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Statutes of Gaztelu Beltza Xake Kluba (Beraun Bera Xake), entered in the Basque Country Register of Sports Entities under no. CD0007753.

Chapter IGeneral provisions

Article 1. GAZTELU BELTZA XAKE KLUBA is a private, non-profit association of indefinite duration, with its own legal personality and capacity to act, whose purpose is the promotion and practice of the following sport(s):

• Main sport: CHESS
• Other sports or activities that serve to promote CHESS

In accordance with existing demand and its human and material resources, the club shall promote sport for people with disabilities. The club shall also promote women's sport by encouraging the opening of sporting disciplines to women.

This purpose shall not prevent the club from carrying out economic activities, either itself or through instrumental entities, where such activities are related to or serve the club's aims.

Article 2. In all matters relating to its constitution, registration, amendment, termination, organisation and operation, the sports club shall be governed by Basque Physical Activity and Sport Law 2/2023 of 30 March, by Decree 163/2010 of 22 June on sports clubs and sports groupings, by these Statutes and any other applicable regulations, and by the resolutions validly adopted by its General Assembly and other governing bodies. In matters not provided for in those provisions, the club shall also be governed by the general legislation on associations.

Article 3. The provisions of any sports federations to which the sports club may be affiliated shall apply to it, insofar as appropriate as a result of such affiliation.

Article 4. The sports club shall carry out its activity mainly in the Autonomous Community of the Basque Country. Its registered office is established in ERRENTERIA, postcode 20100, ZAMALBIDE KALEA 6 LOCAL C. A transfer of the registered office within the same municipality may be agreed by the administrative body, which must notify the Basque Country Register of Sports Entities thereof.

Chapter IIMembers

Article 5. All members of the sports club have equal rights and duties, and no provision may exist that implies or causes discrimination on grounds of birth, race, sex, religion, opinion or any other personal or social condition or circumstance.

Article 6. Persons who meet the following conditions may become members of the sports club:

• a) Be of legal age.
• b) Pay the corresponding joining fee.
• c) Have an interest in the aims of the sports club.

Article 7. Admission to the sports club shall be requested in writing addressed to its President, who shall inform the Board of Directors, which shall decide whether the conditions set out in the preceding article are met, granting or refusing admission. No appeal shall lie against this decision.

Article 8. Members of the sports club shall have the following rights:

• a) To take part in achieving the specific aims of the sports club, as established in current legislation and in the provisions of the Statutes, and to demand that they be fulfilled.
• b) To leave the sports club freely.
• c) To be informed of the activities of the sports club and to examine its documentation.
• d) To express their opinions freely within the sports club.
• e) To vote and to stand for election to the representative and governing bodies, provided they are of legal age and have full capacity to act.
• f) To be heard before any disciplinary measures are adopted against them and to be informed of the facts giving rise to such measures; any resolution imposing a sanction must state the reasons on which it is based.
• g) To challenge resolutions of the bodies of the sports club that they consider contrary to the law or to the Statutes.

Article 9. Members of sports clubs shall have the following duties:

• a) To share the aims of the sports club and to cooperate in achieving them.
• b) To pay the fees, levies and other contributions that, in accordance with the Statutes, may be due from each member.
• c) To abide by and comply with the resolutions validly adopted by the bodies of the sports club.
• d) To fulfil all other obligations arising from the provisions of the Statutes and regulations.

Article 10. Membership shall be lost:

• a) Voluntarily.
• b) Upon death or, in the case of legal persons (if any), upon dissolution.
• c) For failure to pay membership fees within the established period, unless the reason for the delay is justified to the satisfaction of the Board of Directors.
• d) As a sanction for serious breach of the duties arising from the Statutes or Regulations, or for serious breach of the resolutions validly adopted by the General Assembly or the Board of Directors.

Article 11. Members of the sports club may be subject to sanctions, following disciplinary proceedings and a hearing. Such sanctions may range from the temporary loss of their rights to permanent expulsion from the sports club.

Chapter IIIDocumentation

Article 12. The sports club shall keep, in good order and up to date, at least the following books:

• a) Register of Members.
• b) Minute Books of its collegiate bodies.
• c) Accounting Books.
• d) Where applicable, a Register of Debt Securities or Proportional Shares of Assets.

The keeping of the above books shall be without prejudice to the documentary obligations arising from any other general provisions.

These books shall be legalised at the Basque Country Register of Sports Entities in accordance with its governing regulations.

Article 13. The Register of Members shall record members' first names, surnames and addresses. The dates of joining and leaving shall also be specified.

Article 14. The Minute Books shall record the meetings held by both the General Assembly and the Board of Directors, stating the date, those attending, the matters discussed and the resolutions adopted; the minutes must be signed by the holders of the Presidency and the Secretaryship of the sports club.

Article 15. The Accounting Books shall contain the data and transactions required by current accounting provisions so as to give a true and fair view of the club's assets, results and financial position, together with the inventory of its property.

Chapter IVRepresentative, governing and administrative bodies

Article 16. The bodies of the sports club are as follows:

• a) General Assembly
• b) Board of Directors
• c) Presidency

Section I · General Assembly

Article 17. The General Assembly is the supreme governing body and is made up of all members entitled to vote.

Article 18. The General Assembly shall be entrusted with at least the following functions:

• a) To elect the President and, where applicable, the Board of Directors, by personal, free, direct and secret ballot.
• b) To approve the accounts and budgets.
• c) To approve the regulations.
• d) To amend the Statutes.
• e) To approve the merger, division, transformation or dissolution of the sports club.
• f) To borrow money.
• g) To dispose of and encumber real estate.
• h) To issue transferable securities representing debt or proportional shares of assets.
• i) To approve a motion of censure against the President and, where applicable, the Board of Directors.
• j) To approve the terms and conditions of remuneration of the members of the administrative body.

Article 19. The General Assembly shall meet in ordinary session to approve the accounts and, where compulsory, the budget; and in extraordinary session to deal with any other matters within its competence that may arise.

Article 20. The Presidency of the sports club shall be responsible for convening the ordinary General Assembly. Should this not be possible, or should the Presidency fail to fulfil its obligation to convene it within the deadline, the Board of Directors or any group of members representing at least 10 % of all members entitled to vote may convene it.

The Presidency of the sports club or any group of members representing at least 10% of all members entitled to vote shall be responsible for convening the extraordinary General Assembly.

Article 21. Notice of the General Assembly, whether ordinary or extraordinary, together with the agenda and the related documentation, shall be given to members by means of a notice posted, where applicable, on the official website of the sports club at least 15 days in advance, except in cases of urgency due to pressing deadlines or serious unforeseen extraordinary circumstances. If there is no website, notice must be given by post or electronic communication.

Article 22. The General Assembly, whether ordinary or extraordinary, shall be validly constituted at first call when at least 50% of its members are present. At second call, it shall be valid whatever the number of members present. The meeting at second call may not be held until thirty minutes have elapsed since the first call.

Section II · Board of Directors

Article 23. The Board of Directors is the administrative body of the sports club. It shall consist of an odd number of members, namely SEVEN. The Board of Directors shall comprise the following offices: President, who shall also be President of the sports club, Vice-President, Secretary (board member), Treasurer (board member), Technical Director (board member), Events Director (board member), Communications Director (board member)

Article 24. The Board of Directors shall be entrusted with the functions relating to administrative and financial management, which it must carry out in accordance with the guidelines issued by the General Assembly. It may delegate all or some of its functions to an executive committee appointed from among its members or to one or more of its members.

Article 25. The President of the sports club or, in their absence, the Vice-President shall be responsible for convening meetings of the Board of Directors. Notice of the meeting, together with the Agenda and the related documentation, shall be given to the members of the Board of Directors through the sports club's website at least two days in advance, except in cases of urgency due to pressing deadlines or serious unforeseen extraordinary circumstances. If there is no website, notice must be given by post or electronic communication.

Article 26. The Board of Directors shall be validly constituted at first call when half of its members plus one are present, and at second call when at least two of its members are present, including in all cases the President or the Vice-President.

The Board of Directors shall also be deemed validly constituted, even without prior notice, if all its members are present and they unanimously so agree.

Article 27. Meetings of the Board of Directors shall be chaired, and its action coordinated, by the holder of the Presidency of the sports club or, in their absence, the Vice-Presidency.

Article 28. The Secretary shall receive and process applications for membership, take the minutes of the meetings held by the bodies of the sports club, keep the membership file and the Register of Members, and be responsible for the entity's website and for directing its administrative work. The Secretary may be assisted by employees or collaborators in carrying out these functions.

Article 29. The Board of Directors, as well as its members individually, shall cease to hold office for any of the following reasons:

• a) Resignation.
• b) Death or, where applicable, dissolution of the legal person.
• c) Approval of a motion of censure.

For individual departures to entail the removal of the Board of Directors, they must affect at least half of its members.

When the Board of Directors ceases to hold office, it shall constitute itself as a Caretaker Committee and shall, within a maximum of one month, convene an Extraordinary General Assembly to elect the Board of Directors. Should this not be possible, any group of members representing at least 5% of all members entitled to vote may convene that General Assembly.

In the event of the individual departure of one or more members of the Board of Directors, provided that more than 50% of its members remain, the vacancies shall be filled by co-option, whereby the members of the Board of Directors shall freely appoint the persons to fill them. Members appointed by co-option must be ratified at the first General Assembly held thereafter.

Section III · Presidency

Article 30. The President is the executive body of the sports club, holds its legal representation, chairs the governing and administrative bodies and is obliged to implement the resolutions validly adopted by them.

Article 31. The President shall be appointed together with the rest of the Board of Directors by means of a system of candidacies formed by closed lists, the Presidency being held by the person listed first on the candidacy.

Article 32. The holder of the Presidency shall cease to hold office for any of the reasons provided for in ARTICLE 29 of these Statutes. Should the Presidency of the sports club become vacant, the procedure set out in the aforementioned provision shall be followed.

Section IV · Common provisions

Article 33. The Board of Directors and the President of the sports club shall be elected every four years by free, personal, direct and secret ballot, in which all members may take part. Elections may not be held by proxy voting.

Members of the bodies of the sports club shall remain in office until their successors take up their posts, unless this is manifestly impossible.

Members of the Board of Directors may receive remuneration for their office provided that the General Assembly expressly approves it, separately from other items on the agenda and by a two-thirds majority of the members present.

Article 34. The General Assembly may hold the entire Board of Directors, or one or more of its members, to account by adopting a motion of censure, which must be supported by two thirds of the members present at the meeting convened for that purpose.

The motion of censure shall be submitted in writing to the Board of Directors by 10% of all members. The notice of the extraordinary General Assembly shall have as its sole agenda item the debate and decision on the motion of censure.

Approval of a motion of censure against the entire Board of Directors shall result in the removal of the members of the Board of Directors, including the President of the sports club. Where the motion of censure is directed at one or more of its members, its approval shall only entail the removal of those members of the Board of Directors.

The motion of censure may include a proposal to elect a new President and, where applicable, a new Board of Directors or one or more of its members. Those newly elected shall serve until the end of the previous term of office.

Article 35. Under no circumstances may a person simultaneously be President of a sports club and of a sports federation to which that club is affiliated.

Under no circumstances may the same person hold the presidency of several sports clubs of the same sport and the same category.

Chapter VElectoral process

Article 36. The club's electoral process shall comply with the provisions of Decree 163/2010 of 22 June, these Statutes and any electoral rules that the General Assembly may approve.

The regime provided for in Article 47 of Decree 163/2010 of 22 June concerning the existence of an Electoral Board shall not apply to the club. Candidacies shall be submitted and voting shall take place within the General Assembly itself convened for the corresponding election.

Article 37. Candidacies submitted for the administrative bodies must reflect a balanced presence of women and men unless, for objective reasons, this is not possible.

Where there is only one candidacy, it shall be declared elected without any need for a vote.

Chapter VIFinancial regime

Article 38. The club is subject to the regime of its own budget and assets. The financial year shall be annual and shall close on 31 December each year.

The club has no founding assets, and its resources for carrying out its activities shall be the following:

• a) Joining and/or periodic fees that may be agreed by the General Assembly.
• b) The proceeds of the property and rights belonging to it, as well as any grants, bequests, donations and sponsorship it may receive.
• c) Any other income the club may generate through lawful activities it decides to carry out, always within the club's statutory aims.

All its income, including profits obtained from sporting events, shall be applied in full to the pursuit of its corporate purpose. Under no circumstances may profits be distributed among its members, their spouses or persons living with them in an analogous emotional relationship, or their relatives, nor may such profits be transferred free of charge to natural or legal persons with a profit-making interest.

The disposal, sale or encumbrance of real estate shall require a resolution of the General Assembly adopted by a two-thirds majority of the members present.

Article 39. In the event of dissolution of the sports club, or of a member's departure, that member may receive their initial share of the assets or other financial contributions made, excluding the membership fees paid to the association. This shall be possible provided that the reduction in assets does not cause harm to third parties or entities. The terms on which the share of assets is received in cases of departure must not undermine the non-profit nature of clubs. The General Assembly shall be responsible for adopting the resolutions provided for in this article.

Chapter VIIAmendment of the Statutes

Article 40. These Statutes may only be amended or repealed at an Extraordinary General Assembly convened for that purpose, by a resolution adopted by a qualified majority of two thirds of the members present.

Chapter VIIIDissolution and winding-up

Article 41. The club shall be dissolved by decision of the General Assembly, adopted with the requirements and majority established for amending these Statutes, or by court decision.

Article 42. The dissolution of the sports club opens the winding-up period, until the end of which the entity shall retain its legal personality.

The members of the administrative body shall become liquidators unless the liquidators are appointed by the General Assembly or by the Judge who, where applicable, orders the dissolution, and they shall perform the functions established in Article 69.3 of Decree 163/2010.

During the winding-up phase the sports club must add the words "in liquidation" to its name

Article 43. In the event of dissolution and winding-up of the sports club, the net assets resulting from the liquidation shall be used for the promotion and practice of sport through a sports entity in the same municipality or, where applicable, in the same Historical Territory.

Chapter IXDisciplinary regime

Article 44. The disciplinary authority of the sports club over its members shall be governed by its own rules and shall not be subject to subsequent appeal before the sports federations or the Basque Sports Justice Committee. Decisions of the sports club on disciplinary matters may be challenged before the ordinary courts.

Approved in Errenteria on 15 December 2025 and entered in the Basque Country Register of Sports Entities on 16 December 2025.

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