Art. 1

(Constitution)

The Regional Association known as the “Roman Association of Hotel Concierges “le Chiavi d'Oro”, established on February 16, 1952, is governed by these articles of association.

Article 2

(Site)

The Association is based in Rome. Currently in Via Domodossola 29, and can set up other offices, delegations, representations and federations anywhere, in Italy and abroad, where it is deemed to be present for the achievement of the statutory purposes.

Always for the achievement of the statutory purposes, it can be part of other entities, companies, bodies, or national and international organizations.

Article 3

(purposes)

The Association is: non-profit, apolitical, non-partisan, non-union. The Association has the purpose of developing and promoting any type of initiative in order to optimize the moral, cultural, and material elevation of the Associates through the organization of the most varied activities: from the professional one, concerning the study and of the problems of the category, to the recreational, artistic, cultural, sporting, touristic one, etc.…

In particular, the Association aims to:

a) facilitate relations between Associates with any type of initiative, to foster and establish a close and friendly link between them; help needy members through the most generous mutual aid activities and, where necessary, through the organization of donations, loans and subsidies.

b) promote and manage courses and seminars, training and updating initiatives, specialization and experimentation among all the Associates in order to study the problems of work and to fight unemployment and to favor any synergy between the Associates and the other institutions and companies operating in the hotel sector;

c) organize, promote and manage conferences and meetings between Members, exhibitions and public initiatives of various kinds in order to disseminate knowledge of the category, life and traditions of the hotel porter's activity;

d) organize all forms of participation in the cultural promotion of the Associates and in the best use of their free time, in voluntary action, in the formation of education, also with publishing and congress initiatives;

e) promote all types of research and initiatives to optimize the use of Members' free time in its many forms, organizing the most varied recreational activities, organizing trips and conferences, cultural and tourist meetings in Italy and abroad, creating centers of culture and training, literature and entertainment, encouraging the creation of clubs, circles, committees, entertainment, games, theatrical and cinematographic performances, competitions, shows and exhibitions, concerts and anything else useful for promoting the institutional purposes of the 'Association, in short, implement all those forms of activity aimed at increasing the knowledge and moral, intellectual and physical abilities of the Members, carry out any type of intervention in the aforementioned sectors: tourism, sport, social, cultural and so on useful to Members;

f) develop and disseminate documents and publications of a scientific and cultural nature in accordance with the aims of the Association, carry out editorial activities inherent to the field of study and intervention of the Association itself, participate, compete and collaborate in research programs, studies or other , on initiatives of other entities or institutions, on topics and in compliance with this statute;

g) promote any type of initiative (study courses, conferences, debates, meetings, etc.) in order to disseminate and make known the programs and aims of the Association among people interested in participating in the activity of the institution, implement teaching in professional institutes and of any kind, promoting professional training;

h) create, coordinate, take care of and maintain any type of relationship with other similar organizations, both national and international, both of hotel concierges and other workers in the hotel sector, joining, if necessary, also to other national associations and bodies or international bodies, as well as with public or private bodies and any other organization operating in the hotel branch or in the sector of the organization of workers' leisure time, in order to achieve the most complete achievement of the social purposes;

i) acquire, maintain and manage, whether owned or rented, an office or other premises useful for carrying out the activities of the Association.

Article 4

(Admission to membership)

Anyone who meets the following requirements can aspire to become members of the association:

Be hotel concierges or acting staff who can prove their professional efficiency through self-certification, who work in hotels from three stars upwards with a minimum of two years of consecutive work, who also carry out concierge or acting duties, there where requested by the management, with the obligation to wear the symbol of the crossed golden keys or a badge certifying their membership of the association on the uniform.

Those who can demonstrate that they meet the aforementioned requirements must:

a) Fill in the associative admission form countersigned by two active members;

b) Present the self-certification certifying the required requisites, as well as two passport size photos. The questions will be examined by the Board of Directors every three months in a board meeting and the answer to the candidate will be given in writing.

The rejected candidate undertakes not to formulate any complaint, not to demand the reasons for the refusal and not to exercise any recourse against the decision taken against him.

Article 5

(Composition)

The Association is made up of:

A) Effective Members: the quality of Effective Member is acquired with the resolution of acceptance by the Board of Directors, and with the regular registration in the "register of members".

In order to be an Effective member, he must also maintain all the essential requisites such as: being in effective service in hotels with three stars or higher, complying with the payment of the membership fee within the terms prescribed by this Statute, attending ordinary and extraordinary assemblies.

The Member may withdraw from the Association by written communication by registered letter with return receipt addressed to the President, or to the Vice President of the Board of Directors, without the obligation of giving reasons, and without the obligation of ratification of the withdrawal by the organs of the Association; after a year of different activity and consequent change of profession, the full member who wants to continue being part of the association will officially pass to the category of member member. Returning to the profession, he can be reinstated directly with the status of Effective Member, maintaining the initial length of service.

The Effective Member pays the membership fee, has the right to vote and is eligible for all corporate offices. No effective member may stand as a candidate for election to the national executive without the prior authorization of its own executive council.

B) Retired Members: all those who are retired and have finished practicing their profession.

The category of retired member is accessed upon notification addressed to the president or vice president of the board of directors, at the time of cessation of operating activity.

Retired members participate in the life of the association, pay the membership fee, have the right to vote and are eligible for no more than three elections for all association offices except those of “president, vice president, secretary.

At the request of the chairman of the board, a senior partner may be appointed a non-voting “adviser to the president”.

The Members thus defined in points (A) and (B) will be entered in the Members' register;

Registration in the Members' register implies the unconditional acceptance of this Statute.

C) Aspirant Members: Aspirant Members are all those who, interested in the Association's activity, wishing to share its aims and moral and cultural ideals, are allowed to observe upon request to the Board of Directors.

The aspiring member can participate in the training programs, as an observer at the assemblies, debates, study courses, conferences, meetings and in general in all the initiatives of the Association, in order to learn and know the fundamental principles of the organization and its activity with the intention of becoming an integral part of it and of being admitted as an Effective Member; can participate as a guest in the life of the association;

The aspiring member will be promoted to effective member one year after the presentation of the application to the board of directors, this limit may be lowered upon request by the president of the board of directors. Aspiring members do not pay membership fees and do not exercise the right to vote, and are not eligible for any membership office.

D) Adherent members are effective members who, although they have changed their profession, intend to remain in the association. Access to the category of adhering member is ex officio or upon request addressed to the president or vice president of the board of directors, after one year from the change of profession. Returning to the profession, he must be directly reclassified as an effective member, maintaining the initial seniority. Adherent members can participate in the associative life as guests, do not pay the membership fee, do not have the right to vote, and are not eligible for any social office.

E) Supporting Members: are natural or legal persons who significantly favor the continuation of the aims of the Association through extraordinary contributions or donations and economic initiatives of any kind. They are indicated and appointed by the Board of Directors. Supporting Members can participate in the associative life, do not exercise the right to vote, do not pay the membership fee and are not eligible for any corporate office. F) Honorary members: The following can be honorary members: people distinguished by public recognition, people who have rendered significant services to the association or who by clear fame, ability and experience can contribute to the cultural, economic and social development of the association. Honorary members can participate as guests in the associative life, do not exercise the right to vote, do not pay the membership fee and are not eligible for any corporate office.

Article 6

(Corporate Bodies)

The organs of the Association are:

a) – The General Assembly of Members

b) – The Board of Directors

c) – The President and the Vice President

d) – The Secretary

e) – The Treasurer

f) – The Board of Auditors

g) – The Board of Probi Viri

A) The General Assembly is formed by Effective Members and Retired Members in good standing with the payment of the annual membership fee.

The assembly meets in ordinary session twice a year and in extraordinary session when the Board of Directors, the Board of Auditors or one tenth of the members request the convocation.

The Assembly is chaired by the President of the Board of Directors and, in his absence, by the Vice President or, in the absence of both, by an Associate appointed by simple majority at the opening of the session.

The Assembly has the task of approving the proposals of the Board of Directors concerning the programs, activities and direction of the Association. In particular, the Assembly decides on the approval and amendments of the statute and regulations, and for the appointment of the governing bodies of the association. The Assembly also approves the budget and the final balance approved by the Board of Directors.

Both ordinary and extraordinary Shareholders' Meetings are validly constituted when at least half plus one of the Members are present or represented.

It decides by absolute majority.

If the members do not reach the required number, the Assembly must be convened again.

In the second call, it is validly constituted whatever the number of members present or represented, and resolves by absolute majority.

For resolutions relating to corporate assets, and in particular for transactions relating to the sale of real estate, the required majority must be equal to 75% of those entitled to vote.

Members may be represented in the Assembly by another Member with written proxy.

Each member cannot have more than three proxies.

The ordinary and extraordinary Assemblies are convened by means of a notice to be clearly displayed in the premises of the Association and to be sent by post by simple registered letter to all Members with the right to vote, at least fifteen days before the date established for the Assembly with the indication of the day, of the subjects to be discussed, of the place and of the time, both for the first and any second call; calls made electronically are also valid provided they are accompanied by the confirmation of receipt.

Any second call must take place on a different day from that of the first call.

The Shareholders' Meetings can also be held in a place other than that of the registered office.

B) The Board of Directors and elections

The Association is administered by a Board of Directors made up of the Past Presidents of FAIPA who have been members of the Roman association, and Mr. Adolfo Lodigiani for the merits acquired during his activity in favor of the Golden keys, of nine Councilors chosen from Regular Members and retired Members up to a limit of one hundred voters.

The number of Directors chosen from among retired Members may not exceed 3. Beyond this number, the total number of directors will increase by one for every twenty-five Members, or fraction of those entitled to vote, the number of 3 retired directors remaining the same. The Board of Directors remains in office for three years and its members can be re-elected.

The elections of the Board of Directors must take place three months before the National Assembly of the Federation of Italian associations of hotel porters, and Effective Members and retired Members have the right to vote.

Only Active and retired members are eligible with the limitation referred to in point 5B, and once elected they remain in office until the end of their mandate unless the requirements are no longer met.

Three months before the elections, an Electoral Committee composed of five Members will be formed, which will compile a list of Members entitled to vote and those eligible for election.

A letter of candidacy will be sent to the latter, which, if accepted, must be returned to the Electoral Committee so that it can draw up the list of candidates and fill in the ballot papers.

Forty-five days before the date fixed for the counting, the ballot papers must be sent to all those entitled to vote in the same manner as above, these ballot papers must be returned and placed in an urn located in the Company's headquarters or sent exclusively for mail to the Electoral Committee, all in a sealed envelope, within the deadline set by the Electoral Committee, usually ten days before the poll, as evidenced by the postmark.

The ballot will take place on the fixed date, preferably at the Company Headquarters, and will be managed by the Electoral Committee.

The board of directors

1) Promotes the initiatives necessary to implement the statutory purposes, manages the ordinary administration of the Association, and fulfills all the duties, the formalities necessary for the achievement of the powers conferred on the Association by laws, regulations, instructions issued by the competent national and international institutions

; 2) Prepares by the end of each calendar year the budget and the program for the following year's activities. By the end of the third month of each calendar year, it prepares the final account to be submitted to the approval of the ordinary shareholders' meeting;

3) Provides for the economic and financial management and, within the context of the budget allocations, for the ordinary administration of the financial means;

4) Authorizes the President and the Treasurer to open and manage current accounts, determining their relative powers;

5) Authorize the President to stand trial.

The Board of Directors meets monthly, and at its discretion in the months of July and August, in ordinary session open to all members and is validly constituted when at least fifty percent of the members are present plus the President or Vice President.

Its resolutions are taken by an absolute majority of the votes of the members present.

Voting is open or by secret ballot and, in the event of a tie, the President's vote prevails.

The Board of Directors also decides on any changes to the present statute by a majority of two thirds of the members.

The deliberated changes must be approved by the Shareholders' Meeting.

Every three months it examines the applications for acceptance of new members and decides on acceptance with a discretionary measure and without the obligation to give reasons.

C) The President and the Vice President

The President has the Social signature and the legal representation of the Association before third parties in court.

He is elected by secret ballot and by relative majority of the members of the Board of Directors.

His mandate lasts three years and cannot be renewed more than twice in succession.

He convenes the Board of Directors directing its work, adopts the decisions that cannot be postponed which will be submitted for ratification at the next meeting of the Board of Directors.

He receives regular power of attorney from the Board of Directors to operate, together with the Treasurer with joint signature, any deposit, withdrawal, sale, negotiation or exchange of funds in cash, securities or securities according to the best interests of the Association.

The President, or whoever acts on his behalf, has the right to reimbursement of travel expenses equal to 50% of the same, when he participates in ordinary or extraordinary meetings of the National Council of the Federation of Italian associations of hotel porters.

The President cannot carry out his functions if, during his mandate, the requirements for suitability for Effective Member cease.

He withdraws by letter sent to the President of the Federation of Italian hotel porter associations.

He will be replaced in his duties by the Vice President who will have six months to convene the entire Board of Directors, which will appoint the new President.

The President thus appointed will remain in office until the end of the current mandate of the Board.

The Vice President is appointed by the President among the elected Effective Members, in case of temporary impediment of the President his offices are represented by the Vice President who assumes full powers.

D) The Secretary

The Secretary is appointed by the President from among the elected Effective Members and is responsible for keeping and custody of all the Association's documents, excluding those pertaining to the Treasurer.

He is in charge of drafting the minutes, of the correspondence, of the administrative keeping of the books and archives of the Association, always with the exception of those reserved for the Treasurer.

E) The Treasurer

The Treasurer is appointed by the President among the elected, and is in charge of the accounting of the Association, he will observe the rules of the general accounting, he will have to be able to give explanations and to give an account of the situation of the Treasury. The accounts will be closed on a monthly basis, the administrative year being the calendar year.

The Treasurer will present each month, during the meeting of the Board of Directors, the accounts of the previous month, he will receive the observations, if necessary, or the approval of his work, with the signature of the President on the closing of the monthly accounts.

He will give an account of the annual management in the General Assembly.

Funds exceeding normal cash requirements will be deposited in a bank account opened and held in the name of the Association at a bank chosen by the Board of Directors.

The Treasurer will have the signature deposited jointly with the President, to operate on the current account, and will be responsible for its custody and management.

f) The Board of Auditors

The Board of Auditors is made up of three standing members and two substitutes, elected by the shareholders' meeting.

All members and also people outside the Association can be part of it.

In its first session, the Board elects the President from among its members, he remains in office for three years, and all the members can be reconfirmed.

The Board of Auditors supervises the regularity of economic and financial management and the keeping of accounting records.

When approving the final account and the budget, he reports with a written report to the Shareholders' Meeting.

The Board must meet at least twice a year to approve the budget and the final account.

The member who, without a justified reason, does not participate in any of the scheduled ordinary annual meetings, forfeits his office. The resolutions of the college must be taken by an absolute majority. The dissenting member has the right to have the reasons for his dissent recorded in the minutes.

The members of the College must attend the meetings of the Governing Council and the Members' Assemblies.

g) The Board of Probi Viri

The Collegio dei Probi Viri is made up of three standing members and two substitutes, elected by the shareholders' meeting. 

All Members of other Regional Associations can be part of it, and they can also be people from outside the Association, provided they have proven experience and probity.

In its first session, the Board elects the President from among its members, holds office for three years and all members can be reconfirmed.

The Board of Probi Viri is called to settle, judging according to fairness, in an unappealable instance, the disputes arising between the Members and between them and the Association.

The same is the guarantor of compliance with statutory and regulatory standards.

The member who, without justified reason, does not participate in two consecutive meetings of the College, forfeits his office.

The resolutions of the Board must be taken by an absolute majority.

The dissenting member has the right to have the reasons for his dissent recorded in the minutes.

Proceedings before the Collegio dei Probi Viri follow the rules and form of informal arbitration, whose members must decide according to equity in the ways provided for by the Code of Civil Procedure, by Special Laws and by custom.

Article 7

(Membership fees)

The membership fees are established during the assembly by the national council of the Federation of Italian hotel porter associations for Effective Members, and can only be changed here.

For Senior Members, the amount of the dues is decided by the Regional Executive Council.

A personal membership card will be issued to each Member upon admission, and will be validated with a stamp or sticker every year at the time of payment of the fee, except for new membership systems.

All Active and Retired Members are required to pay the annual membership fee, and no later than March 1st of each year.

Anyone who fails to pay without justification is liable to radiation.

Article 8

(Disciplinary measures)

The Board of Directors has the right to take disciplinary measures which, starting from a reprimand, can lead to expulsion.

All Members are subject to radiation who:

a) fail to pay the annual membership fee within the established terms and fail to provide written justification;

b) do not attend the two annual meetings of the Shareholders' Meeting without giving justification for their absence in writing;

c) They are guilty of misconduct, of crimes against the honor or any other form of behavior that could bring discredit or damage the good name of the Association;

d) Make false statements when completing membership forms.

The Governing Council will convene those who are liable to radiation, and will decide on their radiation without the interested parties being able to formulate a complaint or bring any action against the Sovereign decision of the Governing Council.

Dismissed Members are not entitled to any reimbursement and cannot be accepted by any other trade association.

Article 9

(Social assets)

The Social Assets and the financial means with which the expenses of the Association are covered are made up of:

a) From an ordinary fund made up of: with the annual contributions of Effective Members, Retirees, as well as other voluntary contributions, donations, allowances, donations and other forms of charity received from natural or legal persons, private or public bodies which in some way want to favor the life and development of the Association; with the possible funding allocated to the Association by the State, by the Provinces, by the Municipalities, by the European Community, or by other national and international bodies or companies for the performance of the statutory activities; with the contributions of the decentralized structures of the Association.

b) From an extraordinary fund represented: by any surpluses from the annual management which are set aside to constitute the assets of the Association by resolution of the Board of Directors and used in any way to achieve the statutory purposes.

c) From the income of the ordinary fund and the extraordinary fund. d) From the income deriving from the multiple activities of the Association. Reserves of any nature can never be distributed among the Members, neither during the existence, nor even after the termination of the Association.

Article 10

(Duration and dissolution of the Association)

The Association has unlimited duration. The shareholders' meeting convened in extraordinary session of the General Congress, decides on the modifications of the statute and on the possible dissolution of it, adopting the relative resolutions with the modalities and the majority foreseen in the preceding articles. In the event of dissolution of the Association, the assets of the Association must be donated exclusively and entirely to works of charity or general utility.

Article 11

(Final Provisions)

The present statute, approved by the Members' Assembly meeting in ordinary or extraordinary session, must be observed as a fundamental act of the Association. Although not expressly provided for in this statute, the provisions of the civil code are applicable, and possibly the provisions of the law on associative matters. 

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