Statute

Il Cenacolo International Association

ART. 1

The Association called "IL CENACOLO" has been established.

Although the Association was formally established on the date of 26 April 1995, it has been carrying out its activity since 1990.

ART. 2

It has its head office in Terni, Via Liutprando 26/B and can have branch offices throughout the State territory and also abroad.

ART. 3

The Association has the objective of promoting and implementing conventions, seminars, training courses, stages and other cultural, relational and promotional initiatives and in particular:

1. the promotion of a new method of formation (iso-ontism) and training, which, in the various sectors of activity, aims at the independence and function of the original women;
2. the organization of congresses, seminars, conventions, debates and exhibitions, having as their objective the subject referred to in point a)
3. give women the chance to have access not only to equal opportunity within the work dimension, but to be protagonists (as, where and as much as they can and know how to be) in the different contexts. This result is achieved through an original intervention of formation, that is to say, the authentication of that universe of female reality which is not able to find spaces and ways of action and expression. A process that, by using the Iso ontist methods does not place itself in the situation of forming from the outside (accumulating notions and data) but starts from within the problem, that is to say, from the individual, to make him an able operator of himself and especially in his existential or professional context;
4. the advancement of the professional competence of women with the objective of reaching positions of responsibility and effective managerial ability;
5. the establishment and organization of training courses for women who operate in any work field (political, administrative, of communications, artistic, craft, etc.);
6. help women (employed and not) and young people to be able to enter the world of work, to develop their potential, to improve their professional competence and to be able to extend their operational responsibility;
7. to give impulse and development to entrepreneurial activities and to possibilities of formational exchanges for young people and for women;
8. promote stages in order to discover and develop the potential of young people for their constructive and responsible insertion into the world of work;
9. to establish a structure of informative and news services of the material and knowledge acquired through the realization and publishing of texts, videos, didactic, informative, audio-visual material, and every other editorial initiative in relation to its aims and activities;
10. set up initiatives of cultural and scientific exchanges to spread the knowledge of the new methods of formation and access to the female and youth world;
11. realization of an atelier and of a space for artistic and craft activities (fashion, design, cosmetics, graphics, etc.) which will be a point of reference to promote and spread a female culture,;
12. promote and spread Art through study seminars, meetings, courses of formation, exhibitions and artistic events;
13. establishment of advice and assistance services aimed at the female and young peoples’ world.

The Association moreover develops cultural exchanges with other national and international institutions with similar aims to their own, carrying out the control of all the activities and initiatives that are in any case connected with the objective for which it was established. In order to achieve these objectives the Association can collaborate or join any public or private, local, national or international body, as well as collaborate with organizations, movements or associations with which it believes it is useful to have connections.

To fulfil its aims, the Association can entrust roles of advice to professionally expert personnel, be they members or non- members. The Association can moreover carry out all operations regarding fixed and current assets, financial or locative operations connected, regarding and useful to the company aim.

The Association is not in activity for profit.

Duration

ART. 4

The Association has unlimited duration as there are no limits to its objectives. It can be dissolved at any time on decision of the Assembly due to the proved impossibility of achieving its company aims or due to the reduction of the members to less than two. The Assembly will see to the nomination of one or more liquidators and decide with regard to the devolution of the patrimony.

Patrimony and Financial Years

ART. 5

The patrimony is constituted of:

1. current and fixed assets which will become the property of the Association;
2. possible reserve funds established with the surplus from the profit and loss account;
3. possible donations, endowments and legacies.

The revenues of the Association are constituted of:

1. membership subscriptions;
2. extraordinary contributions of members;
3. contributions from individual associations, institutions that, as they share the aims of the Association, want to contribute to its activity;
4. contributions deriving from regional, national, community laws,
5. the surpluses deriving from the management of initiatives or from the participation in them;
6. every other revenue that helps in increasing the company capital, including voluntary endowments coming from any source, from public or private objects aimed in supporting the activity.

The use of the revenues and of the patrimony is decided by the Governing Body.

ART. 6

The financial year begins on the first of January and ends on the 31 December of each year.

Within ninety days of the end of each financial year the Governing Body must make available the final balance and that budgeted for the subsequent financial year.

Members

ART. 7

The members may be divided into:

1. founder members;
2. ordinary members;
3. supporter members.

Founder members are those who participated in the drawing up of the deed of incorporation of the Association and those who, when ten years have passed since their request, are admitted to this category by the Assembly of the Members.

Ordinary members are the persons or bodies who desire to contribute to the fulfilment of the aims of the Association and whose request is accepted by the Governing Body and who, at the time of their admission, pay the association subscription currently established by the Body itself.

Supporter members are the persons or bodies who confine themselves to supporting the Association in the fulfilment of its objectives by paying a sum equal to twice that foreseen for ordinary members.

The Governing Body, with a unanimous vote, can nominate honorary members.

Honorary members and supporter members in Assemblies only express a consultative vote.

The members who have not presented their resignation by the 30 October of each year, will be considered members for the subsequent year and bound to payment of the annual association subscription.

ART. 8

The members will have the right to frequent the areas of the Association, to use the structures controlled by the Association and to obtain a reduction on tickets to events promoted by the Association.

ART. 9

The title of member is lost due to:

The member who for any reason ceases to be a part of the Association loses every right over the company patrimony.

Administration

ART. 10

The Association is controlled by a Governing Body composed of from three to nine members, elected by vote from the Assembly of the Members.

The members remain in their role for three years and they can be re-elected.

In the case of the resignation or the decease of a councillor, the Board at its earliest meeting will see to his replacement asking for the ratification of the same at the earliest annual Assembly.

All the elective roles are free of charge and the members of the elective bodies are entitled only to reimbursement of actual costs sustained.

ART. 11

The Governing Body nominates from within itself a President, a Vice-President and a Secretary.

No remuneration is due to members of the Governing Body.

ART. 12

The Governing Body meets every time that the President considers it to be necessary or if a request in this respect is made by at least two of its members and in any case at least once a year to decide with regard to the final balance and to the budget and to the amount of the capital share.

For its resolutions to be valid the effective presence of the majority of the members of the Body must be present and there must be a vote in favour of the majority of those present; in the case of an equal number of votes, the vote of the person presiding will prevail.

The relative minutes of the meeting of the Body will be written into the special book and it will be undersigned by the President and the Secretary.

ART. 13

The Governing Body is invested with the most extensive powers for the ordinary and extraordinary control of the Association, without limitations.

It also acts in nominating employees deciding on their remuneration and it compiles regulations for the functioning of the Association, the observance of which is binding for all members.

ART. 14

The Chairman, and in his absence or legitimate hindrance the Vice-chairman, legally represents the Association with respect to third parties and in legal matters, cares for the implementation of the decisions of the Assembly and of the Body; in cases of urgency, he can exercise the powers of the Body, barring the ratification of the same at its earliest meeting. He convokes and presides over the Assembly of the members.

ART. 15

The Governing Body can use for the planning of its programmes, as well as for the implementation of individual initiatives, a Technical-Scientific Committee, nominated by the Governing Body, whose members will be chosen from those who have undoubted skill in the various fields of activity that the Association proposes itself.

Assemblies

ART. 16

The Assembly represents the universality of the Members and its decisions made in conformity with the law and with this Statute are binding for all the Members.

It is convoked by the Chairman of the Governing Body through a written communication sent to each member, or through posting in the roll of the Association of the notification of the convocation containing the agenda, the time, the day and the place of the meeting, at least eight days before that fixed for the gathering.

The Assembly must also be convoked at the justified and signed request of at least a tenth of the members, in accordance with Art. 20 of the Civil Code.

The Assembly can also be convoked outside its official head office.

For the convocation of the extraordinary assembly a personal notification must be sent to every member.

ART. 17

The Assembly is presided over by the Chairman of the Governing Body; lacking him, by the Vice-chairman; lacking both, the Assembly will nominate its own Chairman. The Chairman of the Assembly will nominate a secretary and, if he considers it necessary, two scrutineers.

It is the task of the Chairman of the Assembly to ascertain the regularity of the proxies and generally on the right to intervene in the Assembly.

Minutes will be drawn up of the meeting of the Assembly which will be signed by the Chairman and by the secretary, and if necessary by the scrutineers.

ART. 18

The ordinary Assembly will be valid in its first meeting with the presence of as many members as represent at least half of those registered and will decide with the favourable vote of the half plus one of the votes expressed.

On its second convocation, the gathering will be valid whatever the number of members present, as long as this number is not inferior to that of the governors in office.

It can take place later on the same day, but after at least an hour from the previous one has passed.

The ordinary Assembly is convoked at least once a year by the month of June; reserved for it are the following:

1. the approval of the balance sheet of the previous financial year;
2. the adoption of provisions on all the matters that are proposed to it by the Governing Body, on the directives followed by it in the administration indicating any possible norms of a general nature.

The extraordinary Assembly is convoked by the Chairman of the Governing Body each time that he considers this opportune or that at least a third part of the members make a written request to him for this, the members indicating the matters to be dealt with.

It will decide on first convocation with the presence of at least two thirds of the members and decide with the favourable vote of half plus one of the votes expressed; on second convocation, which cannot take place on the same day, with the presence of at least half of the members.

The following decisions are reserved for the extraordinary Assembly:

1. on possible alterations to the Statute;
2. on innovations in the social activities;
3. on the dissolution of the Association;

4. on the nomination or on the powers of the liquidators.

ART. 19

The right to intervene in the Assembly is reserved for all the members who are up to date in the payment of their subscriptions.

Each member has the right to only one vote and he can have himself represented at the meetings by another member, even one holding an official role who has a written proxy statement, or else by a proxy.

Each member cannot represent more than five others.

Voting normally takes place with the system of hand-raising: a secret vote is used when questions regarding people are being dealt with or each time that at least a quarter of the members so requests.

Special Roles

ART. 20

The President of managing board can give particular duties, useful to reach the social goal to members and not provided that they attend to the activities and initiatives of the Association.

ART. 21

All possible social controversies between members and between these and the Association and its organs will be subjected to the judgement of an arbitration board formed of three members to be nominated one by each party and the third by common agreement, or failing this, by the arbitration board of Lazio.

The board will act with powers of friendly settler and will also decide on the costs and tasks due to the arbitrators.

Winding up - liquidation - Adjournment

ART. 22

The Association is dissolved exclusively:

- on the desire of the members demonstrated by a decision of the extraordinary Assembly;
- because of the impossibility to fulfil the social aims.

ART. 23

The extraordinary Assembly will choose, even from people outside of the Association, one or more liquidators deciding on their powers and indicating the destination to be given to the social assets that are possibly left-over after the payment of the liabilities.

Should the assembly fail to make a designation, the liquidation will be assumed by the three oldest members who will accept the task and, lacking them, by the conciliator of the municipality where the Association has its head office, or by his legal substitute.

Where the Assembly does not decide the destination of the residual assets, they will be devolved by the liquidators or the liquidator to the Associations or Communities in the Municipality with similar aims to those of the Association, or to local bodies of assistance and charity.

ART. 24