As depositories of the Magna Charta Universitatum, the University of Bologna and the Association of European Universities (CRE)* hereby found the Observatory, based in Bologna, pursuant to Italian law. The legal status of the Observatory is that of a Foundation, registered as a non-profit organisation.
The Foundation shall comply with all the provisions of law relating to non-profit organisations.The Observatory shall come into existence on the day of its formal registration under Italian law.
The Foundation shall be based in premises made available by the University of Bologna.
The Observatory aims to gather information, express opinions, prepare documents and take other appropriate action relating to the respect for, protection and promotion of the fundamental university values and rights laid down in the Magna Charta Universitatum, signed in Bologna in 1988. The Observatory may work together, or in agreement with other national, European or international organisations pursuing similar or compatible aims.
The governing body of the Observatory shall be the Council. Only the Council may create sub-groups, ad-hoc committees or taskforces, as it sees fit.
The Council shall be responsible for pursuing the aims of the Observatory and act as its public voice. It shall also carry the legal and fiscal responsibility for the Foundation according to Italian law.
Amongst its members, an administrative committee shall be elected that shall carry out the administrative, financial and fundraising activities required to achieve the aims of the Observatory.
The Council shall consist of a minimum of 11 and not more than 15 members, chosen among those actively promoting the aims of the Observatory.
The Council of the Observatory shall appoint members of the Council. The European University Association and the senate of the University of Bologna shall propose 2 members each. The Council shall appoint other members either by co-optation by the Council itself or based on proposals by leading international (intergovernmental or non-governmental) organisations at the request of the Observatory Council members shall serve ad personam, and need not necessarily be affiliated to any of the proposing organisations. Their term of office shall be at most 4 years, with the exception of the provision below, and may be consecutively renewed only once.
The Council shall elect a President from amongst its members. The president is a member of the Council. The president represents the Observatory in matters relating to the pursuit of its aims.The term of office for the President shall be four years following their election and may not be renewed unless the president was elected during the first 4 years of their Council membership, in which case it may be renewed only once.
The Council shall appoint one person from amongst its members who, in execution of the Observatory's decisions, shall be the representative of the Foundation according to Italian law.
The Council may at its discretion appoint further honorary members, who shall not have voting rights.
The President shall convene meetings of the Council not less than twice a year.
The Council may adopt standing orders.
The Observatory shall have a Secretariat based at the University of Bologna. The premises shall be made available by the University of Bologna, that shall also cover the cost of overheads, under the terms of an agreement to be made with the Observatory.
The Secretariat shall consist of a Secretary General and other staff.
The Secretary General shall be appointed by the Council.
The Secretary General shall take part without voting rights in meetings of the Council.
The Foundation shall have its own patrimony and other financial resources to enable it to carry out its work.
Each year the Foundation shall draw up certified financial statements.
The Foundation's surplus, reserve and capital funds may not be distributed while it continues to operate. In the event of a dissolution or winding up of the Foundation, the provisions of the Article 8 of the present Statutes shall apply.
Modification of the present Statutes may be carried out when two-thirds of the members of the Council vote in favour.
The dissolution or winding up of the Foundation shall be approved in accordance with the procedure laid down in Article 8.
Any legal action relating to the present Statutes and the work of the Observatory shall come under the jurisdiction of the law courts in Bologna and the governing law shall be that of the Republic of Italy.
Until the Council is formed a transitional Council is created that consists of the members of the Board and Collegium of the Observatory as of 1st June 2008. The president of the Collegium shall be the president of the transitional Council. The transitional Council shall at the latest by the end of 2008 appoint members of the Council and cease to exist thereafter. The term of office of members of the Board and Collegium who are appointed as members of the Council shall be such as if they were completing their mandates as members of the Board and Collegium.