Article 1 – Name and Registered Office
The Italian Academy of Commodity Sciences (AISME) is hereby established as a non-profit association.
Its registered office is located in Rome, Via del Castro Laurenziano no. 9, within the Department of Management of Sapienza University of Rome.
The Association seeks to inherit the cultural legacy and operate within the same scientific fields as the Italian Society of Commodity Sciences (SIM), of which it represents a development and continuation.
Article 2 – Purpose and Activities
2.1
The Academy is independent, non-religious, non-political, and non-profit.
It may receive contributions and grants from private and public entities, both local and national, as well as international institutions, exclusively for achieving the purposes of the Association and for supporting cultural advancement and the dissemination of Commodity Sciences.
2.2
The purpose of the Academy is to promote research and scientific collaboration among scholars of Commodity Sciences.
To this end, the Academy shall, in particular:
- promote the knowledge, advancement, and development of Commodity Sciences and related disciplines;
- participate in initiatives and projects of Italian, foreign, and supranational institutions;
- cooperate with public and private bodies;
- issue expert opinions within its specific field of competence;
- organise, sponsor, and promote conferences, debates, seminars, and other cultural initiatives;
- establish study commissions;
- award prizes and research scholarships;
- support, where possible, the dissemination of journals relevant to the disciplinary sector;
- carry out any other activity useful for the pursuit of its purpose.
2.3
The Academy may join other Academies, Associations, bodies, or institutions in order to achieve its purposes and to pursue excellence in its activities.
2.4
The Association may adopt its own identifying logo.
Article 3 – Duration and Financial Year
The Association is established for an indefinite duration and shall be dissolved in the cases provided for by law.
The financial year begins on 1 January and ends on 31 December.
Article 4 – Cooperation with Scientific Societies in the Business and Management Area and Integration with AIDEA
In pursuing the institutional aims set forth in Article 2, AISME recognises the value of cooperation among the Scientific Societies operating in the business and management field, so as to ensure principles, objectives, projects, activities, and services for the entire community of Italian scholars in this area.
To this end, AISME cooperates with the Italian Academy of Business Administration and Management (AIDEA) and with the other scientific societies in the field recognised by AIDEA, on the basis of a specific agreement defining the objectives and modalities of cooperation.
AISME coordinates its activities with those of the sectorial Scientific Societies and participates—through its representation within AIDEA’s governance—in activities of interest to the broader disciplinary area of business and management studies.
Article 5 – Members
5.1 Ordinary Members
May be admitted as Ordinary Members: full professors, associate professors, and researchers (either permanent or fixed-term) belonging to the disciplinary sector of Commodity Sciences (ECON-10/A), including those on leave, secondment, or retired.
Foreign professors, researchers, and scholars may also be admitted.
5.2 Corresponding Members
May be admitted as Corresponding Members: doctoral candidates, PhD holders, research fellows, and other scholars of Commodity Sciences, Italian or foreign.
5.3 Associate Members
Professionals—managers, consultants, practitioners—interested in participating in the scientific initiatives of the Academy may be admitted as Associate Members.
5.5 Honorary Members
The Academy may appoint Honorary Members chosen among renowned personalities, Italian or foreign, or individuals who have particularly contributed to the aims of the Association.
Professors emeriti of the SECS-P/13 sector are Honorary Members by right.
They are exempt from membership fees and cannot serve on the Board of Directors.
5.6 Relationship with AIDEA
Ordinary and Corresponding Members of the Academy are, by right, Ordinary and Corresponding Members of AIDEA.
5.7 Membership
Membership is voluntary and is granted in accordance with the procedures set out in Article 6.
Article 6 – Admission Procedures
6.1
Admission occurs through a membership application supported by:
- one Ordinary Member, for applicants to Ordinary and Corresponding Membership;
- three Ordinary Members, for applicants to Associate or Supporting Membership.
The application is accepted or rejected at the sole discretion of the Board of Directors and takes effect:
- from 1 July for applications submitted between 1 December of the previous year and 15 June;
- from 1 January of the following year for applications submitted between 16 June and 30 November.
6.2
Honorary Members are appointed by the General Assembly upon proposal of the Board of Directors.
Each member may propose an Honorary Member by submitting a written request signed also by at least five Ordinary Members.
Article 7 – Rights and Duties of Members, Withdrawal, Exclusion, and Loss of Membership
7.1
Ordinary, Corresponding, and Associate Members are entitled to all services provided by the Association.
7.2
Members must maintain conduct consistent with the purposes of the Association.
7.3
Membership may cease due to:
- withdrawal;
- loss of eligibility;
7.4 Withdrawal
Withdrawal shall take place pursuant to Article 24 of the Civil Code, by written notice to the President no later than 31 August of each year.
It becomes effective at the end of the current year.
7.5 Loss of Eligibility
A member loses membership status when he/she no longer meets the requirements set forth in Article 5.
7.6 Exclusion
Exclusion may be resolved in the following cases:
- a) conduct detrimental to the aims of the Association;
- b) failure to pay membership fees (Article 8);
- c) other serious grounds.
7.7
Loss of eligibility or exclusion is communicated to the concerned member by registered letter with return receipt.
7.8
A member who loses membership status is not entitled to any reimbursement of fees paid.
Article 8 – Membership Fees
8.1 Determination
Ordinary, Corresponding, and Associate Members contribute through a non-transferable annual fee.
Fees, differentiated by membership category, as well as contributions from Supporting Members, are governed by the Fee Regulations.
8.2 Allocation between AISME and AIDEA
One third of the annual fee paid by Ordinary and Corresponding Members is transferred to AIDEA; the remaining two thirds remain with AISME.
8.3 Admission Fee
At the time of admission or readmission, Ordinary and Corresponding Members shall pay an admission fee as provided in the Fee Regulations.
8.4 Arrears
– One year of arrears → suspension of membership rights.
– Two years of arrears → exclusion decided by the Board of Directors.
A member who has been excluded may be readmitted by paying the admission fee again.
Article 9 – Common Fund
9.1
The Common Fund consists of:
- annual membership fees;
- contributions in money or in kind;
- bequests and donations;
- financial surpluses.
9.2
Any operating surpluses, funds, and reserves may not be distributed among members or governing bodies, not even in the event of withdrawal or dissolution of the Association.
9.3
In case of dissolution, the Common Fund shall be allocated to another Association pursuing similar purposes or to Third Sector entities, after all debts have been settled.
9.4
Membership fees are proposed by the Board of Directors and approved by the General Assembly, in accordance with agreements with AIDEA.
Article 10 – Governing Bodies
The governing bodies of the Association are:
- a) the General Assembly;
- b) the Board of Directors;
- c) the President;
- d) the Vice-President.
Article 11 – General Assembly
11.1
The General Assembly consists of all members of the Academy.
It meets, in ordinary session, at least once a year, preferably during an academic conference organised by AISME, upon notice convened by the President and communicated to members at least thirty days before the meeting date.
The notice of meeting must indicate the place, date, and time of the meeting, the agenda, and the date of the possible second call, and may be sent by registered mail, fax, or email.
11.2
The Assembly sets the general guidelines of the Association’s activities, elects the Board of Directors, determines membership fees upon proposal of the Board (in accordance with agreements with AIDEA), and deliberates on amendments to the Statute and on any other matter reserved to it.
11.3
The Assembly is duly constituted when at least one third of the members is present, except in the case of election of the President or the Board of Directors, amendments to the Statute, or actions of liability against directors, for which the presence of at least 51% of members is required.
11.4
Proxy voting is permitted; each member may hold no more than three proxies.
11.5
Members who are not up to date with the payment of membership fees may not participate in the Assembly.
11.6
An extraordinary Assembly may be convened upon written request, submitted to the Board of Directors, by at least one fifth of the voting members in good standing, or by at least three directors.
Article 12 – Powers of the Assembly
12.1
The ordinary Assembly shall:
- a) approve the financial statements submitted by the Board of Directors;
- b) elect and dismiss the President, the Vice-President, and the Board of Directors (dismissal may concern individual Directors);
- c) approve general programmes of activities proposed by the Board or members, subject to budgetary constraints;
- d) deliberate on amendments to the Statute and on any other matter submitted by the Board of Directors.
12.2
For the election of the President and Board of Directors, and for amendments to the Statute, a two-thirds majority of those present is required in the first two ballots.
If this majority is not reached, a runoff shall be held between the two candidates who obtained the highest number of votes in the last ballot.
12.3
All other resolutions require a simple majority of those present.
Article 13 – Board of Directors
13.1
The Board of Directors consists of nine members, including the President.
It is elected by the Assembly concurrently with the election of the President in accordance with Article 12.
Members may express up to three preference votes.
13.2
The Board is convened by the President with at least fifteen days’ notice.
If requested by at least three Directors, the meeting must be convened within twenty days.
The notice shall specify the place, date, time, and agenda and may be sent by registered mail, fax, or email.
13.3
Upon proposal of the President and by majority vote, the Board appoints the Secretary.
The Board acts collectively; delegation of powers is not permitted.
13.4
The Board serves for a three-year term and may be renewed once consecutively.
Upon expiry, it remains in office until the next Assembly meeting.
13.5
The Board is validly convened with the presence of the majority of its members.
Meetings may also be held by teleconference.
13.6
Resolutions are adopted by majority vote; in the event of a tie, the President’s vote counts double.
13.7
The Secretary prepares a concise minute of Board meetings; the Secretary may be chosen from outside the Board.
13.8
In the event of resignation, prolonged impediment, demonstrated lack of interest, or death, a Director may be replaced—by Board resolution—by the candidate who obtained the next highest number of votes in the last election.
In the event of a tie, priority is given to the member with longer seniority in the Academy and, among these, to the older member by age.
Article 14 – Functions of the Board of Directors
14.1
The Board is responsible for the ordinary and extraordinary administration of the Association, implementation of Assembly resolutions, and all other tasks assigned by the Statute.
It also prepares the annual financial statements for approval by the Assembly.
Furthermore, the Board:
- a) accepts or rejects membership applications;
- b) implements statutory provisions and Assembly resolutions;
- c) appoints special committees, composed of members and possibly experts, for the study of matters of interest to AISME, specifying deadlines for reporting.
14.2
The Board is convened by the President at least twice a year or upon written request by at least three Directors.
Article 15 – The President
15.1
The President is elected by the Assembly in accordance with Article 12.
The President convenes and chairs Board meetings and is the legal representative of the Association.
15.2
The President convenes and chairs the Assembly, implements Board resolutions, and, in urgent cases, adopts acts of ordinary administration subject to ratification at the next Board meeting.
15.3
In the event of absence or impediment, the President is replaced by the Vice-President, and, if the latter is also impeded, by the most senior Director by age.
15.4
The term of office of the President is three years and may be renewed once consecutively.
Upon expiry, the President remains in office until the next Assembly meeting.
Article 16 – The Vice-President
The Vice-President acts as President in all cases of absence or impediment.
In the event of death, resignation, or prolonged impediment of the President, the Vice-President assumes full presidential authority until the end of the mandate.
In such a case, the Board shall be supplemented in accordance with Article 13.
Article 17 – The Secretary
The Secretary is appointed by the Board, upon proposal of the President, and may be chosen from outside the Board.
The Secretary supports the President and the Board in fulfilling their duties; prepares minutes, handles communications to members and the public, oversees publications, manages membership relations, and performs any executive task assigned by the Board. The Secretary also receives and collects membership fees, issuing receipts, and may handle funds held by the Association unless a Treasurer has been appointed.
Article 18 – Offices and Arbitration Clause
18.1
All offices within the Association are unpaid, save for reimbursement of expenses within the limits authorised by the Assembly upon proposal of the Board.
18.2
Any dispute arising among members or between a member and the Academy—including interpretation of the Articles of Association or regulations—shall be referred to an arbitration panel composed of three arbitrators: one appointed by each party and the third appointed by the President of the Court having jurisdiction over the location of the Association’s registered office.
18.3
The arbitration panel shall act as amicable compositeur, without formal procedural requirements except those mandatory by law.
18.4
For all matters not provided for herein, the provisions of the Civil Code shall apply.
Article 19 – Dissolution
The dissolution of the Association may be resolved by the Assembly with the favourable vote of at least three-quarters of all registered members, upon proposal of the Board of Directors.
Disposition of any remaining assets shall follow Article 9.
Article 20 – Final and Transitional Provisions
This Statute enters into force on 1 January 2018.
Members of AISME in good standing with 2017 fees, at the time of the Assembly for the election of the AIDEA Board, are entitled to participate in said Assembly even if convened before 1 January 2018.
Approval of this revised Statute does not affect the duration of offices currently in force, which shall expire at the natural conclusion of their term (February 2018).