STATUTE OF THE ASSOCIATION “PRO LOCO FREGONA”
Art. 1 – Denomination– Head office
Is constituted the Association Pro Loco denominated “ASSOCIAZIONE PRO LOCO FREGONA”.
The registered office is in Fregona in Via Marconi 6
The Association may freely change the aforementioned location, according to operational and organizational needs.
It is a free association founded on volunteering which plays non-profit activities of basic tourism promotion and civic sociality.
The Association is constituted according to the law 383/2000.
Art. 2 – Territorial jurisdiction
The Association carries out its activity in the Municipality of Fregona.
The Association can join the U.N.P.L.I. (National Union Pro Loco of Italy), the Regional Committee of the Pro Loco of Veneto and the Provincial Committee of Treviso in the respect of the Statute and U.N.P.L.I. regulations and, for what they don’t explicitly established, in respect of the Civil Code. It can also join to Authorities and/or Federations of propaganda for the sports activity carried out.
Art. 3 – Object and purpose
The Association aims to:
a. gather in Association all those who have an interest in the touristic and cultural development of the locality in which it operates;
b. carry out an effective work to organize the touristic area in which it carries out its activity, proposing to the competent Administrations the aesthetic improvement of the area and promoting the initiatives aimed at protecting, increasing and get to know the natural, artistic, and cultural values of the place and the area;
c. promote and coordinate initiatives (conferences, excursions, public shows, celebrations, cultural, sporting and recreational events, fairs and exhibitions, etc.) which serve to attract and make more enjoyable to the tourists and citizens the stay in the area;
d. raise awareness among competent authorities on issues affecting the local tourism;
e. realize initiatives aimed at promoting tourist and cultural improvement as well as safeguard the historical, artistic, cultural, folkloristic and environmental also through the auxiliary and subsidiary management of fixed or occasional refreshment points with the possibility of selling and supplying typical local products;
f. promote and develop activities or initiatives in the social, voluntary and solidarity sectors, as well as support, through popular participation, the achievement of the social objectives of tourism;
g. develop hospitality and environmental tourism education;
h. open and manage clubs for members;
i. stimulate the improvement of the infrastructures and of the hotel and non-hotel accommodation capacity;
l. worry about the regular running of local services interesting tourism, carrying out all those actions aimed at guaranteeing the widest functionality;
m. assist the competent bodies in the supervising the management of public and private services dedicated to tourism, proposing any appropriate modifications;
n. carry out activities of hospitality and tourist information in respect of the regional legislation in force, in collaboration with the relevant authorities and also through the establishment of an information office;
o. encourage social, youth, educational and alternative forms of tourism;
p. promote and coordinate the activities of the Associations operating in the territory in respect of individual autonomies;
q. fulfill the functions delegated by the Region, the Province and the Municipality;
r. protect and enhance the ethnic and linguistic heritage;
s. carry out, through its members, activities of simple accompaniment of visitors, occasionally and free of charge, in the areas of their competence as required by regional legislation.
Art. 4 – Members
All citizens resident and domiciled in the Municipality of Fregona have the right to be members.
Non-resident citizens may also become members, anyway interested in the activities of the Pro Loco, upon the admission decision from the Board of Directors.
Members are distinguished into ordinary members, supporting members and honorary members, all with voting rights.
Ordinary members are those who pay the registration fee as established annually by the Board.
Supporting members are those who, in addition to the ordinary fee, deliver extraordinary contributions.
Honorary members are those who are declared as such by the Assembly for having supplied particular moral and material benefits to the Association.
Art. 5 – Rights and Obligations of Members
1) Ordinary and Supporters Members must pay the annual membership fee; Honorary Members are exonerated from paying the annual fee.
2) All members have the right to:
a. to receive the UNPLI CARD card of the Pro Loco;
b. to receive the Pro Loco publications;
c. attend the premises of the Pro Loco;
d. obtain any facilitations for events promoted and/or organized by the Pro Loco;
e. take vision, in the office of the Pro Loco, of the deeds of the association and related documentation, upon written and motivated request.
3) All Members, as long as they are adults at the time of the Assembly, have the right to:
a. to vote to elect the directive bodies of the Pro Loco;
b. to be elected to directive roles of the Pro Loco;
c. to vote to decide what is within the competence of the Assembly.
4) Members have the obligation to:
a. respect the Pro Loco Statute and regulations;
b. pay, in the terms established by the Board, the membership fee to the Pro Loco;
c. do not operate in competition with the activities of the Pro Loco.
Art. 6 – Admission and Exclusion of the Member
1) The admission of a new member is automatic and contextual to the payment of the annual membership fee for members resident and domiciled in the Municipality of Fregona; those who are non-resident and non-domiciled in the aforementioned municipality must submit a written application for admission to the Board of Directors, which decides within sixty days from the submission of the application.
The Board of Directors must justify the eventual refusal of the admission of the aspiring member.
2) The membership fee is not transferable and not re-evaluated.
Membership is lost due to death, resignation, arrears or unworthiness.
In the last two cases the relative measures are taken by the Board of Directors by the absolute majority of its members.
Against those decision the interested party, to whom the measure is to be communicated with registered mail, can submit an appeal to the Board of Arbitrators within 30 (thirty) days from the notification, presenting against- deductions.
The Board in turn will issue its judgment within 30 days of receipt of the appeal. This judgment will be final and executive immediately.
Art. 7 – Organs
Are organs of the Association:
a. the Assembly of Members;
b. the Board of Directors;
c. the President;
d. the Board of Auditors;
e. the Board of Arbitrators.
Art. 8 – Assembly of Members
The Assembly, regularly constituted, represents the universality of Members, and its resolutions, taken in accordance with the law and this Statute, obligates the members.
The Assembly is ordinary and extraordinary.
1) The Ordinary Assembly is competent to deliberate regard:
a. the approval of the budget plan, the annual planning and the final balance;
b. the determination of the directions and general guidelines of the Association;
c. the election of the members of the Board of Directors, the Board of Auditors and the Board of Arbitrators;
d. the approval of an eventual internal regulation;
e. the statement of honorary member as provided for in art. 4.
2) The Extraordinary Assembly is competent to deliberate regard:
a. the statutory changes;
b. the dissolution of the association with the majorities provided for in art. 21 of the C.C. (Civil Code)
3) All the members in good standing with the payment of the annual social quota take part in the Assembly.
They have the right to vote the members in good standing with the payment of the membership fee for the current year and the previous year.
Each member can be represented by another member with written proxy.
Each member cannot represent by proxy more than one member.
Each member has the right to one vote.
The Assemblies, both ordinary and extraordinary, are presided by the President of the Pro Loco assisted by the Secretary.
The Ordinary Assembly is convened at least once a year for resolutions within its competence, approves the final balance sheet of the previous year, approves the preparation of the budget plan, approves the activities program and potential proposals by the Board of Directors or Members.
The Assembly, for the approval of the financial statements, is convened before the deadline set by the competent organs for the presentation of the financial statements; the approvals must be sent to the organs competent by law, within the terms established by them.
4) L’ Assemblea straordinaria è convocata dal Presidente:
a. when he sees the need;
b. by written request either by the Board or at least one third of the Members within 30 (thirty) days from the same request.
5) The Assemblies, Ordinary and Extraordinary, are convened by the President of the Pro Loco Association, upon an approval by the Board which establishes the date, time, place and the agenda of the meeting.
The notice of convocation must indicate date, place, time and agenda of the Assembly and must be sent to all members by means of the postal service or by other suitable means to inform the members at least 8 (eight) days before the meeting.
The notice may provide for a second call in the event that the Assembly does not constitute a valid first call.
The Assemblies, Ordinary and Extraordinary, are valid, in first call, with the participation of at least half of the members and approve with the favorable vote of half plus one of those participating; in second call, they are valid with any number of members participating and deliberates with the favorable vote of the majority of presents.
The second convocation, both in ordinary and extraordinary session, must necessarily be called at least one hour after the date set for the first call.
The Extraordinary Assembly for the approval of the amendments to the bylaws is valid with the presence of half plus one of the members. This assembly cannot provide for a second convocation.
The Assembly, Ordinary and Extraordinary, is validly constituted, even without prior convocation, in a totalitarian form, actually, with the presence of all the social bodies in their entirety, as well as of all the members.
It is up to the President of the Assembly to verify the validity of the proxies and in general the right to attend the meeting. Of assemblies meetings will be drawn up the minutes signed by the President and the Secretary.
Art. 9 – Board of Directors
The Board of Directors is composed of a number of odd members (which in any case is not less than seven and not more than twenty-one units).
The Assembly after having fixed the number of members and the voting procedures, elects the members of the Board of Directors.
The members of the Board of Directors remain in office for four years and can be re-elected.
The representative of the Municipal Administration, a majority councilor and a minority councilor, with an advisory vote, in accordance with the terms and conditions established by the provincial regulation, can participate with right in the Board meetings if the Pro Loco obtains the registration to the Provincial Register as required by current regional legislation.
The Board elects among its members the President and the Vice President or the Vice Presidents who, however, cannot exceed the number of two.
The President, nominates the Secretary, with functions also of treasurer, who, if elected outside the members of the Council, will not have the right to vote.
The renewal of the social offices must be communicated within thirty days to the organs competent by law, unless different provisions, norms and regulations, would establishes shorter times.
The Board of Directors may appoint an Executive Committee inside itself, including the President and the Secretary.
The President of the Board of Auditors has entitled too to attend Committee meetings.
The Board meets at least six times a year and whenever the President deems it necessary or at the written request of two thirds of the members of the Board.
Councilors who are absent for three consecutive sessions without justified reason are declared decayed by a resolution of the Board itself.
In the absence, for any reason, of no more than a half (1/2) of the members of the Board elected by the Assembly, the missing Councilors will be replaced, with the Members who, according to the election results, immediately follow the elected members . If there are no other members who have received votes or less than half of the Councilors fail, even if not simultaneously, the Board of Directors will fail in its entirety and a new election will be held by the Assembly in order to reconstitute the decayed board.
For the validity of the resolutions it is necessary the effective presence of the majority of the members of the Board and the favorable vote of the majority of those present.
The Board is vested with the powers for the ordinary and extraordinary management of the Association: in particular, are recognized all the faculties for the achievement of the social goals that are not by the law and by the present statute, strictly reserved for the Assembly.
The Board of Directors is responsible for determining the annual amount of the membership fee.
The Board is also responsible for the administration of the social assets, the preparation of the budget with the corresponding action program, the drawing up of the final balance sheet and the report on the activity carried out.
The President can invite at the Board meetings people who are interested in particular aspects of the activities of Pro Loco and they can participate without voting rights.
Council meetings are public.
Of assemblies meetings will be drawn up the minutes signed by the President and the Secretary.
The first Board of Directors for the establishment and appointment of the social offices is convened by the senior councilor, that is to say the one who has received the highest number of preferences.
Art. 10 – President
The President is elected by the Board of Directors by secret ballot.
The president remains in office for the same period of validity of the Council and can be re-elected at the end of the mandate.
In the case of absence or legitimate impediment he will be replaced, in all its functions, by the Vice President or by the eldest if the Vice Presidents are two and in the absence of this person by the oldest Councilor member.
In the event of a permanent impediment or resignation, the Board of Directors will declare he/she decayed and it will provide for the election of a new President.
The President is the legal representative of the Pro Loco and has, in conjunction with the other members of the Board, the responsibility of the administration of the association; convenes and preside over the Board of Directors and the Members Assembly; is assisted by the Secretary.
The President is directly responsible, together with the Secretary and the possible treasurer, for the perfect keeping of all the accounting and administrative documents of the Pro Loco.
The Secretary assists the Board, draws up the minutes of the Board of Directors, ensures the execution of the resolutions and provides for the normal offices operations.
Lapses in the event of forfeiture of the President.
The Members Assembly, for exceptional merits acquired in activities in favor of the Pro Loco, can appoint an Honorary President.
Representative role and possible contacts with other bodies may be entrusted to the Honorary Chairman by the Board of Directors.
Art. 11 – Board of Auditors
The Board of Auditors is composed of three members elected by the Assembly of Members.
The Board appoints the President from among its members.
They have the task of examining, at any time, and at least once a year, social accounting and reporting on audits and financial statements.
The Auditors can participate, with an advisory vote, at the meetings of the Board of Directors.
The Auditors remain in office for four years and can be re-elected on the expiry of the mandate.
If with absences, for any reason, in the College, the missing Members will be replaced, up to a maximum number of one third of the members elected by the assembly, with those who, according to the election results, follows immediately the elected members.
The Board of Auditors remains in office until the forfeiture of the Board of Directors.
Art. 12 – Board of Arbitrators
The Board of Arbitration is to be made up of three members elected by the Assembly of Members.
The College appoints the President from among its members.
They have the task of monitoring compliance with the rules established by the Statute and attempting to reconcile any disputes that may arise between the members and between the members and the association.
The Arbitrators stay in office for four years and can be re-elected at the end of their term.
If with absences, for any reason, in the College, the missing Members will be replaced, up to a maximum number of one third of the members elected by the assembly, with those who, according to the election results, follows immediately the elected members. Remains in office until the forfeiture of the Board of Directors.
The Board of Arbitrators can entrust the resolutions of disputes to the Board of Arbitrators of the Regional UNPLI Committee.
Art. 13 – Extraordinary Commissioner
The Pro Loco can request its own extraordinary Administration:
a. with a request of at least half plus one of the members of the Board of Directors;
b. with a request for at least half plus one of the Members;
c. in the event of inactivity of the Board of Directors for more than six months.
The Commissioner is appointed by the Regional Committee U.N.P.L.I and must within six months call the Assembly for the re-election of the Board of Directors.
Art. 14 – Heritage
The heritage of the Association consists of:
1) from non-transferable social quotas, which must be paid within the deadline set by the Board from time to time;
2) from any reserve funds (resulting from budget surpluses). Any management surplus will in any case be allocated to statutory planned activities;
3) contributions from organizations (Region, Province, Municipality, Mountain Community and others, Associations, Traders, Hoteliers, etc.) or private citizens;
4) from movable and immovable assets that become the property of the Association;
5) from possible legacies due to death and possible donations;
6) the proceeds from the organization of events or participation in them as well as the proceeds from permanent and occasional initiatives;
7) from income deriving from the provision of agreed services;
8) proceeds from the sale of goods and services to Members and third parties, also through the carrying out of commercial, artisanal or agricultural activities carried out in an auxiliary and subsidiary way and in any case aimed at achieving the institutional objectives.
9) any other type of earnings according to the provisions of law 383/2000.
The association is forbidden to distribute, even indirectly, profits and operating surpluses as well as funds, reserves or capital during the life of the organization.
The social heritage and the proceeds of the activities cannot in any case, under any circumstances, even at the dissolution of the Association, be divided among the members, even indirectly.
Art. 15 – Members’ Performance
The Pro Loco uses the activities undertaken in the form voluntary, free and free of charge by its members for the pursuit of institutional purposes.
The Pro Loco may, in case of particular need, hire employees or use services of self-employment, even seeking help from its members.
All the positions of the Pro Loco are free.
The Board of Directors decides and approves on the provisions of this article and may provide for refunds of documented expenses made by the Members or by persons who have worked for the Pro Loco in the context of institutional activities.
In the event that the quality of the activity requires a non-amateur level, the Board of Directors can entrust professionals (external or internal of the Pro Loco) with jobs and/or roles that can be paid at market quotations and upon presentation of regular tax documentation.
Art. 16 – Economic and Financial Reporting
The Board of Directors of the Pro Loco must annually prepare an economic and financial statement that must be approved annually by the Assembly of Members.
This report shall be drawn up according to the criteria of cash and competence as provided for by the legislation in force in the matter.
The report approved by the Assembly will be available for viewing in the offices of the Pro Loco.
Art. 17 – Registers
Compatibly with its own purposes, the Pro Loco Association has the right to request registration in the Provincial Register or other registers according to the rules of the respective regulations.
Art. 18 – General Rules
The deed of incorporation, the Statute and any amendments, the deed of dissolution, the accounting results and the annual report on the activity, approved by the Assembly of Members, must be sent to the organs competent by law within the set deadlines.
Art. 19 – Participation in Consortium
The Association, in order to ensure the most complete achievement of its statutory tasks, can participate or join organization, committee or association.
The Consortium among pro loco has the purpose to improve collaboration between the Pro Loco of a homogeneous area, as well as promoting initiatives and coordinating and propagating the activities in the localities where the participating Pro Loco operate.
Art. 20 – Dissolution
The extraordinary Assembly dissolves the association with the favorable vote of the ¾ of the members. The dissolution of the Association is approved according to the last clause of the art.21 of the Civil Code by the Assembly of Members, which will appoint one or more liquidators and deliberate on the transfer of assets. In this case, after all the outstanding debts have been settled, the remaining assets must be devolved for socially useful purposes.
Art. 21 – Postponement
For all that is not expressly contemplated in the present statute, reference is made to the statutory regulations of the UNPLI, to the laws in force concerning the Pro Loco and to the norms of the Civil Code.
Art. 22 – Regulations
This statute will be completed, where necessary, by the Implementing Regulation, which is the responsibility of the ordinary Assembly Members pursuant to art. 8 let. D).
This Four-pages Comprehensive Act, including this one
read, confirmed and signed.
Approved by the Extraordinary Assembly on 31 January 2014