Statutes of the association OpenStreetMap España. This is a machine translation, the Spanish version prevails.

Chapter I Name, purposes, address and scope

Article 1. Name

Under the name of Asociación OpenStreetMap España (hereinafter, "the Association"), an entity is constituted under Organic Law 1/2002, of March 22, and complementary regulations, with legal personality and full capacity to act, without profit motive.

Article 2. Duration

This association is constituted for an indefinite period.

Article 3. Purposes

The existence of this association has the following purposes:

The promotion of the development, improvement, distribution, and access to free and open geospatial information.

Providing said geospatial information to anyone, for any use.

Article 4. Activities

To achieve these purposes, the following activities will be carried out:

Establishing itself as a federated member of the OpenStreetMap Foundation¹, and carrying out its activities and representing it in Spanish territory.
Collaborating with organizations that generate and distribute geospatial information, such as the different geographical and cartographic institutes, as well as with organizations related to the idea of free and open geospatial information such as OSGeo.
Regularly developing activities for collecting and surveying geospatial information called "mapping party".

Article 5. Registered office

The Association establishes its registered office at C/ Ocaña, n° 102, piso 1, puerta A, locality of Madrid, province of Madrid, CP. 28047, and its territorial scope in which it will mainly carry out its activities is the entire territory of the Spanish State.

Chapter II Representation Body

Article 6. Board of Directors

The Association will be managed and represented by a Board of Directors made up of: a President, a Vice-president, a Secretary, and a Treasurer. All positions that make up the Board of Directors will be gratuitous. They will be appointed and revoked by the Extraordinary General Assembly, and their mandate will last for one year².

Article 7. Resignation

They may resign voluntarily by written communication to the Board of Directors, for non-compliance with the obligations entrusted to them, and for expiration of their mandate.

Article 8. Replacement

Members of the Board of Directors who have completed the term for which they were elected will continue to hold their positions until the acceptance of their substitutes occurs.

Article 9. Meetings

The Board of Directors will meet as many times as determined by its President and at the initiative or request of one-third of its members. It will be constituted when half plus one of its members attend, and for its agreements to be valid, they must be taken by a majority of votes. In case of a tie, the President's vote will be decisive.

Article 10. Powers of the Board of Directors

Powers of the Board of Directors: The powers of the Board of Directors will generally extend to all acts inherent to the purposes of the association, provided they do not require, according to these Statutes, express authorization from the General Assembly. Particular powers of the Board of Directors are:

Directing the social activities and managing the economic and administrative affairs of the Association, agreeing to enter into appropriate contracts and acts[cite: 19].
Executing the agreements of the General Assembly.
Preparing and submitting annual balance sheets and accounts for approval by the General Assembly.
Deciding on the admission of new associates.
Appointing delegates for a specific activity of the Association.
Any other power that is not the exclusive competence of the General Assembly of members.

Article 11. President's attributions

The President will have the following attributions: Legally representing the Association before all kinds of public or private organizations; convening, presiding over, and adjourning the sessions held by the General Assembly and the Board of Directors, as well as directing the deliberations of both; ordering payments and authorizing documents, minutes, and correspondence with their signature; adopting any urgent measure that the good progress of the Association advises or that proves necessary or convenient in the development of its activities, without prejudice to subsequently reporting to the Board of Directors.

Article 12. Vice-president's attributions

The Vice-president will substitute the President in their absence, due to illness or any other cause, and will have the same attributions as them.

Article 13. Secretary's attributions

The Secretary will be in charge of the purely administrative tasks of the Association, will issue certifications, will keep the association's legally established books and the members' file, and will safeguard the entity's documentation, ensuring that communications regarding the designation of Boards of Directors and other registrable social agreements are sent to the corresponding Registries, as well as the presentation of annual accounts and the fulfillment of documentary obligations in the terms legally appropriate.

Article 14. Treasurer's attributions

The Treasurer will collect and safeguard the funds belonging to the Association and will comply with the payment orders issued by the President.

Article 15. Vocals' attributions

The Vocals will have the obligations inherent to their position as members of the Board of Directors, and as well as those arising from the delegations or work commissions entrusted to them by the Board itself.

Article 16. Vacancies

Vacancies that may occur during the mandate of any of the members of the Board of Directors will be provisionally covered among said members until the definitive election by the Extraordinary General Assembly.

Chapter III General Assembly

Article 17. Composition

The General Assembly is the supreme governing body of the Association and will be composed of all associates.

Article 18. Types

The meetings of the General Assembly will be ordinary and extraordinary. The ordinary meeting will be held once a year within four months following the close of the fiscal year; extraordinary meetings will be held when circumstances advise it, in the President's judgment, when the Board of Directors agrees, or when one-tenth of the associates propose it in writing.

Article 19. Calls

Calls for General Assemblies will be made in writing, stating the place, day, and time of the meeting, as well as the agenda with specific expression of the matters to be discussed. At least fifteen days must elapse between the call and the day set for the celebration of the Assembly on the first call, and the date and time of the second call may also be stated if appropriate, without less than one hour elapsing between the two.

Article 20. Validation

General Assemblies, both ordinary and extraordinary, will be validly constituted on the first call when one-third of the associates with voting rights attend, and on the second call, regardless of the number of associates with voting rights. Agreements will be taken by a simple majority of those present or represented when affirmative votes exceed negative votes, with blank votes and abstentions not being computed for these purposes. A qualified majority of those present or represented will be necessary, which will result when affirmative votes exceed half of them, for:

Appointment of Boards of Directors and administrators.
Agreement to constitute a Federation of associations or to integrate into them.
Disposition or alienation of fixed assets.
Amendment of statutes.
Dissolution of the entity.

Article 21. Powers of the Ordinary General Assembly

Powers of the Ordinary General Assembly are:

Approving, if applicable, the management of the Board of Directors.
Examining and approving the annual accounts.
Approving or rejecting the proposals of the Board of Directors regarding the Association's activities.
Setting ordinary or extraordinary fees.
Any other matter that is not the exclusive competence of the Extraordinary Assembly.
Agreeing on the remuneration, if applicable, of the members of the representation bodies.

Article 22. Powers of the Extraordinary General Assembly

The Extraordinary General Assembly is responsible for:

Appointment of the members of the Board of Directors.
Modification of the Statutes.
Dissolution of the Association.
Expulsion of members, at the proposal of the Board of Directors.
Constitution of Federations or integration into them.

Chapter IV Members

Article 23.

Persons with legal capacity who are interested in the development of the Association's purposes may belong to the Association.

Article 24. Classes

Within the Association, there will be the following classes of members:

Founding members, who will be those who participate in the act of constitution of the Association,
Number members, who will be those who join after the constitution of the Association,
Honorary members, who, due to their prestige or for having contributed significantly to the dignification and development of the Association, are deserving of such distinction.

The appointment of honorary members will correspond to the (Board of Directors or General Assembly).

Article 25. Resignation

Members will cease to be members for any of the following reasons:

Voluntary resignation, communicated in writing to the Board of Directors,
Non-compliance with financial obligations, if they cease to pay ... periodic fees.

Article 26. Rights

Number and founding members will have the following rights:

To take part in all activities organized by the Association in fulfillment of its purposes,
To enjoy all the advantages and benefits that the Association may obtain,
To participate in Assemblies with voice and vote,
To be electors and eligible for management positions,
To receive information about the agreements adopted by the Association's bodies,
To make suggestions to the members of the Board of Directors for the better fulfillment of the Association's purposes.

Article 27. Obligations

Founding and number members will have the following obligations:

To comply with these Statutes and the valid agreements of the Assemblies and the Board of Directors,
To pay the fees that are set,
To attend the Assemblies and other organized events,
To perform, where applicable, the obligations inherent to the position they hold.

Article 28. Obligations of Honorary Members

Honorary members will have the same obligations as founding and number members, with the exception of those provided in sections b) and d) of the previous article. Likewise, they will have the same rights, with the exception of those listed in sections c) and d) of Article 23, and may attend assemblies without the right to vote.

Article 29. Economic resources

The economic resources foreseen for the development of the Association's purposes and activities will be the following:

Members' fees, periodic or extraordinary,
Subsidies, legacies, or inheritances that it may legally receive from associates or third parties,
Any other lawful resource.

Article 30. Foundational patrimony

The Foundational Patrimony or Social Fund of the Association is €0 (zero euros).

Article 31. Duration of fiscal year

The associative and economic year will be annual and will close on December 31 of each year.

Chapter VI Dissolution

Article 32. Method

It will be dissolved voluntarily when the Extraordinary General Assembly, convened for this purpose, so agrees by a 2/3 majority of the associates.

Article 33. Liquidation

In case of dissolution, a liquidation commission will be appointed which, once debts have been extinguished, and if there is a remaining surplus, will allocate it to purposes that do not distort its non-profit nature.

Additional Provision

In all matters not provided for in these Statutes, the current Organic Law 1/2002, of March 22, regulating the Right of Association, and complementary provisions will apply.

In El Cubo de la Solana, February 21, 2009,

1 The OpenStreetMap Foundation (or Fundación OpenStreetMap) is a non-profit limited company, registered on August 22, 2006, in the Companies House for England and Wales with number 5912761.

2 Only associates may be part of the Board of Directors. To be members of the Board of Directors, it is necessary to be of legal age, to be in full use of civil rights, and not to be subject to the grounds of incompatibility established in current legislation (art. 11 ALO 1/2002).

OSM-es bylaws