BYLAWS

These Bylaws refer to the Statute and Charter for the Association named Reflexions Masterclass NPO (hereinafter referred to as RMNPO), and are meant to be a supplement to the functions established in the above-cited Statute.

Activities
The Association Reflexions Masterclass NPO is dedicated to the advancement of initiatives related to the promotion of the culture of photography as listed under Art. 2 of the Statute.
RMNPO is an observatory fostering  the analysis of our times and a common ground for dialectical study through the language of photography. The Association’s chief activity is a two-year masterclass, a rigorous educational project aimed at the development of the expressive awareness of students. The two-year masterclass held six times yearly – one meeting every four months – is free of charge, and enrolment is exclusively granted via nomination and contest.
The Association’s activities of an artistic nature are the responsibility of the Art Director and the Permanent Curator, who shall periodically inform and meet with the Board of Directors.

Administration
The Board of Directors shall meet at least once a year and direct the operations of the association; the President shall call all meetings and provide the Board with advance notice of the contents of the order of the day. A summary report shall be drafted after each meeting listing any and all decisions made.
The President shall have ordinary and extraordinary power except for such powers as cannot by law or statute be delegated; the President shall act freely in favour and/or request the involvement of the Association; the President shall periodically report to the Board on any and all activity delegated.
The Board of Directors for the year 2010 has appointed Giorgia Fiorio as Art Director and Gabriel Bauret as Permanent Curator.
The Art Director, Permanent Curator and Members of the Board of Directors shall serve a three-year term.

General Meetings
General meetings for members of the Association are regulated by Art. 11 in the Statute.

Associates
In order to be accepted, Associates must present a specific application, which must be accompanied by the signed presentation of another Associate, attesting to the fact that such applicants share the Association’s mission and are deemed suited to its fulfillment. The Board of Directors’ refusal to accept an applicant, provided its decision is motivated, cannot be appealed. All Associates are requested to read the Statute and the Bylaws before presenting their candidature, and to comply with them unconditionally.
Acceptance to the Association cannot be temporary, and resignation must be presented to the Board of Directors, which may also rule to exclude the Associate, over and above what is provided for specifically in the Statute, should he or she not fulfill the compulsory payment of the membership dues for at least one year, or for any of the other reasons indicated in the attached Statute.
The Founding Members and the Auditor are exempt from annual membership dues.
The Permanent Curator shall not be expected to pay membership dues as related to the activities and services that he or she will have to undertake for the Reflexions Masterclass NPO.

Qualification for the status of Associate is subject to the approval of the Board of Directors. Acceptance with the promise to pay the membership dues, and actual payment, immediately entitle the candidate to be registered in the Members’ Register, thereby acquiring the position of Associate for all intents and purposes. The position of Associate runs for 12 months and may be renewed following payment of membership dues by the deadline set by the Board of Directors. No further application for acceptance is required.

RIGHTS
1. Associates shall prevalently carry out their activities in favour of the Association in a manner that is personal, voluntary and free; moreover, activities shall be non-profit – also indirectly – depending on personal availability and under the prior direction and coordination of the organs of the Association dedicated to that purpose.
2. Associates are entitled to attend meetings, cast their vote directly or by proxy for the election of the members of the Board and for their own election; each Associate cannot present more than two powers of proxy, while the members of the Board of Direction or the sole Auditor cannot represent any Associate via proxy.
3. Associates are entitled to be informed on the activities of the Association.
4. Associates have the right to perform work previously agreed upon.

DUTIES
The Associate’s duties are as follows:
1. To pay the established membership dues in accordance with the terms established by the Board of Directors.
2. To carry out and deliver work as previously agreed.
3. To comply with the guidelines established in the Statute, the Bylaws, as well as the points established by the governing body within the scope of its powers and prerogatives.
All members have equal rights and equal duties vis-à-vis the Association.
All members are entitled to sponsor new members in any one of the three categories.
All members who have reached the membership seniority of at least three consecutive years are eligible for election to the positions available on the Board of Directors, and are classified as follows:

Student Associate
Exclusively addressed to former students of the two-year RMNPO masterclass
Membership dues are 100 Euros (one hundred/00)
– may choose to become a member at the end of the two-year masterclass, take part in all the activities that RMO performs in his or her favour, and be selected for special projects
– may nominate a candidate for the masterclass selection process

Member of Principle / Friends of Reflexions Masterclass
Membership dues are 555 Euros (five hundred and fifty five/00)
- he or she may nominate a candidate for the masterclass selection process
- shall receive a numerated print copy of the best photograph produced during the year

Supporting Member
Membership dues are 1.500 Euros (one thousand five hundred/00)
– may nominate a candidate for the masterclass selection process
– may attend meetings of the masterclass as an auditor
- shall receive a numerated print copy of the best photograph produced during the year

Benefactor Member
Membership dues are 3.000 Euros (three thousand/00)
– may nominate a candidate for the masterclass selection process
– may attend meetings of the masterclass as an auditor
– is invited to take part in the selection as a member of the jury
- shall receive a numerated print copy of the best photograph produced during the year

Member Emeritus
Membership dues are 5.550 Euros (five thousand five hundred and fifty/00)
– may nominate a candidate for the masterclass selection process
– may attend meetings of the masterclass as an auditor
– may take part in the selections as a jury member
– may run as a candidate for membership on the Board of Directors even without three-year seniority
– shall receive a numerated portfolio with a selection of the best photographs by the students

The Board of Directors may amend dues, terms of payment, or add new categories, ruling on any or all of these issues no later than December 15 of the current year and, in any event, with validity for the subsequent year.

Membership dues run for a 12-month period.
Membership dues cannot be paid in installments; admission or cancellation shall therefore not involve either partial payment or partial refund of membership dues on an annual basis.
Dues or any other payment or contribution may be paid via bank telegraphic bank-swift (or other means requiring identification of the person making the payment).
The duties of the General Meeting and of the Board of Directors in addition to what is required to convene Associates are specified in the Statute.

Two-year Masterclass

The activities of the masterclass are established and coordinated by the Board of Directors.
1. The masterclass has a two-year duration.
2. Meetings of the masterclass are held every four months for a total of six classes over the two years.
3. Each meeting lasts two days as follows: 9:00 a.m. to 7:00 p.m..
4. The calendar and the location of the meetings is established each time by the Art Director and the Permanent Curator, approved by the Board of Directors and communicated to all participants with advance notice.
5. The meetings are not held at the head offices of the Association, but are hosted each time by Private or Public Institutions, or Individuals that share the Association’s mission.
6. The Art Director, Permanent Curator and two master-guests invited by them shall participate in the masterclasses.
7. The masterclass accepts up to a maximum of fifteen participants (students).
8. Students may be accepted for participation in the masterclass by means of selective competition. Permission to take part in the competition requires nomination by one of the following: the Art Director, the Permanent Curator, a member of the Board of Directors, a master-guest who took part in previous editions of the seminar, a representative of one of the host institutions, a former student, a student enrolled in the second (i.e. last) year, or a member.
9. Selections are held in February of each year (ten students are selected in even years, five in odd years) by a jury convened by the Art Director and made up of at least five members among the following participants: the Art Director, the Permanent Curator, former students, past or present master-guests, a representative of one of the host institutions, one or more representatives from the Board of Directors, Benefactor Members and Members Emeritus. The jury shall in any case include the Art Director, the Permanent Curator and at least two former students.
10. Each student selected shall follow the activities of RMNPO for the next 24 months. A student may be expelled from the course – without the right to appeal and without formal notice – by the Art Director and/or the Permanent Curator in case of absence from class meetings or failure to produce the materials requested by the master-guest for the following class meeting; criteria for expulsion is as follows:
- ½ point is assigned to anyone who does not present the work assigned at class meetings;
- ½ point is assigned to anyone who does not present the materials requested (photographic and documentary) via e-mail, and necessary for the functioning and promotion of the masterclass;
- 1 point is assigned for failure to attend class meetings; the maximum number of absences allowed, after which the student shall be expelled, is two class meetings out of six;
- 2 points are assigned to students whose actions may cause physical or intangible damage to any of the participants or to the image of RMNPO.
Anything in excess of a 2-point sanction shall result in expulsion.

N.B. Each expulsion may mean accepting a new student in the two-year masterclass to replace the one expelled.
For this purpose, a list of “reserve” candidates drawn up at the time of jury selection shall be used to make replacements.
11. Students cannot be members of RMNPO during the two years of their enrolment in the masterclass.
12. At the end of the two years, some students may apply to remain in the masterclass for one additional year. Applications for a one-year extension shall formally be sent in writing addressed to the art direction of the two-year masterclass. A Committee dedicated to examining all applications for a one-year extension shall either accept or reject said applications on the basis of the student’s production over the last two years, and/or on the availability of places in that year’s selection process. The Committee shall include the Art Director, the Permanent Curator, at least one of the outgoing students enrolled at the same time as the applicant, and a member of the two-year masterclass staff.
13. At the time of application all students will be asked to sign a release allowing the RMNPO Association to use their photographic works to promote the activities of the Association; neither commercial use nor licensing to third parties of said material is permitted.
For reasons of an organizational nature, the meetings of the masterclass are exclusively open to students, master-guests, guests and members.
14. Should any form of collaboration with other educational institutions arise, the two-year masterclass will offer two visiting students the opportunity to take part in the activities of the seminar whenever it shall meet.

PHOTOGRAPH OF THE MONTH
At each meeting, the best photograph taken in each of the four months since the previous meeting will be awarded a cash prize of 100 Euros (three times a year, 400 Euros each time). The price is offered by Reflexions Masterclass Association Board Members. A Jury will be formed encompassing each time: Art Director GF, Permanent Curator GB, two Master guests, one representative member of Hosting institution and visiting former students. Should the quality of the photographic work of one or more of the four months presented from one time to the next be deemed unsatisfactory, no award will be given, and the amount will be added to the total amount for the subsequent selection.
Should some of the months remain unassigned a competition will be organized among former students for the creation of the missing images.  The prize for these photographs will again be 100 Euros each.

SPECIAL PROJECTS
The RMNPO Association is committed to promoting activities related to the development of photographic projects in locations and/or institutions that share its intents. Initiatives may range from setting up exhibitions to the creation of photographic dossiers with the purpose of promoting the location or institution’s cultural activities.
Special projects that take place during the organization and implementation phase are not open to the public; the Art Director and the Permanent Curator shall choose the participants, institutions and/or Associates involved each time.
The results of these projects will be shared with Members in the form deemed to be most suitable by the Board of Directors or the Art Director, whose goal will be to avoid any negative effects on their realization.
Depending on the client’s requests, the Art Director and the Permanent Curator shall each time establish the number of students that may take part in special projects; selection shall take place via internal examination involving all the students – former and current – of the two-year masterclass. The special projects jury shall be made up of the Art Director, the Permanent Curator and the members of the Board of Directors.

INITIATIVES OPEN TO MEMBERS
In its activity to promote and valorize the culture of photography, RMNPO also seeks to organize exhibitions, meetings and/or other initiatives open to all of its members, also aimed at supporting the activity of the Association and promoting the artistic activity of the students. The Board of Directors also seeks to evaluate and eventually present before the General Meeting any initiatives requesting the participation of RMO and proposed by Members.

Cessation of the Association (ref. Section 16 of the Statute).
Should the “Reflexions Masterclass NPO” Association, for whatever reason,  cease to exist, all assets shall be donated to Reporters sans Frontières (47, rue Vivienne 75002 Paris – France. Tel. +33 1 44838484 / Fax +331 45231151 Web: www.rsf.org, e-mail: rsf@rsf.org) unless otherwise required by law at the time of cessation.

Amendments to the Bylaws
The Bylaws may be amended and updated following a request by the Board of Directors submitted to the General Meeting.
As regards what is not explicitly declared in the Bylaws, reference should be made to the Statute and Charter for the RMNPO Association, and to the provisions laid down each time by the Board of Directors.

RMNPO Board of Directors
President Giorgia Fiorio
Vicepresident Giovanna Calvenzi
RMNPO Members of the Board of Directors: Gabriel Bauret, Giovanna Calvenzi, Renata Ferri, Giorgia Fiorio, Mario Peliti
Sole Auditor: Giovanni Anfodillo
Coordination: 555 Studios, Nicola Mazzuia and Dolores Viero
Administration: Alessandra Agopyan

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