ITALIAN NOMAD ASSOCIATION OF LOVE ETS
ART. 1 – (Name, registered office and duration)
The associates, pursuant to Legislative Decree 3 July 2017, n. 117 (hereinafter referred to as the “Third Sector Code”) and, as compatible, of the Civil Code and related implementing provisions, provide this Statute for the association.
The association has the following name: “Italian Nomads Association of Love ETS”, hereinafter referred to as “association”, with registered office in the Municipality of Rome and with an unlimited duration.
ART. 2 – (Objective, purpose and activity)
The association is non-profit and pursues civic, solidarity and social utility purposes, by carrying out, exclusively or principally, one or more of the following activities of general interest listed by co. 1, art. 5 Cts, in the form of voluntary action or free provision of money, goods or services, or mutuality or production or exchange of goods or services:
- charity, distance support, free transfer of food or products as per law 19 August 2016, n. 166, and subsequent amendments, or provision of money, goods or services in support of disadvantaged people or activities of general interest pursuant to this article;
- organization and management of cultural, artistic or recreational activities of particular social interest, including activities, including editorial activities, for the promotion and dissemination of the culture and practice of volunteering and activities of general interest referred to in this article;
- promotion of the culture of legality, peace between peoples, nonviolence and unarmed defense;
- promotion and protection of human, civil, social and political rights, as well as promotion of equal opportunities and mutual aid initiatives;
- humanitarian reception and social integration of migrants.
The association can exercise, pursuant to art. 6 of the third sector code, activities other than those of general interest, secondary and instrumental to the latter, according to criteria and limits defined by a specific ministerial decree.
The association can exercise, pursuant to art. 7 of the Third Sector Code, including fundraising activities – through the request to third parties for donations, bequests and contributions of a non-cash nature – in order to finance their activities of general interest and in compliance with the principles of truth, transparency and fairness in relations with supporters and with the public.
The activities of general interest have as their main purpose that of social solidarity and national and international volunteering and are pursued through:
- the implementation of cooperation programs aimed at supporting human, social, economic and cultural development initiatives for the respect of the dignity of each individual;
- the awareness of local, national and international institutions on the serious problem of childhood victims of wars, poverty, exploitation, ignorance and any other form of oppression, in order to urge them to take concrete action towards children, families and of the community;
- support the school fees of children from families in developing countries and in serious economic difficulties and who, without external support, could not attend primary schools;
- fundraising to support a child throughout the school course;
- the promotion of exchange with peoples and persons, seen as a moment and a gift meeting between the various diversities;
- initiatives of social participation, solidarity commitment, designed to promote the encounter and exchange of an intercultural nature between peoples;
- the promotion of training activities that foster the growth of a culture of social solidarity, in particular on the issues of respect and education for the world;
- the promotion of intercultural exchange and encounters between peoples through “travel-sharing” in full respect of individualities, cultural identities and the context in which one finds oneself;
- grow in each person to a lifestyle based on love for humankind, simplicity and sharing through concrete and daily choices inspired by the Gospel and lived in the charism of Blessed Luigi Orione, following the motto “establishing omnia in Christo.”
ART. 3 – (Admission and number of associates)
The number of members is unlimited.
Individuals and entities that share the aims of the association and who participate in the activities of the association with their work, skills and knowledge can join the association.
Anyone wishing to be admitted as an associate must submit a written application to the Board of Directors which must contain:
- indication of name, surname, residence, date and place of birth, tax code as well as telephone numbers and e-mail and / or certified e-mail address;
- the declaration of knowing and fully accepting this Statute, any regulations and to abide by the resolutions legally adopted by the association bodies.
The Board of Directors deliberates on the application according to non-discriminatory criteria, consistent with the aims pursued and the activities of general interest carried out.
The deliberation of admission must be communicated to the interested party and noted, by the Board of Directors, in the book of associates.
The Board of Directors must, within 60 days, justify any decision to reject the application for admission and communicate it to the interested parties.
If the application for admission is not accepted by the Board of Directors, whoever has proposed it may, within 60 days of the communication of the rejection resolution, ask for the Assembly to decide on the application, which decides on the applications not accepted, if not specifically convened, on the occasion of their subsequent convocation.
The status of associate is permanent and can only cease to exist in the cases provided for by art. 5. Adhesions that violate this principle, introducing admission criteria that are instrumentally limiting of rights or term, are therefore not allowed.
ART. 4 – (Rights and obligations of associates)
Associates have the right to:
- elect the associative bodies and to be elected in them;
- be informed about the association’s activities and monitor their progress;
- attend the premises of the association;
- participate in all the initiatives and events promoted by the association;
- participate in the preparation and approve the program of activities;
- be reimbursed for expenses actually incurred and documented;
- take note of the agenda of the meetings, view the financial statements and consult the association books.
Associates are required to:
- respect this Statute and any internal Regulations;
- carry out one’s business towards others in a personal, spontaneous and free, non-profit, also indirect;
- pay the membership fee according to the amount, payment methods and terms annually established by the Assembly.
ART. 5 – (Loss of membership status)
The status of associate is lost by death, withdrawal or exclusion.
The member who seriously contravenes the obligations of this Statute, in any internal Regulations and in the deliberations of the associative bodies, or causes material or moral damage of a certain gravity to the association, can be excluded from the association by resolution of the Board of Directors and after having listened to the justifications of the interested party. The exclusion resolution must be adequately communicated to the member who can present his / her counter-arguments.
The member can always withdraw from the association.
Those who intend to withdraw from the association must communicate their decision in writing to the Board of Directors, which must adopt a specific resolution to be adequately communicated to the member.
The declaration of withdrawal takes effect with the expiry of the current year, provided it is made at least 3 months before.
The rights to participate in the association are not transferable.
The sums paid as a membership fee are non-refundable, re-evaluable and transmissible.
Associates who in any case have ceased to belong to the association have no right to the assets of the same.
ART. 6 – (Bodies)
The bodies of the association are:
- the Assembly;
- the Board of Directors;
- the Supervisory Body.
ART. 7 – (Assembly)
In the Assembly, all those who have been enrolled, for at least 3 months, in the register of associates have the right to vote.
Each member has one vote.
Each member can be represented in the Shareholders’ Meeting by another member by means of a written proxy, also at the bottom of the meeting notice. Each associate can represent up to a maximum of 3 associates.
The co. 4 and 5, art. 2372 of the Civil Code, insofar as they are compatible.
The meeting is convened by written communication, containing the location, date and time of the first and second convocation and the agenda, sent at least 8 days before the date set for the Shareholders’ Meeting to the email address and / o PEC resulting from the associates’ book.
The Assembly meets at least once a year for the approval of the financial accounts. The Assembly must also be convened when it is deemed necessary or when a motivated request is made by at least one tenth of the members.
The Assembly has the following mandatory competences:
- appoints and revokes the members of the associative bodies and, if applicable, the person in charge of the statutory audit;
- approves the financial accounts;
- resolves on the responsibility of the members of the association bodies, pursuant to art. 28 of the Third Sector Code, and promotes liability action against them;
- resolves on amendments to the Articles of Incorporation or the Statute;
- approves any regulation of the meeting proceedings;
- approves the dissolution, transformation, merger or split of the association;
- resolves on the devolution of the association’s residual assets;
- deliberates on the other objects attributed by the law, by the articles of association or by the statute to its competence.
The Assembly is validly constituted on first convocation with the presence of half plus one of the members present, on their own or by proxy, and on second convocation whatever the number of members present, on their own or by proxy.
The Assembly deliberates by majority of votes. In the resolutions approving the financial statements and in those concerning their responsibility, the directors do not have a vote.
To modify the Statute, it is necessary the presence of at least 3⁄4 of the members and the favorable vote of the majority of those present.
To resolve the dissolution of the association and the devolution of the assets, the favorable vote of at least 3⁄4 of the members is required.
ART. 8 – (Board of Directors)
The Board of Directors operates in implementation of the will and general guidelines of the Assembly to which it responds directly and from which it can be, for serious reasons, revoked with motivation.
Anything not pertaining to the law or statute of exclusive relevance to the Assembly or other associative bodies falls within the sphere of competence of the Board of Directors.
In particular, and among others, the tasks of this body are:
- carry out the resolutions of the Assembly;
- formulate the associative activity programs on the basis of the approved lines by the Assembly;
- prepare all the elements useful to the Assembly for forecasting and economic planning for the year;
- approve the admission and exclusion of associates;
- deliberate disciplinary actions against members;
- stipulate all the deeds and contracts relating to the associative activities;
- take care of the management of all movable and immovable property owned by the association or entrusted to it.
The Board of Directors consists of a number of members, between 3 and 7, appointed by the Assembly for a duration of 3 years and can be re-elected for 3 terms.
The majority of the directors are chosen from among the associated natural persons or indicated by the associated bodies in possession of specific requirements of integrity, professionalism and independence assessed by the Assembly: art. 2382 of the Italian Civil Code regarding the causes of ineligibility and forfeiture.
The Board of Directors is validly constituted when the majority of the members are present.
The resolutions of the Board of Directors are taken by a majority of those present.
The directors, within 30 days from the news of their appointment, must request their registration in the single national register of the third sector indicating, in addition to the information provided in par. 6, art. 26 of the third sector code, to which of them the representation of the association is attributed and specifying whether separately or jointly.
The power of representation attributed to the directors is general, therefore the limitations of this power cannot be opposed to third parties if they are not registered in the aforementioned Register or if it is not proven that third parties were aware of them.
ART. 9 – (President)
The President legally represents the association with internal and external relations, towards third parties and in court and carries out all acts that bind it externally.
The President is elected by the Assembly from among its members by a majority of those present.
The President remains in office as long as the Board of Directors and terminates due to expiry of the mandate, voluntary resignation or possible revocation, for serious reasons, decided by the Assembly, with the majority of those present.
At least one month before the end of the mandate of the Board of Directors, the President calls the Assembly for the appointment of the new President.
The President convenes and chairs the Assembly and the Board of Directors, carries out ordinary administration on the basis of the directives of these bodies, reporting to the latter on the activity performed.
The Vice President, where appointed, or the most senior director, replaces the President in all his attributions whenever he is unable to perform his duties.
ART. 10 – (Supervisory body)
The Supervisory Body, even monochromatic, is appointed when the requisites provided for by the law are met.
The members of the Supervisory Body, to which art. 2399 of the Civil Code, must be chosen from the categories of subjects referred to in par. 2, art. 2397 of the Civil Code. In the case of a collegiate body, the aforementioned requirements must be possessed by at least one of the members.
The Supervisory Body monitors compliance with the law and the Articles of Association and compliance with the principles of correct administration, also with reference to the provisions of Legislative Decree no. 8 June 2001, no. 231, if applicable, as well as on the adequacy of the organizational, administrative and accounting structure and its concrete functioning.
It can also exercise, upon exceeding the limits referred to in par. 1, art. 31, the statutory audit. In this case, the Supervisory Body is made up of statutory auditors registered in the appropriate register.
The supervisory body also carries out tasks of monitoring compliance with civic, solidarity and social utility purposes, and certifies that any social report has been drawn up in accordance with ministerial guidelines. The social report acknowledges the results of the monitoring carried out by the auditors.
The members of the control body may at any time proceed, even individually, to acts of inspection and control, and to this end, they can ask the administrators for information on the progress of corporate operations or on certain business.
ART. 11 – (Statutory auditing of accounts)
If the Supervisory Body does not exercise accounting control and if the requirements provided for by the law are met, the association must appoint a statutory auditor or a statutory auditing company registered in the appropriate register.
ART. 12 – (Assets)
The assets of the association – including any revenues, income, proceeds and other revenues, however named – are used for the performance of statutory activities for the exclusive pursuit of civic, solidarity and social utility purposes.
ART. 13 – (Prohibition of distribution of dividends)
The association is forbidden to distribute, even indirectly, profits and operating surpluses, funds and reserves, however named, to its associates, workers and collaborators, administrators and other members of the associative bodies, even in the case of withdrawal or any other hypothesis of individual dissolution of the associative relationship.
ART. 14 – (Financial Statements)
The association must draw up the annual financial accounts with effect from January 1st of each year.
It is prepared by the Board of Directors, is approved by the Shareholders’ Meeting within 4 months of the end of the financial year to which the financial statements refer and filed with the single national register of the third sector.
ART. 15 – (Social report and social information)
Where the legal requirements are met, the association must publish annually and keep updated on its website any emoluments, fees or payments for any reason attributed to the members of the administrative and control bodies, managers and associates.
Where the legal requirements are met, the association must draw up, file with the single national register of the third sector and publish the social report on its website.
ART. 16 – (Books)
The association must keep the following books:
- book of associates, kept by the Board of Directors;
- register of volunteers, who carry out their activities on a non-occasional basis;
- book of meetings and resolutions of the Assembly, in which the minutes drawn up by public deed, kept by the Board of Directors, must also be transcribed;
- book of meetings and resolutions of the Board of Directors, kept by the same body;
- the book of meetings and resolutions of the Supervisory Body, kept by the same body;
- the book of meetings and resolutions of any other association bodies, kept by the body to which they refer.
Associates have the right to examine the aforementioned associative books upon written request to be sent to the Board of Directors by email and / or PEC.
The Board of Directors must make the documentation available within 30 days of receipt, indicating in a specific communication to be sent to the applicant’s email and / or certified email: the place, date and time of the meeting.
Associates have the right to make copies of the books at their own expense.
ART. 17 – (Volunteers)
Volunteers are people who by their free choice carry out, through the association, activities in favor of the community and the common good, making their time and skills available.
Their activity must be carried out in a personal, spontaneous and free, non-profit, not even indirect, and exclusively for solidarity purposes.
The activity of the volunteers cannot be remunerated in any way, not even by the beneficiaries.
Volunteers can only be reimbursed by the association for the expenses actually incurred and documented for the activity performed, within maximum limits and under the conditions previously established by the Board of Directors: in any case lump-sum reimbursement of expenses is forbidden.
The expenses incurred by the volunteers can be reimbursed within the limits of the provisions of art. 17 of the Legislative Decree 3 July 2017 n. 117.
The quality of volunteer is incompatible with any form of subordinate or self-employed employment relationship and with any other paid employment relationship with the association.
The association must insure volunteers against accidents and diseases related to the performance of volunteering, as well as for civil liability towards third parties.
ART. 18 – (Workers)
The association can hire employees or make use of self-employment or other services pursuant to Article 16 of Legislative Decree 3 July 2017 no. 117.
ART. 19 – (Dissolution and devolution of the residual assets)
In the event of termination or dissolution of the association, the residual assets are devolved, subject to the positive opinion of the regional office of the single national register of the third sector, unless otherwise required by law, to other entities of the third sector, according to the provisions of competent association body.
The Assembly appoints one or more liquidators preferably chosen from among its members.
ART. 20 – (Transitional and postponement provisions)
This statute will come into force from the tax period following the authorization of the European Commission regarding the tax provisions of the Third Sector Entities and, in any case, not before the tax period following the operation of the Single National Register of Third Sector, pursuant to art. 102, paragraph 2 and art. 104, paragraph 2 of Legislative Decree 117/17 and subsequent amendments and additions, being in any case the qualification of Third Sector Entities subject to prior registration in the aforementioned register.
Although not expressly provided for by this Statute, by any internal Regulations and by the resolutions of the associative bodies, the provisions of Legislative Decree 3 July 2017, n. 117 (Third sector code) and, to the extent compatible, by the Civil Code.
 The expenses incurred by the volunteer can also be reimbursed against a self-certification – made pursuant to art. 46 of the Presidential Decree 28 December 2000, n. 445 – provided that they do not exceed the amount of 10.00 euros per day and 150.00 euros per month and the Board of Directors decides on the types of expenses and voluntary activities for which this method of reimbursement is allowed.