Institutional bodies

The Assembly of Founders – currently made up of 8 Founders, 7 of whom serve for life – is the Foundation’s governing body. Among other things, it is responsible for appointing and replacing members of the Board of Directors, proposing and setting out the general direction of the Foundation’s activities, and evaluating the results achieved. It also has crucial duties such as approving the annual financial statements and amendments to the Statute, ensuring consistency with the original mission and the strategic direction of the Smile House Project.

The Board of Directors (CdA), made up of a minimum of 7 members (including the President and Vice President) with the possibility of appointing 2 further members, holds full powers for the ordinary and extraordinary administration of the Foundation. In particular, it implements the direction of the Foundation’s activities as set out by the Assembly of Founders, prepares and approves the budget forecast, prepares the annual financial statements and mission report to be submitted for approval by the Assembly of Founders, and resolves on the allocation of any operating surpluses, the acceptance of bequests and donations, and the appointment of the Supervisory Body.

The Presidency Office, made up – pursuant to Article 4.7 of the Statute – of the President, the Vice President and the Administrative Secretary [together with the General Director, if appointed], is responsible for the execution and implementation of the resolutions of the Board of Directors and, where necessary, those of the Assembly of Founders.

The Control Body, made up of three members appointed by the Assembly of Founders, plays a crucial supervisory role. It oversees compliance with the law and the Articles of Association, adherence to the principles of sound administration, and the adequacy of the organisational, administrative and accounting structure, as well as compliance with the civic, solidarity-based and socially useful purposes, with particular regard to the provisions of Articles 5, 6, 7 and 8 of Legislative Decree 117/2017 and subsequent amendments, and certifies that the social report has been drawn up in accordance with the guidelines set out in Article 14 of the same Decree. Its members are entitled to take part in the meetings of the Assembly of Founders and the Board of Directors where matters of economic and financial relevance are to be discussed, but may also be invited to attend other sessions.

The Supervisory Body (OdV) is an internal collegiate body made up of three members – one of whom acts as Chair – with the following functions:

• overseeing the effectiveness of the Model in preventing the commission of offences, compliance with the requirements of the Model, and its adequacy in relation to the organisational structure and the controls to which the Foundation is subject;
• proposing to the Board of Directors any changes and updates considered appropriate or necessary to ensure the ongoing effectiveness of the Model;
• issuing binding opinions on proposals to amend and update the Model put forward by the Board of Directors;
• preparing periodic reports to the Board of Directors and the Control Body on the implementation, effectiveness and adequacy of the Model;
• overseeing staff training activities aimed at implementing the Model;
• supporting staff in implementing the Model;
• collecting reports of conduct or situations that conflict with the provisions of the Model, as well as circumstances that could potentially facilitate the commission of offences or that relate to offences already committed.

The Scientific Committee, appointed pursuant to the Articles of Association, is the advisory body to the Board of Directors on all matters and issues of a healthcare and/or scientific nature of interest to the Foundation. It also carries out – keeping the Board of Directors constantly informed in this regard – coordination and guidance activities for the Volunteers listed in the Register, and cooperates with national and international institutions and scientific societies working in the field of craniomaxillofacial malformations and other related medical and surgical disciplines. The Scientific Committee is responsible for verifying the scientific consistency of clinical and training activities and for validating intermediate and final results.

The Foundation’s Scientific Committee is made up of the clinical coordinators and/or scientific coordinators of the Smile House Centres.