Spanish law defines an association as “a group of people who enter into an agreement, in order to accomplish a common objective with a non -profit motive, independent (at least formally) from government, public administration, political parties and companies.”
National associations are regulated by Law 1/2002 of the 22 March and by royal decree 1497/2003 of the 28 November. Local laws regulate associations, so they are differing in each of the autonomous regions.
The above laws are applicable to any type of association except: political parties, unions, religious associations, sport federations and consumer associations. These are subject to specific regulations (even though largely similar). Also excluded are: communities of owners, cooperatives and any kind of for-profit associations.
What does non-profit mean?
The association can carry out economic activities that generate profits and employ people giving them a salary; nevertheless all profits at the end of the year have to be reinvested into the association activities. This means that the profits from the activities cannot be divided among members.
How to create an association
In order to start and register an association, there have to be several prerequisites:
- List of the members at least two and board of directors.
- Written articles of association
- Decision regarding the foundation of the association: Minutes of the meeting.
- Completion of forms of inception (depending on the scope, national or regional, of the association)
- Payment a small registration fee
The articles of association
This is the most important document and regulates how the association will work, both internally and externally. Whenever a new member joins the association he implicitly and voluntarily agrees to the statutes
According to law 1/2002 the statutes have to include at least a minimum set of information. This will include: the association objectives, the rights and duties of its members, the method of governing, the democratic processes for election and decision making, the initial capital and the financial resources that the association will utilise.
Governing body and responsibilities
The administration board of the association (“Junta directiva” in Spanish), governs the association according to the statutes of association and the Spanish law. The board members have to be democratically elected, belong to the association be of age and in full possession of their civil rights (cannot be legally incapacitated). The members of the administration board can receive a salary or compensation for the time that they dedicate to the association. Nevertheless this has to be permitted by the statutes and has to be recorded in the annual accounts.
The board members and other people acting in the name of the association will be responsible to the association and to third parties in cases of malevolent or negligent actions.
The associates are not personally liable for debts incurred by the association.
A general meeting has to take place at least once a year. During the annual meeting the accounts for the past year and the budget for the coming year will have to be approved. Voting (unless specified in the statutes) will be approved with a simple majority and a quorum of one third of the members.
Basic obligations of an association
The association is required to have several books: a minute book (Libro de Actas) where all the decisions, votes and activities during meetings are recorded, accounting books (Libros de contabilidad) and membership books (Libro de Socios) where all current members are recorded. Depending on the cases these books will have to be legalised at the mercantile registry or in front of a notary public.