Bylaws
Art.1
Establishment, denomination and headquarter |
CISDU, Centro Internationale di Studi sul Disegno Urbano / International Centre for Studies in Urban Design, is established in Florence by the initiative of academics from the Faculty of Architecture of Florence, Darmstadt, Stuttgart and Nottingham in 1986. The legal residence of the Centre is located at the Department of Architecture of the University of Florence. The Centre is non-profit.
|
Art.2
Purpose and activity |
The purpose of the Centre is the promotion and the development of both international and national relationships among universities, organizations, academics and researchers to develop and share knowledge about Urban Design.
In order to fulfil this given purpose, the Centre can operate in the following ways:
|
Art.3
Term |
The term of the Centre shall be unlimited.
|
Art.4
Centre's governing bodies |
The Governing Bodies of the Centre are as follows:
- the General Meeting of Members; - the Chairman and the Deputy Chairman; - the Board; - the Scientific Committee. Centre’s Governing Bodies shall remain in charge for three years and they can be re-elected. |
Art.5
Membership requirement |
Natural persons, Public and Private Entities that for specific knowledge competencies have interests in the Centre purposes may apply for membership.
|
Art.6
Members and partners |
The Board is composed by:
MEMBERS – natural persons regularly listed to the Centre who perform activities within and on behalf of the Centre, with a responsibility role and a specific assignment entrusted by the Board. Members have the right to take part in the General Meeting of Members and to express their vote in accordance with the principle “one Member, one Vote”. They have the right to vote and the right to stand regarding the office of Board Member, Chairman and Deputy Chairman of the Association. They are obliged to pay an annual fee according to terms and extent defined yearly by the General Meeting of Members on proposal of the Board. Their membership shall cease in the event that the assignment entrusted to them by the Board is not carried out or lead to an adequate result. HONORARY MEMBERS – natural persons that, for particular merits toward the Centre or its purposes, are recognized worthy of the above status unanimously by the board. Honorary Members, although they had not the voting right, are part of the Board and have the right to express their opinion and to contribute to the scientific resources and activities of the Centre. Honorary Members are the constitutive part of the permanent Scientific Committee and they can as well be part of Temporary Scientific Committee created by the Board for specific purposes, events, cultural activities and projects regarding Urban Design. Honorary Members are not required to pay an annual fee but they are free to contribute to the Centre with money, goods and work. JUNIOR MEMBERS – natural persons regularly listed to the Centre with interests in the Association activities not as active members but as auditors and attendees to the cultural activities of the Centre. Junior Members can turn into Members on request addressed to the Board and on the basis of a specific assignment entrusted by the Board by a majority of its members with voting rights. Junior Members have no right to vote but have the right to take part in the General Meeting of Members, to express their opinion and to give their contribution on issues regarding the Centre activities. Junior members are obliged to pay an annual fee according to terms and extent defined yearly by the General Meeting of Members on proposal of the Board. PARTNERS - Associations, Institutions and Entities, academic or not, both publics or privates, in agreement with the purposes of the Centre and interested in its activities and in the organization of activities and cultural events in partnership with the Centre as specified in Art. 5. Partners have no right to vote but they can take part in the General Meeting of Members and express their ideas on questions regarding the specific activities developed in partnership with the Centre. Partners are not required to pay an annual fee but they are free to contribute to the Centre with money, goods and work. |
Art.7
Members association term and late payment |
The membership is tacitly renewed as long as a ritual resignation is presented to the Board through a registered letter or an email to each member of the Board, or whenever the membership is declared void by the Board.
The annual fee of the year in which the resignation is presented or declared by the Board is due. The membership ceases in the following ways: a) resignation; b) void due to late payment or for violation of association rules and behaviour not in line with the bylaws of the Centre ; c) dissolution of the legal person associated or in the event of death of the natural person associated; Resignation produces its effect in the exact moment it is notified by the Association, without prejudice to the annual fee due for the year in progress. It is considered non-payer the Member who has not regularised his position after 90 days from the expiry period. Void for Late Payment is deliberated by the Board by the majority of its members if after a week from the formal recall to regularize his position the member has not provided any payment. Void for other causes apart from late payment is deliberated from the Board by the majority of its members with voting right after having formally questioned the charge and after having provided a congruous period to present deductions and proof of payment. |
Art.8
General meeting of members |
Chairman, or someone delegated by him, formally summons the General Meeting of Members via email or any other communication technology managed by CISDU at least once a year with two weeks’ notice before the meeting.
Convocation contains agenda, place and time of the meeting. The meeting if not differently specified is held at the association headquarter. Whenever the majority of Members are present, the meeting is considered valid. One hour after the starting time, the meeting is valid also without the presence of the majority of members. The General Meeting of Members is held by the Chairman or, in his place, by the Deputy Chairman or by a Member of the Board. The General Meeting is composed by every Member or Partner in order with the annual fee payment, whose amount is defined yearly by the General Meeting of Members on proposal of the Board. The General Meeting of Members approves the balance sheet in accordance with the Centre annual activity program and nominates the Board members.
The deliberations are adopted by the majority of Members with voting right. A member can delegate his vote to another Member with voting right in accordance with the Board command; a Member cannot hold more than ten delegations. The General Meeting of Member is held by the Chairman (or someone in his place as descripted above) assisted by a Secretary nominated by the Meeting Members. |
Art.9
Board |
The Board shall be elected by the General Meeting of Members by majority of all its members with voting right, it is composed of three to five Members , it nominates the Chairman and the Deputy Chairman and, if required, it nominates an Executive Director, a Treasurer, a Secretary, a Scientific Committee President and any other figure required to grant the Centre operability;
the Board shall remain in charge for three years and can be re-elected without any mandate limit; the Board, summoned by the Chairman, manages the Centre and has responsibility for it, promotes and leads its activities, manages assets and provides an annual management report to the General Meeting of Members following its demands. The Board can nominate International Coordinators in order to ease any international partnership and collaboration. It defines the Centre general policy, promotion and communication strategies of the Centre activities. The Board shall submit to the General Meeting of Members scientific and operative programs, agendas of manifestation, events, congresses and any other activity of the Centre. The Board Members shall guarantee their availability to take part in the meetings with one-week notice before the meeting. The Board Meeting shall be validated with the participation of at least three Board Members. The Board meets every three months and, if required, for extraordinary and urgent events upon Chairman request. Decisions shall be approved with the majority of members with voting right. The Chairman shall reserve the right to decide in case of an even vote. |
Art.10
Chairman and deputy chairman |
The Chairman shall be the legal representative of the Centre and owns the social sign;
he chairs the General Meeting of Members and the Board, coordinating activities and acts. The Chairman shall be able to delegate its role or part of it to the Deputy Chairman or to a Member of the Board. |
Art.11
Scientific committee |
Scientific Committee purpose is to define the cultural politics of the Centre in accordance with the Board who approves its activities and proposals with the majority of members with voting right and propose them to the General Meeting of Members.
Scientific Committee composition:
|
Art.12
New figures |
The Board can nominate new figures among Members and Partners:
|
Art.13
Assets |
Assets composition:
|
Art.14
Expenditure and contributions |
Expenditures allocated to fulfil the Centre’s purposes shall be provided by:
|
Art.15
Balance sheet and budget |
Balance Sheet and Budget are redacted yearly by the Board and submitted to the General Meeting of Members for approval.
Balance Sheet shall be composed of goods, contributions, and any form of material entrance. Balance Sheet and Budget are based on a calendar year term. |
Art.16
Bylaws modifications |
Any Bylaws modification, including the dissolution of the Centre itself, shall be deliberated by the General Meeting of Members with the majority of members with voting right, as described in Art. 8.
|
Art.17
Heritage devolution |
In the event of Centre dissolution its heritage shall be devolved to the Croce Rossa Italiana.
|
Art.18
References |
Laws shall apply for everything not specifically described by the present Bylaws.
|