Articles of Association

(approved by the General Assembly on 31st July 2017)

Art. 1 – Name and headquarters
The Association shall be known as “Triple Helix Association”, hereinunder referred to as “THA”. It has its headquarters in Rome, Palazzo Corsini – Via della Lungara, 10, 00165 Roma , ITALY, care of Fondazione COTEC.

Art. 2 – Cognisant court and official language
(1) The Court in Turin (Italy) will be cognisant for all disputes.
(2) The official language for all public deeds and for any other legal matter shall be English. Should be needed to translate official documents in Italian this could be done by the Secretary General who is also entitled to authenticate the related contents.

Art. 3 – Purpose of the Association
(1) To support the studies generated by interaction between universities, business and government that aims to promote research and innovation.
(2) The principal purpose of the THA is to promote and disseminate scientific findings regarding all aspects of the Triple Helix of university-industry-government relations.
(3) In order to pursue its purpose, the Association intends:
(a) to organise and fund international symposia of particular scientific interest;
(b) to promote international exchange between scholars operating in the areas of study that are of interest to the THA;
(c) to promote the publication of research results obtained through cooperation with the THA and through symposia organised by the THA;
(d) to promote the publication of an academic journal and of other media in order to achieve the Association’s purpose;
(e) to give honours and awards for significant achievements in the specific areas of interest to the THA;
(f) to promote the training of students, teachers and professional figures in the areas of interest to the Association;
(g) to promote the translation of academic models into practice and similarly of practical problems into research topics;
(4) Membership is open to all points of view and all methods of enquiry.
(5) The THA is international and welcomes among its members scholars and persons from all over the world who are interested in the studies and research performed and their practical application.

Art. 4 – Members
(1) The THA is open to all natural and legal persons in Italy and abroad who share the goals of the THA. Each legal entity is considered one member.
(2) Personalities who have distinguished themselves in relation to the goals of the THA may be appointed honorary members by the Executive Committee.

Art. 5 – Membership of the Association
(1) To apply for membership candidates must address a written request to the General Secretary of the THA.
(2) The Executive Committee examines and deliberates on the membership applications.
(3) If a membership application is turned down by the Association, an appeal may be made to the General Assembly, whose decision is final.

Art. 6 – Term of Membership of the Association
(1) Membership of the THA terminates:
(a) upon the death of natural person or the dissolution of legal persons and groups of persons;
(b) by written notification sent to the General Secretary by recorded delivery at least three months before the end of the financial year.
(c) in case the annual membership fee is not regularly paid.
(2) Termination of membership of the THA does not entail the repayment of the fees paid lavished during the current financial year.
(3) Termination of membership of the THA also causes any rights over its assets to cease.

Art. 7 – Membership Fees
(1) The membership fee, for both natural and legal persons, shall be paid in Euros and shall be established by the General Assembly.
(2) Honorary members are not obliged to pay a membership fee.
(3) Membership fees can be paid any time during each year, for the first membership subscription, and at the expiration date of the 12 months period, for membership renewal.

(4) THA funds may only to be used for purposes consistent with these Articles.

Art. 8 – Organs of the Association
The organs of the Association are:
– the General Assembly;
– the Assembly of Founder members;
– the Executive Committee;
– the General Secretary;
– the Board of Auditors.

Art. 9 – General Assembly
(1) Meetings of the General Assembly may be held every two years, with a minimum of one every four years. An extraordinary meeting may be called at the written request of at least one third of the paying members, or at the decision of the Executive Committee.
(2) The duties of the General Assembly are:
(a) to approve the annual report of the Executive Committee;
(b) to approve the final accounts;
(c) to support the activities of the Executive Committee;
(d) to elect six members of the Executive Committee and the members of the Board of Auditors;
(e) to elect the President and two Vice Presidents;
(f) to approve any changes to the Articles of Association.
(3) The Assembly may be summoned by a first and a second call. The first call is deemed to be validly convened if at least one tenth of the members is present. The second call is deemed to be validly convened irrespective of the number of members present. Resolutions of the Assembly are passed on the first and second call by simple majority, unless the law or the Articles of Association require a qualified majority.
(4) Each member is entitled to one vote.
(5) All the members are summoned by the General Secretary at least three months before the proposed date of the meeting, by invitation sent by post, fax or email and containing the agenda.
(6) Changes to the Articles of Association require a majority of two thirds of the votes of the founder members and the simple majority of the General Assembly.
(7) Any petitions shall be delivered to the General Assembly one month before the date established for the meeting.
(8) The President, the two Vice Presidents, six members of the Executive Committee and members of the Board of Auditors will be elected via the Internet. The General Secretary shall be responsible for the electoral procedure.

Art. 10 – Assembly of Founder Members
This comprises the original Founder Members and to those former members of the Executive Committee who will present their candidature , which should be approved by majority by the Executive Committee in office.
The Assembly of Founder Members shall:
(a) have a consultative role and provide advises and support to the Executive Committee in the execution of its duties. Given its consultative role the Assembly of Founder Members will be also called “Advisory Council”
(b) appoint all the members of the first Executive Committee, the first President, the first two Vice Presidents and the first General Secretary.

Art. 11 – Executive Committee
(1) The Executive Committee comprises the President, two Vice Presidents, the General Secretary who also acts as Treasurer, and six other members of the Association. Honorary Presidents are members of the Executive Committee but they have no voting rights.
(2) Only natural persons may be members of the Executive Committee. With the exception of the General Secretary, and the 2 Vice-Presidents the term of office is two years and officers may be re-elected once consecutively. The President is elected two years prior to taking office; the Vice Presidents are elected during the year in which they take office. The term of office of the General Secretary is four years and may be renewed. The term of office of Vice-Presidents is 4 years and might be re-elected once consecutively. To guarantee the continuity of the work of the Vice-Presidents, the Vice-Presidents’ terms of offices shall overlap for a 1 year period. The former Vice-Presidents after the 4 years mandate will continue their advisory role for the new Vice-Presidents for one additional year, but they will not have any voting power.
(3) For the first President and all other members of the founding Executive Committee, the term of office shall be three years; they may be re-elected consecutively.
(4) If in the course of any calendar year the General Assembly is not convened, then the term of office of the members of the Executive Committee whose term expires shall be automatically extended for one further term. (5) Membership of the Executive Committee is personal and honorary.
(6) The duties of the Executive Committee are:
(a) to deal with any THA business;
(b) to implement the resolutions of the THA;
(c) to report to the members on the work of the THA organs;
(d) to be responsible for preparing the meetings of the General Assembly;
(e) to define topics for the congresses;
(f) to discuss and introduce any measures that are not under the remit of the General Assembly;
g) to elect the General Secretary. The Executive Committee is bound by the decisions of its members in the execution of its duties.
(7) The Executive Committee is summoned by the General Secretary in writing, by post, fax or email, at least two months before the proposed date of the meeting. The summons must indicate all the points on the Agenda to be discussed. The decisions of the members of the Executive Committee may also be collected by conference call during the meeting itself and by email. Decisions submitted by email by members who do not attend the meeting must be communicated no more than ten days before the date of the meeting. The Executive Committee may vote on motions irrespective of the number of members present, but with a quorum of four members, including those voting by conference call and by email.
(8) The Executive Committee may have decision-making powers in relation to individual members. The General Secretary is the legal representative.

Art. 12 – Minutes
Minutes must be taken of every meeting of the Executive Committee and the General Assembly. These minutes shall be signed by the President.

Art. 13 – The General Secretary
The General Secretary coordinates the activities of the THA.

Art. 14 – The Board of Auditors
(1) The Board of Auditors comprises two Auditors. Its duty is to examine the finances and accounts of the Association and to present the results of its examinations in a written report to the General Assembly.
(2) The Auditors shall be elected for a term of four years; they may be re-elected. To guarantee the continuity of the work of the Board of Auditors, the Auditors’ terms of offices shall overlap for a certain amount of time.

Art 15 – Finances of the Association
(1) The financial resources of THA derive from:
(a) membership fees;
(b) congress attendance fees;
(c) donations and bequests;
(d) other funds.

Art. 16 – Congresses
Congresses shall be held regularly in order to further the aims of the THA.

Art. 17 – Dissolution of the Association and Liquidation
(1) The THA may be dissolved by a decision taken by the assembly with a majority of three quarters of the members present.
(2) The Executive Committee is responsible for implementing the termination of the THA.
(3) In the case of the dissolution of the THA or of a failure to achieve its corporate goals, the assets of the THA shall be donated to non-profit making organisations whose goal is to support scientific studies and research.