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of the aims of the Marquis Vittorio Spreti Cultural Association, besides
honouring my father’s memory, is to update the Italian Historic
Nobiliary Encyclopaedia, an initiative that the “Marquis Vittorio
Spreti Foundation” Cultural Association has planned and which
I consider the perfect way to continue my father’s work.
We must duly pay tribute to the skill and untiring
work of Marquis Vittorio Spreti, editor of the Italian Historic Nobiliary
Encyclopaedia, whose care and dedication led to the publication in the
30s of last century, of an unequalled work for the quality and wealth
of historic, civic, heraldic, genealogical and nobiliary references, and
which became the milestone and landmark for all scholars and lovers of
this subject which has totally conquered our spirit.
Ours is an ambitious enterprise, that we are facing
with a certain touch of folly, although we are fully aware that it will
be extremely arduous just to keep the level of perfection given by the
Encyclopaedia, a work that is still fully in line with our times and,
perhaps, peerless.
This project is not the only activity of the Marquis
Vittorio Spreti Foundation Cultural Association, which also has the
job of looking after the impressive Spreti Fund, an immense and inestimable
heraldic and historic wealth, that covers centuries of history and which,
on one hand, is a mine of documents, notions, nobiliary and genealogical
data, on the other is a precious and irreplaceable recognition tool of
the scientific method and efficient organisation that permitted my father
and his colleagues to complete this unequalled editorial work, which culminated
in the publication of the Encyclopaedia de qua.
The legal form of the Marquis Vittorio Spreti
Foundation Cultural Association – i.e. private non-profit making
institution – is not casual; in fact it wants to signify symbolically
and evocatively that the Marquis Vittorio Spreti Foundation is
not a temporary association, or destined to disappear with the passing
of time, but rather a permanent professional foundation, with very deep
roots, like the traditional values it wishes to conserve, protect and
pass down to the future generations.
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ART. 1
On the 9th May 2003, the Cultural Association called “Marquis Vittorio Spreti Foundation” was established in Lugano.
ART. 2
The “Marquis Vittorio Spreti Foundation” Cultural Association
has headquarters in Padova, piazzale Stazione n. 6, has unlimited term.
The Administration Board may open other offices, branches and agencies in
other locations in Italy and abroad, and likewise close them.
The emblem of the “Marquis Vittorio Spreti Foundation” Cultural
Association is the coat of arms of the Spreti Family: gold with green fern
at the top of a three-peaked silver mountain, moving from the tip.
The motto is: Perpetuitas et continuatio in memoria.
ART. 3
The preamble is an integral part of the purpose of the “Marquis Vittorio Spreti Foundation” Cultural Association, which likewise pursues:
a) The protection and conservation of the historic archives of noble European
families;
b) Promotes, coordinates and performs studies and research in the field
of Genealogy and Heraldics;
c) Sets up training courses relative to the Association’s purpose,
including founding a Heraldic School and/or of other sciences in support
of history;
d) Stimulate any initiatives in Italy and abroad that are useful to the
purpose, including the promotion and encouragement of conferences, publications,
literary, historic and artistic works, which will help spread the respect
for Traditions to the public.
e) Protect and strengthen the family feeling and institution.
ART. 4
To divulge and spread its researches and purposes, the “Marquis Vittorio Spreti Foundation” Cultural Association may hold individual sessions,
study courses into Patriotic History, conferences, seminars, updating courses
and conventions, Italian or international, in the subjects relative to the
aims given at article 3.
It may grant awards for research or cooperation. Other tasks of the “Marquis Vittorio Spreti Foundation” Cultural Association are the editing and
updating of the subjects given at article 2, by publishing articles, texts,
manuals and brochures.
ART. 5
Associations are allowed admittance to the “Marquis Vittorio Spreti Foundation” Cultural Association, that are formed of institutions
or persons working in the field of genealogy, heraldics and supporting sciences
to history:
a) And which do not have an organisation that is in contrast with the regulations
of the Country;
b) And which are not a duplicate of other associations that already belong.
The “Marquis Vittorio Spreti Foundation” Cultural Association
is formed of Effective Members and Beneficial Members.
The Effective Members are those who adhere to the “Marquis Vittorio Spreti Foundation” Cultural Association during its activities; Beneficial
Members are those who receive the services that the “Marquis Vittorio Spreti Foundation” Cultural Association intends offering.
The fact the Members are divided between these categories does not mean
there is any different sort of treatment with regards Members’ rights
in the “Marquis Vittorio Spreti Foundation” Cultural Association.
In particular, each Member has the right to effectively take part in the
life of the “Marquis Vittorio Spreti Foundation” Cultural Association.
Associations belonging to the “Marquis Vittorio Spreti Foundation”
Cultural Association are completely independent in performing their activities
on behalf of the relative categories, and the “Marquis Vittorio Spreti Foundation” Cultural Association is not allowed any sort of interference.
ART. 6
All those who wish to become part of the “Marquis Vittorio Spreti Foundation” Cultural Association must forward their request on the
special form, detailing the category they wish to belong to.
Membership in the “Marquis Vittorio Spreti Foundation” Cultural
Association is unlimited in time, and shall not be accepted for a temporary
period, although the right to withdrawal shall remain valid.
Members who are of age shall have the right to vote in the General Assemblies
to approve and amend the Articles of Association and regulations for appointing
the Administrative offices of the “Marquis Vittorio Spreti Foundation”
Cultural Association.
Membership does not involve any obligation of financing or other payments
other than the yearly membership fee; members of the “Marquis Vittorio Spreti Foundation” Cultural Association are free to make other donations
if and when they wish.
The yearly membership fee, and any other donations, are without security
and therefore not subject to revaluation nor repeatable in any circumstances,
not even in the event the “Marquis Vittorio Spreti Foundation”
Cultural Association is wound up, nor in the case of death, extinction,
withdrawal or exclusion from the “Marquis Vittorio Spreti Foundation”
Cultural Association.
The payment does not give right to other participation nor create indivisible
participation shares that may be transmitted to others, neither by inheritance,
as special legacy, neither by inheritance as universal legacy, neither by
deed between living persons nor further to death.
ART. 7
Membership request depends on acceptance by the Administration Board, with
its unchallengeable and motivated judgement, and eventual appeals may be
made against their decision during the General Assembly of the Members.
In the event of admission request by a minor, it must be countersigned by
a parent or guardian.
Members have the right to visit the headquarters of the Association, in
the manner established in the general regulations.
Membership ceases in the “Marquis Vittorio Spreti Foundation”
Cultural Association:
a) By voluntary resignation by registered letter to the headquarters of
the “Marquis Vittorio Spreti Foundation” Cultural Association
by the 30th June of each year and is effective from the next 31st December;
if notification is not received, membership in the “Marquis Vittorio Spreti Foundation” Cultural Association is intended as automatically
renewed for a further year;
b) By being in arrears. A member who fails to pay just one instalment of
his fee within 15 days from its expiry, is automatically excluded from the
“Marquis Vittorio Spreti Foundation” Cultural Association;
c) By expulsion, decided by the absolute majority of the members of the
Administration Board, which would be pronounced against a member who commits
any dishonourable acts inside or outside the “Marquis Vittorio Spreti Foundation” Cultural Association or who, through its conduct, creates
an obstacle for the good continuance of the association.
The expulsion decision shall be confirmed by the General Assembly of the
Members.
An expelled member shall not have the opportunity of being re-proposed.
ART. 8
The finances of the association are formed of the yearly fees, established
by the Administration Board, from income from Institutional Activities,
contributions from boards and associations, from inheritances and donations.
The “Marquis Vittorio Spreti Foundation” Cultural Association
is not authorised to distribute, directly or indirectly, any profits or
management surplus of any nature, nor funds, reserves or capital during
the life term of the “Marquis Vittorio Spreti Foundation” Cultural
Association, unless said destination or distribution is imposed by law.
The ordinary revenue of the “Marquis Vittorio Spreti Foundation”
Cultural Association is formed of membership fees from single citizens,
organisations or associations, of extraordinary contributions, inheritances,
oblations, gifts, donations, legacies and endowments, income from boards
or private persons, including any publishing initiatives.
The membership fees are established from year to year by the Administration
Board.
ART. 9
The association offices are:
a) President;
b) Vice - President;
c) Administration Board;
d) Executive Board
e) The Statutory Auditors’ Board.
Election of the offices of the “Marquis Vittorio Spreti Foundation”
Cultural Association cannot be bound or limited in any manner, and is based
on maximum freedom of participation by the active and passive electors.
ART. 10
The social and financial period begins on the 1st January and ends on the
31st December of each year.
ART. 11
The General Assembly of the Members may decide and vote on the following
matters:
- Appoint, revoke and replace members of the Administration Board, apart
from the indications given at art. 12;
- Approve the yearly balance sheet;
- Amend the Articles of Association;
- Wind up the Cultural Association and distribute its assets;
- Decisions regarding the use of means for implementing the research programmes
put forward by the Administration Board;
The Assembly is formed of all the effective and beneficiary members, and
is the sovereign body of the “Marquis Vittorio Spreti Foundation”
Cultural Association. The General Assembly of the Members may be summoned
for ordinary and extraordinary meetings.
Members who are up to date with their payments of the yearly fee may take
part in the ordinary and extraordinary General Assemblies of the “Marquis Vittorio Spreti Foundation” Cultural Association.
Each member has the right to vote and may do so by proxy. Proxy may be granted
only to another member, and no member may carry more than two proxies.
The Ordinary General Assembly shall normally be summoned by the 30th June
of each year, in particular to approve the balance sheet for the previous
year and the forecast budget for the current year. Likewise the General
Assembly will proceed to elect the members of the Administration Board upon
its expiry.
The Assembly may be summoned by the Administration Board further to its
internal decision, or by at least 5 members, who may suggest the agenda
for the meeting. In this event, the meeting must be summoned within 30 days
from receiving the request.
The Assembly shall be summoned by putting a notice on the notice board of
the “Marquis Vittorio Spreti Foundation” Cultural Association,
at least 8 days prior to the date for the summons, followed by written invitation
addressed to the domicile of each single Member.
Both the Ordinary and the Extraordinary Assemblies are valid with the majority
of Members present. An hour after the time established for the first summons,
the Assembly is regularly formed in second summons, no matter how many Members
are present.
Any amendments to these Articles of Association may be discussed and voted
on only by the Extraordinary Assembly of the Members, and only if included
in the agenda. For these decisions, the favourable vote is required of the
majority of those voting, who must represent at least one half of the Members.
ART. 12
The Administration Board is formed of between 3 and 5 members, elected and
appointed by the Assembly, the Board then appoints the President, Vice President,
Secretary and Treasurer from among its members. The Administration Board
remains in office for three years and its members may be re-elected. All
decisions are adopted by majority vote.
ART. 13
The Administration Board is considered wound up and no longer in office
in the event there is no longer a majority due to resignation or any other
reason.
The Administration Board meets each time the President considers it necessary
or whenever the other Administrators request, without any formalities required.
ART. 14
The Administration Board:
a) Decides on membership admission requests;
b) Makes proposals to the Assembly regarding Members who are in arrears
or unworthy, in conformity with the provisions given in the Articles of
Association;
c) Takes the decisions regarding the Members’ behaviour during the
social activities;
d) Prepares the forecast budget and the balance sheet to submit to the Assembly,
manages the ordinary administration of the association, decides on the yearly
membership fees;
e) Establishes the dates for the General Assemblies of the Members, which
must be held at least once a year, summoning an Extraordinary Assembly when
the Board considers it necessary or whenever requested by the Members;
f) Draws up the regulations for activities of the “Marquis Vittorio Spreti Foundation” Cultural Association;
g) Adopts all necessary disciplinary measures towards the Members as required;
h) Performs the banking and credit transactions;
i) Looks after ordinary administration and, excluding those tasks expressly
assigned to the Assembly by these Articles of Association, extraordinary
administration. The Administration Board may delegate its activities to
its members, establishing the method for their performance and the various
responsibilities;
j) Implements all the decisions of the Assembly of the Members;
k) Formulates the work plans for the Association as given in the Articles
of Association and submits them to the Assembly.
ART. 15
By mandate from the Administration Board, the President manages the “Marquis Vittorio Spreti Foundation” Cultural Association and is the legal
representative in all circumstances. He has powers for ordinary and extraordinary
administration; summons and chairs the meetings of the Administration Board,
ensures the resolutions of the Administration Board are implemented.
ART. 16
The Vice President stands in for the President in the event he is absent
or temporarily unable, in those tasks for which he has expressly received
mandate.
ART. 17
The Secretary executes the decisions of the President and the Administration
Board, drafts the minutes of the meetings, deals with the correspondence
and anything else he is delegated to do by the Administration Board.
ART. 18
The Treasurer looks after the administration of the “Marquis Vittorio Spreti Foundation” Cultural Association receiving the payments and
keeping the company registers.
The company registers may be viewed by anyone making a motivated request;
any copies are made by the “Marquis Vittorio Spreti Foundation”
Cultural Association at the expense of the applicant.
The Treasurer looks after the conservation of the property of the “Marquis Vittorio Spreti Foundation” Cultural Association and any expenses
to be paid further to mandate from the Administration Board.
The historic archives of noble families that are kept by the “Marquis Vittorio Spreti Foundation” Cultural Association remain the property
of the original families, who contribute to the cost for their safekeeping,
excluding the Spreti fund, and they may request they be returned at any
moment.
ART. 19
The Administration Board responds jointly for the good trends of the “Marquis Vittorio Spreti Foundation” Cultural Association both in moral and
financial terms, also in derogation of art. 38 of the Italian Civil Code.
Non of the Association offices are remunerated, unless expressly stated
otherwise, and for any expenses that may be reimbursed which have been incurred
in carrying out the office and which are duly documented.
ART. 20
The life term of the “Marquis Vittorio Spreti Foundation” Cultural
Association is unlimited.
The “Marquis Vittorio Spreti Foundation” Cultural Association
may only be wound up further to a decision by the General Assembly of Members,
with the favourable vote of two thirds of the assigned votes, in both first
and second summons.
In the event of winding up for any reason, the “Marquis Vittorio Spreti Foundation” Cultural Association is obliged to distribute its assets
to other associations with similar purposes or for purposes that are publicly
useful, return the conserved family archives to their legitimate owners,
after discussing with the control organisations pursuant to art. 3, paragraph
190, of Law 23 December 1996, no, 662, unless ordered otherwise by law.
ART. 21
The social fund is formed of the yearly membership fees.
ART. 22
The “Marquis Vittorio Spreti Foundation” Cultural Association
may establish sections in those locations considered suitable to better
attain the association purposes.
ART. 23
The Statutory Auditors’ Board is formed of three members elected by
the Assembly, who appoint a President from among them.
The President participates in the meetings of the Administration Board for
consultation purposes.
The Auditors control the administration of the “Marquis Vittorio Spreti Foundation” Cultural Association.
In the event any irregularities are found, they have the power to summons
the Assembly.
The Auditors’ Board may be formed of persons who are not members of
the Association.
ART. 24
The Auditors’ functions are incompatible with any other office, including
technical ones.
No one may be elected member of the Administration Board who receives remuneration
or fees from the “Marquis Vittorio Spreti Foundation” Cultural
Association.
ART. 25
Any controversies between the “Marquis Vittorio Spreti Foundation”
Cultural Association and its Members, or between the Members themselves,
are submitted to an Arbitration Board of three members, who are Members
of the “Marquis Vittorio Spreti Foundation” Cultural Association,
two being elected by the parties concerned and the third, who is the President,
appointed by these two arbitrators; or, in the event of controversy, by
the President of Padova Court.
The Arbitration Board has fullest powers of investigation and decisions,
and its verdict is final and unappealable.
The disciplinary measures that may be applied are those given by the Articles
of Association and Regulations. The proposal to expel a Member from the
“Marquis Vittorio Spreti Foundation” Cultural Association must
be notified to the President of the “Marquis Vittorio Spreti Foundation”
Cultural Association and then be voted on by the Administration Board and
confirmed by the General Assembly of the Members.
On accepting these Articles of Association, Members hereby accept to respect
this article.
ART. 26
For anything not expressly given in these Articles of Association, the Italian
Civil Code is referred to in the sections regarding Associations. |
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