Statutes of the Società Italiana di Virologia - Italian Società for Virology (SIV-ISV)
Art. 1 – Denomination
A scientific association is established named "Società Italiana di Virologia - Italian Society for Virology", abbreviated as "SIV-ISV". The Association is inspired by the aims and purposes of the Associations "Italian Society of Virology (SIV)" and "Italian Society of Medical Virology (SIVIM)".
The Association, indicated in the following articles by the acronym SIV-ISV, is non-political, non-profit-, and does not carry on commercial activities, with the exception of those necessary for training events and for the promotion of knowledge. Its Members do not receive any form of dividend or other benefits deriving from company management. Therefore, SIV-ISV must be considered as a non-commercial entity, pursuant to Article 87, paragraph 1, letter "C" of DPR no. 917 of 22 December 1986 (today article 73).
The Association SIV-ISV and its legal representatives declare full autonomy and independence and that they are not involved in commercial activities, with the exception of the activities carried out under the National Continuing Medical Training Program (ECM).
Art. 2 – Official Seat
The SIV-ISV’s official seat is normally located at the Institution in which the President in charge works, and it is currently located at the Department of Molecular Medicine, University of Padova, via A. Gabelli 63-35121 Padova. However, the President can set operational headquarters also in a different place, when he considers it convenient for organizational reasons.
Art. 3 - Purposes and Aim
In order to promote the role and progress in all fields of research and application of Virology, the SIV-ISV brings together and involves with equal dignity all areas of the specialized discipline Virology, in particular all the Italian virologists, researchers, teachers , professionals and experts of the various areas of Virology, including all professionals who exercise, even if not exclusively, specific activities in the inter-professional area that the SIV-ISV represents.
SIV-ISV also brings together, without limitation, all the subjects, in possession of the requisites foreseen by the Statute, belonging to the specialized discipline Virology who operate in the structures and sectors of activity of the National Health Service, or in free-professional regime or carrying on activities in the inter- professional area that the SIV-ISV represents.
SIV-ISV does not provide in any way, among the institutional purposes, the trade union protection of the members and, in any case, it does not directly or indirectly engage in trade union activity.
The activity of the SIV-ISV is carried out by promoting, encouraging and sponsoring throughout the national territory also through its regional representatives:
studies, research, and cultural initiatives, including the funding of projects and research programs in the field of Virology, of scholarships, of participation in conferences or scientific meetings and other activities useful for pursuing the statutory goals;
drafting of guidelines on issues of scientific, social, cultural and normative relevance in Virology
advice activities for the Authorities and Scientific/Health Institutions focused on prevention, epidemiology, diagnosis, therapy and emergencies in the Virology field;
dissemination of Virology in all areas, including the activity of informing Public Opinion, through the media on scientific discoveries or on hot topics and issues related to Virology;
organization of congresses, symposia, and meetings on Virology topics, at Regional, National and International level;
scientific collaboration and regional/national/international synergies with institutional, public and private Institutions, and among researchers in the field of Virology;
relationships with similar national and foreign associations;
valorization, training and professional growth of young people in all the Virology areas;
any other action aimed at promoting Virology and protecting the professional interests of its experts
SIV-ISV will promote collaboration in all regional, national and international contexts with universities, hospitals, Health Agencies, Research and Services bodies, both public and private, and other scientific and cultural Institutions.
SIV-ISV is obliged to publish the scientific activity through the institutional website SIV-ISV, constantly updated
Art. 4 - Assets and funding of the Association
The SIV-ISV’s assets consist of:
any movable and immovable property belonging to the Association;
any legacies and donations explicitly destined to increase the assets;
any residual assets from previous years, explicitly allocated to the assets.
The Association provides funding for its activities:
with the annual company shares of the members;
with possible active residues of training meetings, congresses, symposia and other events;
with the income from the assets;
with any contributions and donations and any other income allocated to the activity.
Art. 5 - Financial year
The financial year begins on January 1 (one) and ends on December 31 (thirty-first) of each year. At the end of each financial year, the Executive Board prepares the forward budget and the final balance of the financial year, to be submitted to the approval of the Members' Meeting. The final balance sheet and the forward budget, together with the report on the performance of the association management and possibly the report of the Board of Auditors, must be deposited at the headquarters of the Association, available to the Members' Meeting.
The SIV-ISV is obliged to publish the budgets and the final balance sheets on the SIV-ISV institutional site, as well as any paid assignments.
If available, residuals of the financial year management will have to be used: for the repayment of any previous management deficits, or for the strengthening of the activities of the Association, or for the purchase of capital goods for increasing or improving the Association activities, or for scholarships, or for funding the attendance at conferences/scientific meetings of young virologists, with the sole aim of pursuing statutory goals. It is not permitted the distribution of profits or residuals of management, as well as funds and reserves, during the life of the Association, without prejudice to possible impositions by law.
Art. 6 - Members
Members are researchers, teachers, professionals, experts and experts who exercise, even if not exclusively, activities in the different areas of Virology whose association request is approved by the Executive Board. Members are distinguished in:
Full members. Full members usually have an age of over 35 and a permanent position. They must pay an annual fee as established by the Assembly. They have the right to vote and are eligible for the Association offices if they meet the payment of the membership fees of the previous two years (current and previous year).
Junior Full Members. Junior Full members normally have a maximum age of 35 or a fixed-term employment position, including post-graduate research doctorates and postgraduate specialization students. They pay an annual fee reduced of 50% compared to that established by the Assembly for Ordinary Members. They have the right to vote if they meet the payment of the membership fees of the previous two-year period (current and previous year), but they are not eligible for the Association offices. They can request to become Ordinary Members. Their motivated request is subjected to the approval by the Executive Board.
Extraordinary members. They are undergraduate students who make a formal request of association. They will remain members for a maximum of four years from the moment of the approval of their request, without the payment of the associative fee. They have no voting rights and are not eligible.
Supporting members. They are natural or legal persons, public or private bodies, that support the Association's activities with significant contributions. They have no voting rights and are not eligible.
Honorary members. They are Italian or foreign personalities who have substantially contributed to the progress of Virology in all its aspects and to the accomplishments of the purposes reported in the
Article 3 of the present Statute. The appointment of Honorary Members is deliberated by the Members’ Assembly on the proposal of the Executive Board or of two Full Members. The Honorary Members do not pay any fee. They have the right to vote and are not eligible.
Art. 7 - Membership termination
Membership status is lost:
for deontological behavior or conflict of interest in contrast to the purposes reported in the art. 1 and art. 3 of the present Statutes.
The resignation must be sent in writing to the Secretariat of the Association, which will present it to the Executive Board at the first scheduled meeting.
Termination due to late payments will be declared by the Executive Board after two consecutive years of non-payment of the annual association fee. The member who was excluded from the Association due to late payments could request re-registration for justified reasons, subject to payment of the not paid fees.
The exclusion from the Association for deontological behavior in contrast with the aims of the Association or due to conflicts of interest that are harmful to the autonomy and independence of the SIV-ISV takes place by resolution of the Executive Board with the favorable vote of at least two thirds of its members, having heard the non-binding opinion of the Board of Arbitrators (when present).
Art. 8 - Association bodies
SIV-ISV’s bodies are the Assembly of Members, the Executive Board, the President.
The Board of Arbitrators and the Board of Auditors can be established. There is no remuneration for social offices.
The association bodies have a three-year duration and their members can be re-elected for a single consecutive term.
It is mandatory for all members of the Association Bodies to declare any conflicts of interest present at the time of taking charge or arising after the appointment and, where appropriate, declare their ineligibility or self-suspension. Otherwise, the exclusion from the office will take place as for the forfeiture of a Member (Article 7).
Any form of remuneration for social offices is excluded.
The legal representatives, the directors and the promoters must not have immediately sentenced judgments in relation to the activity of the SIV-ISV.
Art. 9 - Assembly of Members
The Assembly, convened at least once a year, is made up of all the Members referred to in art. 6, with the rights of each category, in compliance with the payment of the Association fee.
The Assembly of Members is convened by the President, in agreement with the Executive Board, as a rule, at least once a year at the official seat of the Association, or even in different places, provided that in Italy. The President may convene the Assembly, at the request of the majority of the Executive Board or of at least one third of the Members, who must specify in their request the proposed agenda. The convocation must be communicated without formal obligations, provided with suitable means (also by electronic means), of which proof of receipt is available, at least 15 (fifteen) days before the date set for the meeting. The notice must contain an indication of the day, time and place of the Assembly and the related agenda.
The Assembly of Members is considered validly constituted on first call with the presence on their own or by proxy of at least half plus one of the Members entitled to vote. If the quorum on first call is not reached,
the Assembly shall be considered validly constituted on second call regardless of the number of those present and delegates, without prejudice to those decisions for which a qualified majority is required.
The assembly is chaired by the SIV-ISV’s President or, in the event of his/her absence, by the Vice-President following the attribution of specific delegation by the President.
Each member can participate in the Assembly on his own. The member can also be the bearer of 1 (only) proxy of 1 other member not present in person.
The resolutions of the Assembly normally take place with an open vote, by an absolute majority of those present (in physical or telematic meeting), except in specific cases provided for by this Statutes.
Art. 10 - Tasks of the Assembly of Members
The Assembly of Members has the following tasks:
approve the annual report and the forward and final balance sheet presented by the Executive Board;
elect every three years the members of the Executive Board, members of the Board of Arbitrators and Auditors, including through secret ballots;
approve the proposals relating to the activity programs;
fix the general directives useful for achieving the statutory purposes of the Association;
decide, after examining the proposals of the Executive Board, the amount of the annual membership fee;
deliberate the modifications of the Statutes;
deliberate on each proposal indicated in the Agenda of the Assembly
or any internal regulations
Voting for the election of statutory bodies takes place by secret ballot by electronic means or in public meetings.
To deliberate modifications of the Statutes, it is necessary:
that the Board of Directors has communicated to all Members the proposed modifications at least three months before the date set for the vote, without prejudice to cases provided for by specific regulations or cases of urgency and greater interest for the Association;
that the absolute majority of the entitled Members has expressed a positive opinion.
To deliberate the dissolution of the Association and the devolution of the patrimony, it is necessary the favorable vote of the qualified majority of the 2/3 of the Assembly of the Members having right and compliant with the associative fee for the least two years.
Minutes of the Assembly of Members are drawn up, signed by the Chairman and the Secretary appointed in it.
Art. 11 - Applications to Corporate Bodies and votes of the Assembly of Members
The election of the Members of the Executive Board is by secret ballot. In the period between 90 and 20 days prior to the date of the elective assembly, the members holding passive electorate in compliance with the payment of the membership fees of the previous two years (current and previous) may: i) be candidates from the outgoing Executive Board or ii) be presented by at least twenty Members with rights who are in compliance with the payment of the membership fees of the previous two years (current and previous). The Executive Board verifies the requirements and compiles a list of names for the Members who will comprise the passive electorate. The candidate who finds himself in situations of conflict of interest with the SIV-ISV is obliged to declare it promptly and withdraw his candidacy. Each Member has the right to express a maximum of eleven preferences. The Secretariat will electronically send to the members the received applications at least 15 days before the date scheduled for the Assembly of Members.
The President in charge regulates the conduct of the Assembly and the voting system, appointing the electoral commission.
The appointments of the members of the Executive Board are decided by a simple majority of the Members taking part in the vote, present or by proxy.
Art. 12 – Executive Board
The Executive Board is the executive body responsible for achieving the statutory purposes of the SIV-ISV and for implementing the resolutions of the Assembly. It is made up of members elected by the Assembly, up to a maximum of 12. The elected members remain in office for three years and can be re-elected for a second term.
The Executive Board includes:
He Vice-President, who assists the President in relations with other national and international scientific societies and with governmental, public and private bodies; takes care of the aspects linked to patronage and interfaces with the coordinators of the study committees; replaces the President in case of absence or impediment, by his/her delegation.
the Secretary, who has the task of directing the offices of the Association, taking care of the management of ordinary affairs, providing for the signature of ordinary correspondence and carrying out any other task assigned to him by the President, from which he receives directives for carrying out tasks received.
the Treasurer, who takes care of the collection of the shares and of any other income, administers the assets of the SIV-ISV, organizes and executes the payments and prepares the annual budgets for the forward and the final balance.
During its first meeting, which is chaired by the eldest Member, the Executive Board appoints the President and the Vice-President and the other charges of the Board among its Members, by secret vote with relative majority.
The Executive Board has the task of drafting and updating the Rules to regulate the activities of the SIV-ISV and may possibly avail itself of a board of Arbitrators and a Board of Auditors by requesting their election.
In the event of absence or impediment of the President, the Vice-President assumes such office following delegation by the President exercising the relative powers, including the legal representation, for the time limits determined by such absence or impediment. In case of permanent impediment of the President in the three years, the Executive Board will proceed to the election of a new President, who will remain in charge until the end of the mandate of the Executive Board.
An outgoing President, after two consecutive terms, can not be re-elected as a member of the Executive Board until three years have elapsed since the end of his last position.
The member of the Executive Board who do not participate three times in a row at the meetings of the Board, without proven reasons, sent in writing to the President, lapse from their office.
Art. 13 - Duties of the Executive Board
The Executive Board guides and administers the Association. It implements the resolutions of the Assembly and promotes any useful or appropriate initiative aimed at achieving the goals pursued by the Association. The Executive Board has all the powers of ordinary and extraordinary administration, which are not reserved by law or by statute to the Assembly. In particular:
executes any resolution issued by the Assembly of Members;
develops the activity of the Association, examining proposals and promoting initiatives aimed at achieving the purposes referred to in Article 3 of the Statutes;
promotes the establishment of any Study Committees and Scientific Committees and monitors their activity;
deliberates on the scientific and logistical organization of the annual Congress, appointing the Coordinating Committee, and of other scientific events;
decides on the admission of new Members and on the forfeiture of a Member and / or of Members of Association Bodies according to the provisions of articles 6-8 of the present Statutes;
administers the assets of the Association;
draws up the annual report on the activity carried out by the Association as well as the forward and final balance sheet;
appoints the regional referents representing the Association for the various scientific sectors, areas and themes of Virology, on the basis of scientific and professional skills among the Members of the Executive Board or of the Assembly.
The Executive Board can delegate some of its tasks to one or more of its members, determining the office durations and powers.
The Executive Board is convened by the President at least once a year, but the President can convene it whenever he sees it necessary, or at the request of at least one third of its Members. The convocation must be communicated without formal obligations, provided with suitable means (also by electronic means), of which proof of receipt has been received, at least 5 (five) days before the date set for the meeting. The notice must contain an indication of the day, time and place of the meeting and the related agenda. In case of necessity, the Executive Board can take place by telematic means or by telephone conference. For the validity of the telematic / telephone call, remain valid the same rules applied to the physical call.
The Executive Board is validly constituted when half plus one of its Members is present. All resolutions must be taken with the favorable vote of the majority of those present. In the event of a tie in the votes, the decision voted by the President will be approved.
Experts, consultants and Members who have particular competence on the topics on the agenda may be invited to the Executive Board meetings; participation is limited to the discussion of the matters for which they are responsible and does not give the right to vote.
Art. 14 – President
The President is the legal representative of the SIV-ISV and is the guarantor of the application of the Statutes and Rules, as well as of the regular execution of the resolutions of the Assembly of Members and of the Executive Board. It carries out all those outside activities, including relations with the press, in the interests of the Association, within the scope of the directives of the Assembly of Members and of the Executive Board, and in compliance with the functions and powers of these bodies.
The President is in charge as long as the Executive Board that has elected him/her.
Art. 15 - Board of Arbitrators
The Board of Arbitrators, if established, is the body that controls the compliance with the provisions of the Statutes and of the Rules. It consists of three permanent members and three alternates, elected by the Assembly by secret ballot. The elected members remain in office for three years and can be re-elected only once consecutively. The Board of Arbitrators, at the request of the Executive Board or as a member of corporate bodies, on the basis of articles 7 and 8, expresses a reasoned opinion about the issues that entail the possible forfeiture of a Member, on the basis of Article 7 of this Statutes or on other matters that the Executive Board wishes to submit to its advice. All disputes that may arise in relation to this Statutes, including those concerning its validity, interpretation, execution and resolution, or between the members, between the latter and Executive Board, or between Members of the Executive Board, as well as the regulation of conflicts of interest, may be deferred, at the request of the Executive Board and of the interested Members, to the Board of Arbitrators that expresses a motivated opinion. The Board of Arbitrators will decide on a ritual and legal basis, in any case in compliance with the mandatory provisions set forth in articles 806 and following of the Code of Civil Procedure.
Art. 16 - Board of Auditors
The Board of Auditors, if established, is the body that monitors and validates the regularity of the administrative and accounting records of the SIV-ISV. It is made up of three effective members and three alternates, elected by the Assembly with a secret ballot in the manner established by the Rules, including persons who are not members of the association. The elected members remain in office for three years and can be re-elected only once consecutively. The appointment of Auditor is incompatible with the position of President. The Board of Auditors checks the regularity of administrative acts and expresses a written opinion on the forward and final balance sheets prepared by the Executive Board.
Art. 17 - Committees
The Executive Board has the task of setting up, through the Members, special scientific or study committees, including Regional Virology Sections for the representation throughout the national territory
of the SIV-ISV, for the study of specific topics or to start specific activities, such as the organization of Congresses, refresher courses and anything else of interest for the Association.
Among these Committees, a Scientific Committee is specifically provided for the verification and control of the quality of the activities carried out and of the technical-scientific production, to be carried out according to the scientific and bibliometric productivity indexes validated by the international scientific community.
Art. 18 – Winding-up
The SIV-ISV can be winded-up, on the proposal of the Executive Board or of 1/3 of the Members with voting rights, by a resolution of the Assembly of Members, also by electronic means, with the favorable vote of the qualified majority of 2/3 of the Members with rights and compliant with the membership fees for at least two years.
If the qualified majority of 2/3 of the Members entitled to and in good standing with the membership fees for at least two years, required for the dissolution of the SIV-ISV, is not reached on first call, the President - after a period of no less than 60 days and no more than 120 days - will hold an extraordinary meeting on second call. In this case the Assembly will be considered validly constituted whatever the number of Members present or represented and for the dissolution of the Association a majority of 2/3 of the Members present or represented will be sufficient.
In case of winding-up of the SIV-ISV, the social patrimony will be devolved to scientific or charitable purposes or to other non-profit scientific Associations of social utility, having similar aims to those established by article 3 of the present Statutes, unless different destination imposed by the law in force at the time of dissolution.