ART. 1
The Comune di Venezia, the Consorzio Venezia Nuova, the Università degli Studi di Venezia(Ca' Foscari) and the Istituto Universitario di Architettura di Venezia (IUAV) have established the Association known as the "International Centre Cities on Water", with its headquarters in Venice.

ART. 2
The Association engages in and promotes activities entailing documentation, research, study and information concerning experiences and problems of cities on water, intended as settlements in urban areas which have close links to water.
The Association also aims to promote and develop contacts and exchange between these cities, with a special focus on local administrative bodies, national and international organisations, university and research institutions, as well as private companies and associations committed to the Centre's sectors of interest and activity.
In the context of the principles covered by items 2 and 3, book 1 of the Italian Civil Code, the Association can engage in all the activities necessary and useful for these purposes, and in particular provide relevant services for members and third parties in line with the conditions set out by the Board of Directors. In this context the Association can participate in setting up other associations and/or joint-stock companies or, if already in operation, acquire shares and/or stock.

Members

ART. 3
Members of the Association include the founding members, individuals or corporations or foreign and international organisations, granted membership by the Board of Directors.

Members fall into the following categories:

- Founding Members
- Ordinary Members

The Founding Members are:

• Comune di Venezia
• Consorzio Venezia Nuova
• Università Ca' Foscari di Venezia
• IUAV Università degli Studi

The Ordinary Members are individuals or corporations, consortiums, associations, national, foreign and international bodies, granted membership by the Board of Directors. The Board of Directors has the indisputable power to grant membership with a majority vote as per art. 13 of this statute.

Ordinary Members are required to pay an annual membership fee by the end of January each year; the amount is set by the Board of Directors before May 31 the previous year.
Members who do not respect the January 31 deadline for payment of the membership fee will be required to pay the relative interest on the late fee, calculated on the basis of the current official discount rate.
Members who have not paid the membership fee by June 30 lose their membership rights.

Membership is non-transferable.

A member can cancel membership by giving advance notice in written form to the Board of Directors, within a maximum of three months from the end of the year under way, with effect from the end of that year.
Cancellations received after that date will entail payment of the fee for the following year.

Associates

ART. 4
Associates are individuals or corporations, bodies or associations, who, through membership of the Association, intend to contribute to the activities of the Centre and make use of the services offered by the Centre.
Membership of the Association by Associates is subject to approval by the Board of Directors and the payment of a fee.
The fee is set annually for the different categories of Associate determined by the Board of Directors.
An Associate can cancel membership by giving advance notice in written form to the Board of Directors, within a maximum of three months before mebership term ends.
Cencellations received after that term will in any case entail payment of the fee for the following year.
The Associate may register in any specific project by contributing an additional fee for the project, under the conditions determined by the Director.

Holdings

ART. 5
The holdings of the Association, which is non profit-making, consist of:
a) the fees paid by members and associates;
b) income from the activities of the Association;
c) other amounts or property legally acquired.

Organisation

ART. 6
The Association is structured as follows:
1) the Assembly
2) the Board of Directors
3) the Chairperson
4) the Board of Auditors
5) the Board of Arbitrators

These positions do not entail remuneration, with the exception of reimbursement of expenses involved on Association business or while pursuing the interests of the Association.

Assembly

ART. 7
The Assembly comprises founding Members and those admitted by the Board of Directors as per art. 3 of this statute.
Members are convened in writing by the Board of Directors for the Assembly at least twice a year, with a minimum thirty days advance notice, in order that resolutions can be made concerning the Association's Budget and the Final Statement.
Should an urgent issue arise, the advance period may be reduced to 10 days provided notice is given by way of telegram or fax.
All Members up to date with membership fees have the right to take part in the Assembly.
Corporations and collective organisations will need to be represented by an individual delegated by the institutional bodies; the Venice City Council is represented by the Mayor or a person delegated by him.
Associates can participate in the Assembly, without the right to vote.
Each Member has the right to vote and can be delegated by another Member.

ART. 8
The Assembly is chaired by the Chairperson of the Board of Directors, or in their absence, a person designated by the Board of Directors.
The Chairperson for the Assembly will nominate a Secretary and, where necessary, two Scrutineers.
The minutes of the Assembly shall be signed by the Chairperson and the Secretary.

ART. 9
The Assembly is considered valid when at least half of the Members are present, including at least two founding members, otherwise with all the founding members present.
The deliberations of the Assembly are adopted with a majority vote of those in attendance. Deliberations taken in line with the Statute are applicable to all the members, whether present or not, in disagreement with or abstention from the vote.

ART. 10
The Assembly deliberates on the budget and final statement, the nomination in line with art. 11 of the components of the Board of Directors, the Board of Auditors and the Board of Arbitrators.
Furthermore it deliberates on modifications to the Statute and the dissolution of the Association in the presence of at least two thirds of the Members and a positive vote from the majority of Members.
The make-up of the Board of Directors cannot be altered unless the Venice City Council withdraws membership or the standing Mayor does not accept the role of Chairperson.

ART. 11
The Association is administered by a Board of Directors composed of a maximum of eleven members, a representative for each founding member, and with the exception of the following points, of a representative of each ordinary member.
Each component of the Board of Directors can delegate, in written form, another person to take part in the meeting of the Board.
The Venice City Council is represented by the standing Mayor, who chairs the Board of Directors.
A maximum of seven Ordinary Members individually nominate a representative to act on the Board of Directors.
Should more than seven Ordinary Members be in attendance, on expiry of the term of office of the Board of Directors, the Assembly will elect seven representatives from the ordinary members to join the Board of Directors.
Voting procedures will be as follows:
a) each ordinary member will nominate one person;
b) each member can vote for up 4 (four) of the people referred to in point a) above;
c) the candidates with the highest number of preferences will be elected. Should there be a tie in voting, the candidate who receives the highest number of votes from the founding members will be elected; should there be further ties, a repeat vote will be held, limited to the candidates involved in the draw.
Members nominated and elected remain in office for three years and can be re-nominated and re-elected.

The Board of Directors can nominate an Executive Committee from its own members, and this will be made up of the Chairperson and Deputy Chairperson, and two components of the Board of Directors, with functions, powers and tasks delegated by the Board.
The Board can designate a Secretary, who need not necessarily be one of its members.

ART. 12
The functions of the Board of Directors include the direction, promotion and control of the Association's activities with the purpose of attaining the aims listed in art. 2 of this Statute.
The Board of Directors will:
a) approve the annual program of the Association's activities after consideration of the opinion of the Committee of Experts;
b) draw up the forecast-type budget and final statement for approval by the Assembly;
c) nominate the components of the Committee of Experts;
d) nominate the Director, responsible for the scientific and organisational management of the Centre, in accordance with the guidelines drawn up by the Board itself, defining his specific tasks and relative powers, and may nominate a Deputy Director with vicarious functions;
e) nominate a Treasurer, responsible for the Centre's administration and accounting, in line with the guidelines drawn up by the Board, to cover their specific tasks and powers;
f) adopt the necessary organisational, administrative and legal measures for the management of the Centre;
g) determine the annual fee for members and associates;
h) decide on the admission of new Ordinary Members and Associates.

ART. 13
The Board meets whenever the Chairperson deems this necessary, with at least 7 days advance notice in writing, and a list of the topics on the agenda provided.
The Board shall also meet on request of at least five of its members, with 7 days written advance notice and a list of topics on the agenda provided, though at least once a year to approve the budget and final statement.
For deliberations to be validated, a majority of Board members must be present, with at least two of the four founding members, and a favourable vote of the majority in attendance; in case of a tie, the Chairperson's vote is decisive.
Minutes of the Board meetings will be drawn up and signed by the Chairperson and the Secretary.

ART. 14
The Chairperson, in the person of the standing Mayor of the Venice City Council, legally represents the Association, convenes and chairs the Board of Directors, and attends to the implementation of the provisions adopted by the Board of Directors.
The Chairperson can nominate an executive Vice-Chairperson with vicarious functions, from the Board members.

ART. 15
Management of the Association is controlled by the Board of Auditors, made up of three members, elected at three year intervals by the Assembly of Members.
The Auditors' task is to ascertain that the book-keeping is regular, to draw up a report on the annual budget, ascertain the amount of capital and whether any stocks and shares are held, and as a group or individuals can carry out an inspection or check at any time.

ART. 16
Any controversy concerning the Association, between the members or between the Association or its parts and members, will be submitted to the judgement of the Arbitrators, nominated by the Assembly for a three-year period. They will pass fair judgement without following formal procedures. The decision will be final.

Operation

ART. 17
Operations will run from January 1 until December 31 each year.

NOTE: In any controversy concerning the interpretation of this statute, the original text in the Italian language shall always apply.