Statutes

The Parc Taulí Foundation is a private foundation, with its own legal personality and independent of that of its founders, subject to the legislation of the Generalitat of Catalonia, constituted on January 25, 1993, before the Notary of the Barcelona Notary School , Mr. Máximo Catalan Pardo, with protocol number 227.

By resolution of the Minister of Justice of the Generalitat de Catalunya, dated May 21, 1993, the Foundation was registered in the Register of Foundations of the Generalitat de Catalunya, with the number 666, and classified as a teaching type charity foundation and with scientific purposes. On May 8, 1998, the Business Classification Commission of the Administrative Contracting Advisory Board of the Ministry of Economy and Finance of the Generalitat of Catalonia agreed to grant the Parc Taulí Foundation, as a service company, the business classification in Group III, Subgroup 3, Category B.

In 2001, through the publication of Decree 265/2001, of October 9, in the Official Gazette of the Generalitat of Catalonia number 3.494 of October 17, 2001, the affiliation of the Institute was authorized University Park Taulí at the Autonomous University of Barcelona.

By public deed dated July 8, 2002 before the Notary of Sabadell D. Andrés Domínguez Nafría and with protocol number 862, the modification of the entity's By-laws was made public, in order to adapt its content to the provisions of Law 5/2001, of May 2, Foundations, by means of the total drafting of the By-laws.

On March 18, 2011, before the Notary of the Illustrious College of Catalonia, Mrs. Montserrat Prieto Santos, the new wording of the entity's Articles of Association was published to the public, in order to adapt the content to the provisions of Law 4/2008, of April 24, of the third book of the Civil Code of Catalonia, concerning legal entities.

Chapter I. Name, nature, duration, domicile, scope of action and legal system

Article 1. Denomination, nature and duration

The Foundation is a non-profit that has the assets, returns and resources obtained permanently affected to carry out the purposes of general interest provided for in these statutes. The foundation is called the Parc Taulí Foundation.

The Foundation has a permanent vocation and constitutes itself with an indefinite duration.

Article 2. Home address

The Foundation's domicile is fixed in the city of Sabadell (08208), Parc Tauí no. 1.

The Board of Trustees may at any time relocate their founding address, as well as create and delete delegations that may be convenient in the territory of Catalonia.

Article 3. Scope of action

The Foundation carries out its functions mainly in Catalonia. However, it can operate in the rest of the territory of Spain and internationally.

Article 4. Legal regime

The Foundation has its own legal personality and enjoys full legal capacity and to act for the granting of its charter in public deed and its registration in the Foundations Register of the Generalitat de Catalunya.

The Foundation is governed by the statements contained in the founding letter, the legal provisions that apply to it, those established in these statutes and the agreements adopted by the Board of Trustees in the exercise of its functions.

Chapter II. Foundational purposes and activities

Article 5. Foundational purposes

The Foundation aims to:

Promote, promote, promote and disseminate research, teaching, innovation and staff training, especially in the centers, services and establishments of the public consortium Corporación Sanitaria Parc Taulí (hereinafter, CSPT) ) or in the entities in which it participates, both in terms of the medical, health, technical and scientific aspects, as well as in management and care organization and support for it.

Article 6. Activities

6.1. In order to achieve the founding aims, the Foundation carries out the activities deemed necessary by the Board of Trustees directly and / or in collaboration with other entities, institutions or individuals, in accordance with the provisions of the founding regulations. Specifically, in order to fulfill its founding purpose, the Foundation carries out the activities which, without exhaustive purpose, are listed below:

a) Promote, develop and subsidize lines and projects of research and / or innovation, oriented fundamentally to the improvement and rationalization in the use of the means, personal as well as material, that study in the disciplines related to the health sciences.

b) Promote, develop and subsidize teaching programs, in collaboration or not with other entities, that foster the progress of the various specialties and disciplines related to the health sciences and the population care services.

c) Promote, develop and subsidize training programs, especially for the staff of the CSPT and the entities in which it participates, ordered to update their knowledge and skills.

d) Promote, develop and subsidize research, innovation or study projects, especially those that must be carried out by the CSPT staff, or in the entities in which it participates.

e) Promote, develop and subsidize courses, seminars, congresses, symposia, study days, scientific meetings and other similar activities, as well as the publication of publications for the dissemination of analysis and research and innovation work.

6.2. This list of activities is merely a statement and not a limitation. At all times the Board may agree to carry out other activities it deems appropriate for the purpose of achieving the founding objectives.

6.3. In accordance with the requirements established in articles 333-4, and 333-5 of the Catalan Civil Code, the aforementioned activities may be carried out directly or indirectly by the Foundation, and in particular through its constitution or participation in entities merchants that limit the liability of the partners, either as a sole partner or with other partners.

6.4. For the development of its activities the Foundation will be able to raise funds, including through external financing, and sign collaboration agreements or contracts with individuals or with other public or private entities and carry out any kind of events or legal business admitted in Law.

6.5. Activities related to foundational purposes must be carried out in accordance with the rules that govern them specifically, by obtaining, where appropriate, the relevant permits or licenses.

Article 7. Basic rules for the application of the resources for the purposes

The income and other annual income that the entity obtains must be used to fulfill the founding purposes within the limits established by current legislation.

The Foundation may carry out all types of economic activity, acts, contracts, operations and lawful businesses, without further restrictions than those imposed by applicable law.

Article 8. Basic rules for the determination of beneficiaries

The following groups are beneficiaries of the Foundation:

8.1. The beneficiaries of the Foundation may be individuals or legal entities that submit a research, teaching, innovation or training project that is related to the aims of the entity and has an interest in the effects of fulfilling its objectives.

8.2. The designation of the beneficiaries will be agreed upon delivery by the Board or the body in which it delegates in accordance with the principles of impartiality and nodiscrimination and within the framework of the rules established in the subsequent section 3. No one will be able to allege before the bodies the Foundation has no right to enjoy the founding benefits, or to request that they be attributed to a particular person.

8.3. The following general rules will be taken into account when designating the beneficiaries:

a) The beneficiaries must preferably belong to the CSPT consortium or to the centers, services and establishments of this entity or the entities in which it participates.

b) The suitability of the candidates, which in each case will be determined according to the specific rules established for this purpose, will be a fundamental factor for the selection of the beneficiaries.

c) The interest of the projects and their relation to the founding aims will be determined by the Board, directly or through a Valuation Commission or Committee established for this purpose.

Chapter III. Economic regime

Article 9. Heritage of the Foundation and economic activities

The patrimony of the Foundation is linked to the fulfillment of the foundational purposes. The heritage is integrated:

a) by the founding capital, constituted by the initial endowment, that appears in the founding letter;
b) for all the goods and rights of economic content that the Foundation accepts and receives in order to increase the founding capital, and
c) for all returns, fruits, rents and products, and other assets incorporated into the Foundation's equity by any title or concept.

Article 10. Disposition and duty of reinvestment

10.1. The alignment, encumbrance or any other act of disposition of the assets and rights that make up the founding assets must be done on an onerous basis and in compliance with the conditions of the founders or donors of these assets. In any case, the amount obtained must be reinvested in the acquisition of other assets and rights that are subrogated instead of the aligned ones or in the improvement of the Foundation's assets.

10.2. The necessity and appropriateness of direct or indirect disposition or lien operations must be justified and documented. The Board of Trustees, before making the disposition acts, must have the appropriate information to make the decision responsibly.

10.3. The Board of Trustees must inform the Protectorate of the acts of disposition or encumbrance referred to in paragraph 1 of this article within thirty working days from the moment they are made.

10.4. Prior authorization from the Protectorate is required to make disposition, encumbrance or administration acts in the following cases:

a) if the goods or rights being disposed of have been acquired with money from public subsidies,
b) if the donor has expressly requested it,
c) if it is established by a statutory provision
d) if the proceeds of the operation are not fully reinvested in the Foundation's equity.

10.5. The Board of Trustees may, whenever necessary and in accordance with the advice of the economic situation and current legislation, make appropriate modifications to the investments in the founding assets.

10.6. In order to carry out acts of disposition on the assets and rights that constitute the founding patrimony and for the acceptance of inheritances, legacies or other assets and rights which can integrate the founding capital, the favorable vote of the Board of trustees with a qualified majority of more than half of the members of law and compliance with the legally established requirements.

Article 11. Accounting and documentary regime

11.1. The Foundation must keep a daily book and a book of inventory and annual accounts.

11.2. The Foundation's Board of Trustees must make the inventory and prepare the annual accounts simultaneously and with the date of closing of the financial year, in accordance with generally accepted accounting principles and with the provisions that in each if applicable.

11.3. The financial year must be closed on December 31 of each year.

11.4. The annual accounts form a unit and are composed of:

a) the balance sheet,
b) the income statement,
c) the statement of status of changes in equity,
d) the statement of cash flow statement i
e) the report, in which the information contained in the balance sheet and the income statement must be completed, expanded and commented on, and the actions carried out in compliance with the founding purposes must be detailed and the number of beneficiaries and the services they have received, as well as the resources from other exercises pending destination, if any, and the majority invested companies, indicating the percentage of participation.

11.5. The Board of Trustees must approve, within six months from the closing date of the financial year, the annual accounts, which must submit in the form legally foreseen to the Protectorate of the Generalitat de Catalunya for their deposit within 30 days from your approval.

11.6. The Board of Trustees must approve and submit, in relation to its temporary financial investments in the stock market, an annual report on the degree of compliance with the code of conduct to be followed by non-profit organizations, in accordance with current regulations or with the provisions of the regulatory authority.

11.7. The annual accounts shall be subject to an external audit when the legally foreseen circumstances occur.

Even if the legally foreseen circumstances do not arise for the accounts to be audited, if a third party of the trustees requests it for justified reasons, because they consider that there is some exceptional circumstance in the management of the Foundation that advises that If the meeting takes place, a meeting of the Board of Trustees must be convened within a maximum period of thirty days from the request, in order to reasonably agree on whether or not to perform the requested audit of accounts. If the Board of Trustees is not called within the stated period or if, once convened for this purpose, it is agreed not to carry out the audit, the trustees concerned may send their request to the Protectorate, in accordance with the provisions of the article 332.8.4 of Law 4/2008, of April 24, of the third book of the Civil Code of Catalonia, concerning legal entities.

Article 12. Annual resources

The Foundation's annual financial resources must be made up of:

a) the returns and returns produced by the asset,
b) the favorable balances that may result from the founding activities and
c) the grants and other liberalities received for this purpose that do not have to be incorporated into the founding capital.

Article 13. Mandatory application

The Foundation must allocate at least seventy percent of the income and other net annual income earned to the founding ends. The rest must be used either for deferred fulfillment of the purposes or for the increase of their own funds. The Board of Trustees must approve the application of the revenue.

If the Foundation receives assets and rights without specifying its destination, the Board of Trustees must decide whether they should integrate the endowment or apply directly to the achievement of the founding purposes.

The application of at least seventy percent of the income to the fulfillment of the founding purposes, must be effective within four years from the beginning of the following one to that of the accounting accreditation.

Article 14. Operating costs

Expenses arising from the operation of the Board of Trustees and its delegated bodies, excluding the cost of management or management functions, may not exceed 15% of the net income obtained during the year.

Article 15. Participation in companies

The Foundation may form companies and participate in them without prior authorization, unless this involves assuming personal responsibility for social debts.

The Foundation must inform the Protectorate within 30 days of the acquisition and ownership of shares or social shares that confer, directly or indirectly, control of companies that limit the liability of the members.

In any case, the exercise by the Foundation of corporate administration tasks must be compatible with the fulfillment of the founding purposes.

Chapter IV. Organization and operation

Article 16. The Board of Trustees

The Board of Trustees is the governing and administrative body of the Foundation, represents and manages it, and assumes all the powers and functions necessary for the achievement of the founding purposes.

Article 17. Composition of the Board of Trustees and requirements for membership

17.1. The Board of Trustees is a collegiate body made up of individuals or legal entities and consists of a minimum of nine members and a maximum of twenty-three members, who will be:

The President of the Governing Council of the Parc Taulí Health Corporation consortium.

The general director of the Parc Taulí Health Corporation consortium.

A minimum of five and a maximum of nine members, nominated personally by the Governing Council of the Parc Taulí Health Corporation consortium.

A member, nominated by a personal body by the governing body of the Savings Bank Union of Cajas de Manlleu, Sabadell and Terrassa (UNNIM), as a successor to the founding entity Caixa d'Estalvis de Sabadell.

A member, designated on a personal basis by the governing body of SABADELL ASSEGURADORA COMPAÑÍA DE SEGUROS Y REASEGUROS SA, as successor to the founding entity Mutua Sabadellenca de Seguros (later SABADELL MUTUAL, Social Security Mutuality).

The remaining ten members, if any, will be designated by the Board.

17.2. Any natural person with full working capacity may be a member of the Board of Trustees; who is not disabled or incapacitated for the performance of public functions or positions or for administering property and has not been convicted of crimes against heritage or against socio-economic order or for crimes of falsehood.

17.3. Legal entities must be represented on the Board of Trustees, in a stable manner, by the person in charge of this function in accordance with the rules governing them, or by the person designating for that purpose the corresponding competent body.

17.4. Legal entities, if named as trustees, can only be represented by a natural person on the Board. However, it is possible for a legal entity to designate one or more trustees, regardless of their representative, in which case they will act on their own behalf but not on behalf of the legal person.

Article 18. Appointment, renewal and exercise of office

18.1. The first Board of Trustees is designated in the charter. Appointments of new trustees and the filling of vacancies must be agreed by the Board with the qualified majority required under Article 26.

18.2. The trustees hold office for a term of four years, and can be re-elected indefinitely for periods of equal duration.

18.3. Trustees who, for any cause, cease before the expiration of the term for which they were appointed, may be replaced by the appointment of the Board of Trustees. The substitute person shall be designated for the time remaining before the mandate of the substituted trustee expires, but may be re-elected for the same terms established for the other members.

18.4. The bosses who are due to the position they hold will cease to be such as they cease to exercise their position, and will be automatically replaced by the new holder.

18.5. The members of the Board of Trustees become members after they have expressly accepted their position in any of the ways established by applicable law.

Article 19. Free

The trustees exercise the charge free of charge, without prejudice to the right to be reimbursed for the duly justified expenses and for compensation for damages caused by the performance of the duties themselves.

Article 20. Faculties and delegation of functions

20.1. The Board of Trustees has all the powers that it has by statutory powers and, in general, those that it requires for the achievement of foundations purposes, without more exceptions than those established in the applicable legislation and in these by-laws.

20.2. The Board of Trustees may delegate all or part of the functions assigned to them, with the exception of those that the Law qualifies as ineligible. This delegation may be made by appointing one or more delegate trustees, having to determine the functions effectively delegated and the system of collegiate or one-person delegation in the case of appointing more than one delegate trustee / da. In no case does the delegation of functions exempt the Board of Directors from liability.

20.3. The Board of Trustees may appoint general or special proxies with joint or solidarity functions, in accordance with current legislation. These powers may be made in favor of anyone, regardless of whether they are members of the Board of Trustees or not.

Delegations of functions and powers, except for lawsuits, must be registered in the Foundations Register.

20.4. In any case, they are ineligible and the Board has the following powers exclusively:

a) The modification of the by-laws.
b) The merger, split or dissolution of the Foundation.
c) The preparation and approval of the budget and the documents that make up the annual accounts.
d) The disposition acts on assets that, in whole or individually, have a value greater than one-twentieth of the Foundation's assets, except in the case of the sale of securities with an official listing for a price that is at least the quote. However, power of attorney may be made for the award of the corresponding act under the conditions approved by the Board of Trustees.
e) The constitution or endowment of another legal person.
f) The merger, split and transfer of all or part of the assets and liabilities.
g) The dissolution of companies or other legal entities.
h) Those that require the authorization or the approval of the Protectorate.

The provisions of this article must be understood without prejudice to the necessary authorizations of the Protectorate or the communications that must be made in accordance with current legislation.

Article 21. Scheme of call

21.1. The Board of Directors meets in regular session at least once a year, and during the first semester of the calendar year, in order to approve the annual accounts of the previous year.

21.2. It must meet in extraordinary session, following a call and upon the initiative of its President, as many times as it deems necessary for the proper functioning of the Foundation. It must also meet at the request of a quarter of its members, and in this case the meeting shall take place within thirty days of the request.

21.3. Meetings must be convened at least five days in advance of the scheduled date, except in cases of exceptional urgency in the judgment of the President, which may be held for a minimum of 24 hours, or when they are present all the patterns of case in which they will be able to meet and establish at that moment the agenda of the session. The meetings will be called in writing, including email systems, addressed to the address or email provided by each member.

21.4. The Board of Trustees may meet exceptionally through teleconferencing, video conferencing, multi-conference or any other system that does not involve the physical presence of the trustees, by calling the ordinary requirements and stating the circumstance of the non-present session. In these cases it is necessary to guarantee the identification of the meeting attendees, the continuity of the communication, the possibility of participating in the deliberations and the casting of the vote. The meeting shall be understood to be held at the place where the President is. Attendees should be considered virtual attendees who have participated in the conference and / or video conference. The convening of meetings shall be the responsibility of the Chairman and shall contain the agenda of all matters to be dealt with at the meeting, out of which no valid agreements can be taken.

21.5. Non-meeting agreements. Agreements may be adopted without the need for an exceptional meeting, at the sole discretion of the President, through the casting of the vote by postal mail, telematic communication or any other medium, provided that the information and voting rights are guaranteed, which record of receipt of the vote and guarantee of its authenticity. It is understood that the agreement is adopted at the place of residence of the Foundation and on the date of receipt of the last of the validly cast votes. The secretary will draw up the minutes of the agreement without session.

Article 22. Positions

22.1. The Board of Trustees appoints a President, a Vice President and a Secretary from among its members. Employers who are not in any of these positions are vowels.

The positions of President, Vice President and Secretary will be for the same term as the trustee, without prejudice to the possibility of renewal.

22.2. Additionally, the Board of Trustees may appoint a Deputy Vice-Secretary, technically and without auxiliary character, technically and without being a trustee. The position of Deputy Secretary may be made indefinite and until its removal by the Board of Trustees.

Article 23. The president

23.1. The President and, in his absence, the Vice President, have the following powers:

a) Institutionally represent the Foundation.
b) Order the convening, set the agenda and chair, suspend and adjourn the sessions of the Board of Trustees, as well as direct the deliberations.
c) Decide with your quality vote the result of the votes in the event of a tie.
d) The rest of the powers indicated in these by-laws and those expressly entrusted to them by the Board, in accordance with the provisions of the applicable regulations.

23.2. In the absence of the President and the Vice President, the oldest present member will chair the session.

Article 24. The secretary and the vice-secretary

24.1. The Secretary convenes, on behalf of the President, meetings of the Board of Trustees and extends their minutes, keeps the minutes book and submits the certificates with the approval of the President or in order, in his absence , of the Vice President. It also exercises the other functions that are inherent to its position and attributes these statutes to it.

In the absence of the secretary / holder, the minor present vowel shall be presented by the secretary of the session.

24.2. The Deputy Secretary will assist the Secretary or holder of the session in all its functions and will have the capacity to issue certificates of the agreements adopted by the Board of Trustees or the other bodies with delegated powers, stating the circumstances of their character of vice-secretary non-employer.

Article 25. Ways to deliberate and adapt agreements

25.1. The Board of Trustees is validly constituted on the first call when attending the meeting, in person or represented in the legally permitted manner, half plus one of the trustees. In the second call it is necessary the assistance of a quarter of its members.

25.2. The members of the Board of Trustees may delegate their vote in favor of other trustees in writing with respect to acts, general agenda or specific proposals for agreement. If a trustee is the owner of a position of an institution, the person who can replace him according to the rules of organization of the same institution, can act on his behalf.

25.3. Each trustee has one vote and the resolutions are adopted by a majority vote of those present and represented at the meeting. In the event of a tie, the quality vote of the President decides.

25.4. The director, if not a patron, can attend meetings of the Board of Trustees with his / her voice but without a vote when called. If, in accordance with legal regulations, you are the employer, you can attend by voice and vote.

The Board of Trustees may also invite the persons that it deems appropriate to attend the meetings, with a voice and without a vote.

Article 26. Qualified majority

Attendance, present or representatives, of at least one-half of the number of members of the Board of Trustees and the favorable vote of one-half of the members of the Board of Directors will be required for the adoption of the following agreements:

a) The modification of the by-laws.
b) The merger, split or dissolution of the foundation.
c) The appointment of new trustees and the filling of vacancies in the Board.
d) The appointment, removal or re-election of the President, of the Vice-President and of the Secretary.
e) The appointment or removal of the Deputy Secretary.
f) The appointment or removal of the post of director of the Foundation and fixation of remuneration, if applicable.

Article 27. Of the acts

27.1. At each meeting, the secretary must draw up the corresponding minutes, which must include the date, place, agenda, attendees, a summary of the issues discussed, the interventions of which it has been requested that the record and the resolutions adopted be indicated, indicating the result of the voting and the majority.

27.2. The minutes must be drafted and signed by the secretary, the holder or the session, with the approval of the president and may be approved by the Board after the corresponding session or at the next meeting. However, the agreements have an executive force from their adoption, except that they are compulsory for registration, in which case they will have an executive force from the moment of registration.

If the minutes are not approved at the same session, the certificates of the agreements that are issued will be stated.

27.3. The Foundation must keep a book of events stating all those that have been approved by the Board.

Article 28. Conflict of interests

The trustees, and the persons indicated in article 312.9.3 of the Third Book of the Catalan Civil Code (Law 4/2008 of April 24):

a) They must refrain from engaging in all types of business and financial activities that may jeopardize objectivity in the management of the Foundation.
b) They have no professional or employment relationship with the Foundation.
c) They cannot participate in companies constituted or participated by the Foundation.
d) No contracts of sale or lease of real property or personal property of extraordinary value, money loan or service provision may be concluded with the Foundation.
e) No duty of inhibition is established so that after the cessation of such trustees can not develop services in companies or private companies in which the Foundation participates.

Article 29. Cessation

29.1. Employers cease to be in charge for the following causes:

a) Death or declaration of absence, in the case of natural persons, or extinction, in the case of legal entities.
b) Disability or inhabilitation.
c) Termination of the person in the position for which he / she was part of the Board of Trustees.
d) End of the term of the term, unless it is renewed.
e) Waiver notified to the Board of Trustees.
f) A firm court ruling that considers the action of responsibility for damages to the Foundation or that decrees the removal of the charge.
g) The others established by law or the statutes.

29.2. The resignation of the position of trustee must consist of any of the established forms for the acceptance of the position, but only effect before third parties when registering in the Foundations Register.

Chapter V. Regulation of other organs. Composition and functions

Article 30. The director

The Board of Trustees may appoint a director who will be the executive director of the Foundation. This position can be filled by a employer only if the circumstances referred to in article 332.2.1 of Law 4/2008 do not meet, in which case the employment or professional relationship must be articulated through a contract that determines clearly the labor or professional tasks that are paid, which must be different from those of the employer, with the prior authorization of the Protectorate.

The position of director may be remunerated, by agreement of the Board of Trustees, in such terms as are considered appropriate to the nature and representativeness of the position and its functions.

Chapter VI. Statutory and structural modifications and dissolution

Article 31. Statutory and structural modifications and dissolution

The Board of Trustees, through an agreement adopted in accordance with the provisions of Article 26 of these By-Laws and the applicable regulations, and after express notice, can modify the by-laws, agree to the merger, split or dissolution or extinction of the Foundation, with the authorization of the Protectorate in accordance with applicable law.

Article 32. Causes of dissolution

The Foundation will dissolve for the following causes:

a) Complete fulfillment of the purpose for which it has been constituted or impossible to achieve it, unless it is necessary to modify it and the Board agrees to modify it.
b) Civil or criminal wrongfulness of its activities or purposes declared by a firm judgment.
c) Opening of the liquidation phase in the tender.
d) The others established by law or the statutes.

Article 33. Procedure for the dissolution and fate of its assets

33.1. The dissolution of the Foundation requires the motivated agreement of the Board of Trustees adopted in accordance with the provisions of article 26 of these statutes and must be approved by the Protectorate.

33.2. The dissolution of the Foundation opens the liquidation period, which must be carried out by the Board of Trustees, the liquidators, if there is one, or, alternatively, the Protectorate.

Termination determines the global transfer of all the assets and liabilities of the Foundation. This global assignment, once the assets and liabilities have been determined, must be published in the terms required by current regulations and, with the prior authorization of the Protectorate, the assets will be assigned to the Parc Taulí Health Corporation consortium, entity non-profit public.

33.3. If a global transfer cannot be made, the assets and liabilities must be settled and, as a result, the application established in section 2 must be given.

Additional provisions

First

The Foundation is subject to the custodial and control functions assigned to the Protectorate by Law and concordant provisions, and the rules issued in its implementation. Consequently, the Board of Trustees must ask for authorization or consent, or give an account or justification in all the cases that determine the express provisions.

Second

The contracting of works, installations, acquisition of goods and / or provision of services by the Foundation will be totally, partially or not subject to the legislation that regulates at all times the contracting of the public sector under the interpretation made in the reports and opinions of the Administrative Contracting Advisory Board of the Ministry of Economy and Finance of the Generalitat of Catalonia and those of the Ministry of Economy and Finance Advisory Board when they are binding or so determined by any other regulations that may apply to the Foundation.

Third

The PARC TAULÍ FOUNDATION, for the purposes of article 24.6 of Law 30/2007 of public sector contracts, has the condition of its own instrumental medium and technical service of the public consortium Corporación Sanitaria Parc Taulí and of the instrumental entities of this, UDIAT CENTER DIAGNOSTIC SAU and SABADELL GENT GRAN CENTER DE SERVEIS SAU. The PARC TAULÍ FOUNDATION will act in accordance with the instructions set out in the management order made by the Parc Taulí Health Corporation consortium, UDIAT Center Diagnostic SAU or SGG Center de Servicios SAU.

FUNDACIÓN PARC TAULÍ's relations with the entities of which it is its own instrumental and technical service are instrumental in nature and not contractual, and are articulated through management orders. Consequently, these relationships are internal, dependent and subordinate, for all intents and purposes.

The PARC TAULÍ FOUNDATION will be obliged to carry out the work and activities commissioned in accordance with the instructions set unilaterally by the entities of which it is its own means, although the said obligation refers to those tasks made to it as a own instrumental means and technical service only in the matters that constitute their activities in accordance with these statutes.

Management orders will be paid through approved rates by the entities of which it is its own means and will have to cover the value of the services provided, taking into account for its calculation the direct and indirect costs and the reasonable margins in accordance with the amount of benefits to be able to respond to deviations and unforeseen events.

The PARC TAULÍ FOUNDATION will not be able to participate in public tenders convened by the entities considered to be its own means, without prejudice to the fact that, when there is no tenderer, they may be charged with executing the benefit that is the subject of the tenders.