BYLAWS OF THE WELCOME ASSOCIATION ITALY (WAI)
PREAMBLE
The Welcome Association Italy (WAI) is an unrecognized nonprofit association that works to promote hospitality, social inclusion, and the protection of civil, social, and labor rights, in accordance with the principles enshrined in the Constitution of the Italian Republic, the fundamental charters of the European Union, and international conventions on human and labor rights, for the benefit of foreign citizens—both European and non-European—as well as Italian citizens.
The WAI operates with administrative, organizational, and managerial autonomy, in accordance with the second-level affiliation agreement signed with the Autonomous Federation of Transportation Unions – FAST-Confsal, with which it shares values, social objectives, principles of representation, and the protection of human dignity and the dignity of work.
The Association bases its actions on the principles of internal democracy, participation, solidarity, transparency, legality, social inclusion, and equal opportunity, promoting intercultural dialogue and the celebration of diversity.
The WAI does not have its own autonomous local structures and relies on the regional and local structures of FAST-Confsal for organizational and logistical coordination in the field, in accordance with the terms of the affiliation agreement.
Upon approval of these Bylaws, any previous provisions of the Bylaws that are inconsistent with them shall cease to be effective. The corporate bodies previously in office shall automatically be removed from office as of the date these Bylaws take effect.
Until the new corporate bodies are established, ordinary functions shall be carried out by the bodies provisionally designated by the National Secretariat, limited to acts of ordinary administration.
TITLE I – Name, Registered Office, Purpose, Scope, Activities, Duration, and Dissolution
Art. 1 – Name, Nature, and Principles
- An association named “WELCOME ASSOCIATION ITALY,” abbreviated as “WAI,” hereinafter referred to as the “Association,” is hereby established.
- The WAI is an unrecognized, nonprofit, autonomous, independent, democratic, and nonpartisan association that operates in the areas of social protection, labor, culture, education, and social services.
- The Association serves as an organization dedicated to representing, assisting, and protecting:
- individuals not residing in Italy, such as:
- foreign students who are duly enrolled in education and training programs, providing them with all necessary services and protections, including through agreements governing their entry into and stay in Italy;
- interns and students participating in curricular internships;
- immigrants with an entry visa;
- immigrants with a residence permit valid for more than 90 days;
- immigrants who have residence registration;
- individuals residing in Italy, such as:
- migrant workers;
- individuals in situations of social or employment vulnerability;
- workers seconded by foreign companies;
- extracurricular interns and trainees;
- Italian students;
- citizens interested in the association’s services and activities;
- Employed and self-employed workers in the retail and tourism sectors.
- The Association operates without discrimination based on nationality, ethnicity, language, sex, gender, religious beliefs, political opinions, or personal and social circumstances.
- The WAI is guided by the principles of the Constitution of the Italian Republic, the European Union, international labor conventions, and the principles of freedom, equality, solidarity, pluralism, and human dignity.
- The Association maintains its organizational and financial autonomy in accordance with the second-level affiliation agreement signed with FAST-Confsal, to which it aligns its institutional and organizational activities.
- The WAI protects its identity as an association, its name, its logo, and its distinctive marks. Their use is governed by the General Regulations and any applicable internal guidelines.
- The Association is governed by these Bylaws, the General Regulations, the Code of Ethics, the resolutions of the governing bodies, and applicable laws.
2 – Headquarters
- WAI has its registered office in the City of Rome.
- The transfer of the registered office within the same municipality does not constitute an amendment to the bylaws and is approved by the National Secretariat.
- The Association may establish or close operational offices, branches, organizational units, or local offices in Italy and abroad, subject to a resolution by the National Secretariat.
- The WAI may use facilities and venues made available by FAST-Confsal or by affiliated organizations, in accordance with the terms set forth in specific agreements or conventions.
Art. 3 – Purpose
- The WAI pursues goals related to social solidarity, assistance, the protection of rights, integration, inclusion, and the promotion of decent work.
- Specifically, the Association aims to:
- to represent and protect the moral, social, cultural, professional, and economic interests of its members;
- promote the social and labor market inclusion of foreign nationals and vulnerable groups;
- to promote respect for the dignity of work, safety, and health in the workplace;
- support vocational training, continuing education, retraining, and career counseling programs;
- promote initiatives related to welfare, mutual aid, social assistance, and integration;
- to promote intercultural dialogue and civil coexistence;
- to combat all forms of discrimination, exploitation, racism, and social marginalization;
- collaborate with public and private entities, as well as national and international institutions, to achieve the association’s objectives;
- to promote cultural, educational, training, informational, and social communication activities;
- develop projects funded at the regional, national, European, or international level;
- to promote social and occupational reintegration programs, including in the countries of origin of the members concerned.
- The Association may be organized internally into operational divisions, which have no legal or financial autonomy, for the purpose of carrying out the Association’s activities.
- Any operational divisions shall have names and functions defined by the National Secretariat and governed by the General Regulations.
Art. 4 – Activities
- To pursue its institutional objectives, the WAI may carry out, by way of example and without limitation:
- to promote studies, initiatives, and activities aimed at encouraging the participation of foreign nationals in public, social, and professional life, as well as the dissemination of information regarding immigration laws (Legislative Decree No. 286 of July 25, 1998, as amended);
- training, educational, and informational activities;
- Italian language courses and intercultural mediation;
- activities to support employment placement;
- promotion of internships, work placements, and vocational training programs;
- union, social, and welfare protection activities;
- study, research, and design activities;
- publishing, outreach, and communication activities;
- management of digital platforms, online portals, and online services;
- organizing events, seminars, conferences, and social campaigns;
- entering into agreements and memoranda of understanding with public and private entities;
- mutual aid activities and supplemental services for members;
- participation in funded programs and projects;
- fundraising, in compliance with current regulations.
- support young people and women in their training, entry, or reentry into the labor market, including through vocational retraining and support for entrepreneurship
- The Association may engage in any securities, real estate, economic, or financial transactions deemed useful or necessary for the pursuit of its statutory purposes.
- The Association’s activities are carried out on a nonprofit basis and in accordance with the principles of transparency, sound administrative practices, and social responsibility
Art. 5 – Term, Termination, and Dissolution of the Association
- The WAI has an indefinite duration.
- The dissolution of the Association may be decided by an extraordinary National Congress, with a three-quarters majority of those eligible to vote who are present or represented, in accordance with the procedures set forth in these bylaws.
- In the event of dissolution, the National Congress shall appoint one or more liquidators and define their powers. Any assets remaining after the settlement of all liabilities shall be transferred to entities or organizations that pursue similar purposes or serve the public good, or as provided for by applicable law.
TITLE II – Members
Art. 6 – Sign Ups: Requirements, Rights, and Duties
- The Welcome Association Italy (WAI) is based on the “open-door” principle: anyone who shares the Association’s goals and principles, meets the requirements set forth in Article 1, and accepts these Bylaws and the General Regulations may become a member.
- The following may sign up as members of the WAI:
- individuals belonging to the categories listed in Article 1, paragraph 3.
- Admission is granted upon completion and signing of the membership application form—which may also be submitted digitally—and payment of the annual membership fee. By signing the application, the applicant declares full acceptance of the Bylaws, the General Regulations, the Code of Ethics, and the resolutions of the governing bodies.
- The National Secretariat is the body responsible for deciding on admission.
The application is considered approved upon payment of the fee, unless a reasoned notice of rejection is issued.
5) The National Secretariat is responsible for entering members into the Membership Register upon completion of the admission process, which occurs upon payment of the first membership fee.
6) All members have equal rights and obligations. Specifically:
- are entitled to participate in the association’s activities, to elect and be elected to the association’s governing bodies, to access information, and to use the services of the WAI and the FAST-Confsal network;
- are required to comply with the Articles of Association, the General Bylaws, the Code of Ethics, and the resolutions of the corporate bodies;
- They must pay their membership dues by the established deadline and report any changes to their personal information.
7) Membership is personal and non-transferable. It is valid for an indefinite period and terminates only upon resignation, exclusion, expulsion, failure to meet the requirements, or dissolution of the Association.
Title III – The Common Fund and the Association’s Revenues
Art. 7 – Mutual Fund
- The Welcome Association Italy (WAI) Common Fund consists of all economic, asset-based, and financial resources acquired for any reason during the Association’s existence.
- Contributions and payments made to WAI, for any reason, are under no circumstances refundable to the contributors or their successors, even in the event of the dissolution of the organization or the loss of membership status.
- No contribution, donation, or gift made by Members or third parties shall confer any property or ownership rights beyond those recognized by these Bylaws.
Such contributions do not constitute shares in the Association’s assets, nor are they transferable or assignable—whether by particular or universal title—either inter vivos or by reason of death.
- The mutual fund is intended exclusively for the pursuit of the Association’s statutory purposes and may not be distributed, even indirectly, during the Association’s existence.
Art. 8 – Revenue and Financial Management
- The revenue of the Welcome Association Italy (WAI) consists of:
- annual membership dues paid by members;
- contributions, gifts, donations, and charitable grants from public and private entities, both domestic and foreign;
- Bequests and Other Gifts;
- contributions derived from agreements, conventions, memoranda of understanding, or institutional, national, European, or international projects, provided they are compatible with the Association’s nonprofit status;
- reimbursements, grants, or cost-sharing arrangements related to the performance of institutional activities;
- any other revenue consistent with the purposes set forth in the bylaws, the organization’s nonprofit status, and applicable law.
- All revenues, regardless of their designation, are pooled into the Common Fund and are used exclusively to fulfill the WAI’s institutional purposes.
- The Association’s financial management is guided by the principles of transparency, balance, and accountability.
No dividends or proceeds may be distributed, even indirectly, to members, members of corporate bodies, or employees, except for compensation or reimbursements that are properly documented, lawfully approved, and in compliance with applicable laws.
4) Economic or financial transactions, whether involving securities or real estate, must be instrumental to the pursuit of the association’s purposes and must be approved by the competent bodies in accordance with the provisions of the Bylaws and the General Regulations.
5) The fiscal year coincides with the calendar year.
6) The National Secretariat prepares the final financial statements and the budget annually, which are submitted to the National General Council for approval by April 30 of the year following the end of the fiscal year. Where special circumstances so require, the final financial statements may be approved within 180 days of the end of the fiscal year.
Financial statements must be filed at the Association’s headquarters at least ten days before their approval and are available for review by members upon request.
TITLE IV – Governance System
Art. 9 – Governing Bodies of the Association
- The governing bodies of the Welcome Association Italy (WAI) are:
- National Congress;
- National General Council
- National Secretariat;
- National Secretary and Treasurer
- Statutory Auditor or Supervisory Body, where required by law or as resolved by the National Congress.
- All bodies operate in accordance with the principles of internal democracy, participation, and transparency, consistent with these Bylaws and the provisions of the Autonomous Federation of Transportation Unions – FAST-Confsal, of which WAI is a second-tier affiliate.
- Corporate offices are elected, unpaid, and have a four-year term, unless otherwise decided by the National Congress.
Art. 10 – Corporate Offices: Principles and Elections
- The WAI guarantees full compliance with the principles of internal democracy and equal opportunity in access to leadership positions within the association.
- Elections are held by relative majority, through direct and secret ballot, in accordance with the procedures set forth in the General Regulations.
- Members may not run for office or hold corporate positions if they:
- hold political or administrative positions that are incompatible with the Association’s autonomy;
- are members of other labor unions not belonging to the FAST-Confsal network, unless they have previously opted out.
- Holders of association offices may be reimbursed only for documented expenses, in accordance with the General Regulations. An exception is made for the National Secretary, who may receive compensation for the work performed, within the limits and in accordance with the procedures established by the Association’s competent bodies.
- A specific minutes record is drawn up for each voting procedure and signed by the chair of the meeting and the secretary taking the minutes.
Art. 11 – National Convention
- The National Congress is the highest decision-making body of the Welcome Association Italy (WAI).
- The Congress meets in regular session every four years and is convened by the National Secretary.
- It may also be convened on an extraordinary basis:
- upon a decision by the National Secretariat;
- or upon a reasoned request by at least ten percent of the eligible members.
- Members who are up to date with their membership dues, in accordance with the procedures set forth in the General Regulations, may attend the Congress.
- The Congress:
- defines the general policy guidelines and the association’s objectives;
- approves any amendments to the Articles of Incorporation;
- elects or ratifies the President of the National General Council and its other members;
- elects or ratifies the National Secretary;
- approves the Association’s policy documents and terms of reference;
- resolution on the dissolution of the Association and the allocation of its remaining assets.
- The Congress is validly constituted with the presence of half plus one of those entitled to vote at the first call, and regardless of the number of those present at the second call.
- Resolutions are adopted by a simple majority of those present, except for amendments to the bylaws and the dissolution of the Association, which require a two-thirds majority of the participants.
- Minutes are prepared for each meeting of the congress and signed by the Chair of the meeting and the Secretary taking the minutes.
- The conference may also be held online, provided that the identification of participants and their active participation in the proceedings are ensured.
Article 12 National General Council
- The National General Council is the governing and supervisory body; it performs the following functions:
- Implement the resolutions adopted at the convention.
- Define national strategic and union policies.
- Approve the budget and final accounts.
- Appoint or remove members of the National Secretariat
- To deliberate on agreements, accords, and affiliations.
- Oversee the work of the National Secretariat.
- To decide on the establishment of any sectoral or professional coordinating bodies.
- The National General Council meets at least twice a year and is convened by the National Secretary or the President
- Meetings may also be held remotely, provided that the participants’ identities can be verified and their active participation in the proceedings is ensured.
- Minutes are taken for each meeting, signed by the President and the Secretary acting as minute-taker, and kept at the Association’s registered office.
Art. 13 – National Secretariat
- The National Secretariat is the executive and administrative body of the Welcome Association Italy (WAI).
- The National Secretariat consists of:
- from the National Secretary;
- From the National Deputy Secretary
- by the National Treasurer;
- other members appointed by the National Congress.
- The National Secretariat serves a four-year term and continues to perform its duties until the new body takes office.
- The National Secretariat:
- implements the resolutions of the Congress and the National General Council;
- coordinates the association’s activities;
- is responsible for the administrative, financial, asset management, and operational organization of the WAI;
- approves the admission and expulsion of members;
- prepares the budget and final accounts;
- determines the amount of membership dues;
- approves conventions, agreements, and projects;
- appoint any regional or project managers;
- proposes amendments to the bylaws and regulations.
- manage relations with FAST arising from the affiliation agreement
- promote union initiatives, training, and outreach
- has jurisdiction over the Disciplinary Regulations
- The National Secretariat is convened by the National Secretary and may validly deliberate when a majority of its members are present.
- Resolutions are adopted by a simple majority of those present. In the event of a tie, the National Secretary has the deciding vote.
- Meetings may also be held remotely, provided that the participants’ identities can be verified and their active participation in the proceedings is ensured.
- Minutes are taken at every meeting and signed by the National Secretary and the minute-taker.
Art. 14 – National Secretary and Treasurer
- The National Secretary is the legal representative of the Welcome Association Italy (WAI).
- The National Secretary:
- legally represents the Association in dealings with third parties and in court;
- convenes and presides over the National Congress and the National Secretariat;
- chairs the National General Council
- oversees the political, organizational, and administrative activities of the WAI;
- ensures that the decisions of the association’s governing bodies are carried out;
- signs the Association’s official documents.
- In the event of absence or inability to perform duties, the duties of the National Secretary shall be carried out by the Deputy Secretary or, in the absence of the Deputy Secretary, by a designated member of the National Secretariat.
- The National Treasurer is responsible for:
- the Association’s economic and financial management;
- maintaining the books and accounting records;
- the preparation of the budget and final accounts;
- the management of payments and collections.
- The Treasurer acts in accordance with the directives of the National Secretariat and in compliance with the principles of transparency and sound administrative practice.
Art. 15 – Statutory Auditor or Audit Committee
- If required by law or deemed necessary by the National Congress, the WAI shall appoint a statutory auditor or a supervisory body, which may consist of a single member.
- The Auditor verifies the administrative and accounting compliance of the Association and submits an annual report on the final financial statements. The following provisions apply by analogy to the Auditor
the relevant provisions of the Civil Code.
- The Supervisory Body monitors compliance with the law and the bylaws, as well as adherence to the principles of
proper administration, including with regard to the provisions of Legislative Decree No. 231/2001, where applicable, as well as the adequacy of the organizational, administrative, and accounting structure and the
how it actually works.
- The Statutory Auditor or the Audit Committee serves a four-year term and may be reelected.
Article 16 – Liability and Warranty Procedure
- All members, executives, and officers of the Welcome Association Italy (WAI) are required to comply with the Bylaws, the General Regulations, the Code of Ethics, and the resolutions adopted by the governing bodies.
- Members, executives, and individuals holding offices or positions are personally liable for damages caused to the Association, to other Members, or to third parties, if they have acted with intent or gross negligence, or through actions taken on their own initiative without having the authority to do so, or in violation of the Bylaws, the General Regulations, the Code of Ethics, or the resolutions of the governing bodies.
- Internal disputes, harmful conduct, violations of the bylaws, or conflicts of jurisdiction between members and the Association’s governing bodies shall be referred, in the first instance, to the FAST-Confsal Board of Arbitrators, the oversight body to which the WAI reports by virtue of its affiliation.
- Appeals against the decisions of the Board of Arbitrators may be filed in the second instance with the Executive Board, which renders a final decision internally, ensuring the right to be heard and equal treatment of the parties.
- Only after internal grievance procedures have been exhausted may any member or executive seek redress through the ordinary courts to protect their rights.
- In the event of established disciplinary, managerial, or moral liability, the National General Council may, by a qualified majority vote of two-thirds of its members, decide to suspend or remove an individual from their current positions, as well as to report the matter to the relevant bodies of FAST-Confsal.
- Pursuant to Articles 36–38 of the Civil Code, the personal and financial liability of any person who, through willful misconduct or gross negligence, has caused damage to the Association or to third parties remains in effect.
Art. 17 – Second-Level Affiliation Agreement with FAST-Confsal
- The Welcome Association Italy (WAI) is affiliated with the Autonomous Federation of Transportation Unions – FAST-Confsal as a second-tier union, in accordance with current federal regulations and the affiliation agreement signed between the parties.
- For the WAI, second-level affiliation entails:
- the recognition of FAST-Confsal as the sole confederal body of reference at the political, organizational, and institutional levels;
- the obligation to comply with the principles, values, and decisions of the federal bodies;
- full compliance with the Bylaws, General Regulations, and Code of Ethics of FAST-Confsal;
- the prohibition against taking positions or making decisions that conflict with the Federation’s guidelines.
- Second-tier affiliated unions, such as WAI, are not part of FAST-Confsal’s governing bodies and do not participate in their election. They retain their internal managerial and organizational autonomy, in accordance with these Bylaws and federal regulations.
- The WAI’s regional offices operate in functional and organizational coordination with the Regional Secretariats of FAST-Confsal, without constituting autonomous bodies or possessing their own legal personality. Their establishment or dissolution occurs upon the recommendation of the WAI National Secretariat, subject to formal agreement with the relevant FAST-Confsal Regional Secretary for that territory.
- FAST-Confsal guarantees WAI full union representation for the sectors within its purview (immigration, services, reception, commerce, and tourism), recognizing WAI’s authority to represent workers and engage in collective bargaining in these areas, within the limits defined by internal agreements and confederal regulations.
- Union membership applications from workers in the retail, tourism, and related services sectors are submitted directly to FAST-Confsal, which allocates the dues according to the following percentages:
- 20% to the WAI National Secretariat;
- 60% to the relevant FAST-Confsal Regional Secretariat for that area;
- 20% to the FAST-Confsal General Secretariat for federation activities.
For members referred to in Article 1, paragraph 3, subparagraphs A) and B) of the WAI Bylaws, a flat-rate fee is provided for, to be determined annually based on the results of the previous year. This fee will be established by a separate agreement signed by the parties. Financial transactions between the parties are managed in a traceable and documented manner, in compliance with applicable accounting and tax regulations.
- By January 31 of each year, the WAI National Secretariat submits to FAST-Confsal an annual report on its activities, a summary financial statement, and an updated list of active regional offices.
The report must also include a statement of the membership dues due to the Federation, as specified in the federal protocols and in accordance with the allocation criteria defined in the internal agreements between WAI and FAST-Confsal.
- For matters not expressly covered by this article, please refer to the Second-Level Affiliation Agreement and the provisions of the Bylaws and General Regulations of FAST-Confsal.
Title V – Financial statements, books and accounting records
Art. 18 – Financial Statements and Administrative Management
- WAI’s economic and administrative activities are conducted on an annual basis, coinciding with the calendar year.
- By March 31, and in accordance with the guidelines set forth in the General Regulations, the National Secretariat prepares the annual financial statement, which is intended to clearly present the Association’s revenues, expenditures, and use of resources.
- The final financial statement is submitted to the National General Council for review; the Council takes note of it and authorizes its publication.
- All documents and accounting records are kept at the national headquarters and made available to the relevant statutory bodies, in accordance with the principles of transparency, sound management, and traceability of transactions.
Art. 19 – Corporate Records and Their Review
- WAI is responsible for maintaining and preserving the accounting records and the following corporate books:
- Book of National Conventions;
- Book of Meetings and Resolutions of the National General Council;
- Book of Meetings and Resolutions of the National Secretariat;
- Membership Register.
- Books and corporate records may be maintained in paper or digital form, provided they ensure integrity, traceability, and accessibility over time.
- The National Deputy Secretary is responsible for maintaining and updating the association’s books and records, ensuring they are properly kept. The entire National Secretariat remains jointly and severally liable for compliance with the relevant laws and regulations.
- Members have the right to examine the Membership Register and the Minutes and Resolutions Register of the National General Council, as well as to request copies thereof, in accordance with the procedures and limitations set forth in the General Regulations and in compliance with privacy laws.