minimum of fifteen calendar days between a call for an extraordinary meeting of the General Assembly and the meeting itself.
Article 9. Agreements
The agreements of the General Assembly, both ordinary and extraordinary, are validly constituted when one third of the members with voting rights attend it.
Proposed resolutions pass when they are supported by a simple majority of the persons present or represented. This means that a resolution passes when the affirmative votes exceed the negative ones. Null votes, blank votes, or abstentions will not be taken into consideration.
The support of the strong majority of the persons present or represented is necessary when the General Assembly is deciding on the following matters: 1. Dissolution of the entity. 2. Modification of the Articles of Association, including the change of registered office. 3. Remuneration of the members of the Directive Board.
Strong majority requires that the affirmative votes exceed half of present or represented persons.
Article 10. Powers
The powers of the General Assembly are: 1. Approve the Directive Board. 2. Approve the annual accounts. 3. Elect the members of the Directive Board. 4. Establish ordinary or extraordinary fees. 5. Approve the dissolution of the Association. 6. Modify the Articles of Association, including the change of registered office. 7. Dispose of goods. 8. Approve, when appropriate, the remuneration of the members of the Directive Board.
Article 11. Composition
The Society is managed and represented by a Board of Directors made up of a President, a Vice President, a Secretary, a Vice Secretary and a Treasurer and its members. These are roles designated and revoked by the General Assembly each 2 years, extendable if so agreed.
Article 12. Meetings
The Directive Board meets as many times as determined by its President and at the initiative or request of a third of its members.
Article 13. PowersThe powers of the Board of Directors extend, in general, to all the acts of the Society purposes, provided that they do not require, according to these Articles, authorization from the General Assembly. The special powers of the Directive Board are: 1. Lead the social activities and carry out the economic and administrative management of the Society. 2. Execute the agreements of the General Assembly. 3. Formulate and submit the balance sheets and annual accounts for the approval of the General Assembly. 4. Decide on the admission of new members. 5. Appoint delegates for any specific activity of the Association. 6. Any other power that does not fall under the purview of the General Assembly of members.
Article 14. President
The President has the following powers: to legally represent the Society; preside the sessions held by the General Assembly and the Board of Directors, as well as lead the deliberations of both; order payments and authorize with her signature the documents, minutes, and correspondence; adopt any urgent measure that the smooth running of the Society requires or that is needed in order for development of the Society’s activities—the adoption of such measure should be communicated to the Board of Directors.
Article 15. Vice-president
The Vice-president substitutes for the President in her absence, due to illness or any other cause, and has the same powers.
Article 16. Secretary and Vice-secretary.
The Secretary and Vice-secretary are in charge of the management of the purely administrative work of the Society, issue certifications, keep the books of the Society legally established and the list of members, and guard the documentation of the entity, making communications on the appointment of Boards of Directors and other corporate agreements that can be registered in the corresponding Registries, as well as compliance with the documentary obligations in the legally applicable terms.
Article 17. Treasurer
The Treasurer collects and guards the funds belonging to the Society and complies with the payment orders issued by the President.
Article 18. Withdrawal and Substitution
Members of the Directive Board may withdraw from the Society voluntarily if their resignation is communicated in writing to the Board of Directors. Membership may also be revoked if such members breach the obligations with which they have been entrusted. The vacancies that occur for these reasons will be covered provisionally by the other members until the final election by the General Assembly is called for that purpose.
Article 19. Requirements
Those persons with the capacity to act and who have an interest in developing the aims of the Society may join it.
Article 20. Types of members
Promoters or founders.
Number members: those who join after the constitution of the Society.
Honorary members: those who, due to either their prestige or to their contributions to the dignity and development of the Society, qualify for such distinction.
Article 21. Withdrawal
The membership is terminated for any of the following reasons: 1. By voluntary resignation, communicated in writing to the Board of Directors. 2. Due to breach of financial obligations, if it fails to satisfy 3 periodic installments.
Article 22. Rights
The founding and number members have the following rights: 1. Take part in all the activities organized by the Society. 2. Enjoy all the advantages and benefits conferred to them by the Society. 3. Participate in the Assemblies with voice and vote. 4. Be electors and eligible for management positions. 5. Receive information on the agreements adopted by the bodies of the Society. 6. Make suggestions to the members of the Board of Directors in order to better fulfill the aims of the Society.
Article 23. Duties
The founding and number members have the following obligations: 1. Comply with these Articles and the valid agreements of the General Assembly and the Board of Directors. 2. Pay the fees. 3. Attend General Assembly meetings and other events organized. 4. Carry out the obligations inherent to the position they occupy.
Article 24. Rights and duties of honorary members
The honorary members have the same obligations as the founders and number members, except for listed in sections 2) and 4) of the previous article. Likewise, they have the same rights except for those that appear in sections 2) and 4) of article 22 and may attend the meetings without the right to vote.
Article 25. Financial resources
The financial resources provided for the development of the aims and activities of the Society are the following: 1. The membership fees, periodic or extraordinary. 2. Subsidies, bequests or inheritances that could be legally received from members or third parties. 3. Any other legal resource.
The associative and economic exercise is annual, and its closing takes place on October 31 each year.
Article 26. Dissolution
The Association will be dissolved voluntarily when so agreed by an Extraordinary meeting of General Assembly, convened for this purpose, in accordance with the provisions of article 9 of these Articles. In case of dissolution, a liquidation commission will be appointed. Once the debts are extinguished, the liquid surplus, if available, will be used for purposes that do not detract from the non-profit nature of the Society.