Article 1

Origin, denomination, nature and duration

1. At the request of Doctor Lawrence Faulkner, the Foundation known as "FONDAZIONE CURE2CHILDREN ONLUS" is herewith established, with legal offices in Florence, Via Marconi 30.

2. The Foundation is non-partisan, apolitical and non-denominational, of unlimited duration and is not for profit, either directly or indirectly.

3. With this denomination, the Foundation has been granted title as a "Socially Useful Non-Profit Organisation", which provides it with a unique, distinguishing mark, which for this purpose shall be used, also with the acronym "ONLUS", in each and every external communication and manifestation directed at third parties.

4. The Foundation is governed by articles 14 and successive of the Italian Civil Code, by the Italian Legislative Decree 460/1997, as well as these Articles of Association.

Article 2

Objectives and Activities

1. The Foundation operates in the sector of scientific research, especially for social interest, for the exclusive pursuit of the objective of social solidarity and has as its goal research for prevention and treatment developments in the fields of paediatric oncology and haematology. Moreover, the Foundation intends to also pursue the objectives of social-healthcare assistance for patients, family members and employees that work in these sectors.

2. In order to pursue its stated objectives, the Foundation may:

- develop international research for the treatment of leukaemia, tumours and other serious childhood haematological diseases;

- favour the diffusion of standardized diagnostic criteria, prognostic picture and treatment options for paediatric oncohaematological diseases;

- provide professional and financial assistance for the treatment of children afflicted with leukaemia, tumours and other serious haematological diseases in developing countries, independent of their ethnicity, religion, culture or geographic location;

- promote communication, collaboration and professional development in the field of paediatric oncohaematological diseases;

- collect, purchase and encourage the voluntary transfer by private companies or bodies of medicines, including common drugs, to be sent to developing countries, where they are often difficult to obtain for use in treating children;

- collect, purchase and encourage voluntary donations by private companies or bodies, of equipment, specific machines, tools for day-to-day patient care and any other items determined to be necessary and useful for the creation of research laboratories, treatment institutes, and lodgings at treatment facilities in order to provide accommodations and logistical support to the families of sick children, in developing countries;

- create a registry of diseases to be maintained primarily through international computer networks;

- organise and carry out training courses for healthcare workers on the subject of the various diseases, organising and participating in national or international scientific meetings, conventions and conferences, both in Italy and abroad;

- organise, take part and carry out conventions, conferences and meetings with the objective of providing information and public awareness on the subjects of medical-scientific progress relating to the diseases and the activities and goals of the Foundation;

- finance specific research programs for the diseases;

- set up Scholarships for the training of medical personnel, also from developing countries;

- draft and diffuse notes, magazines and books, also through the use of the Internet, and any documentary materials of scientific interest;

- carry out research activities, also in convention with private and public bodies, in the field of oncology and clinical epidemiological and preventive areas both nationally and internationally;

- favour and promote scientific and informational publications in the field of healthcare;

- collaborate with other nations to create scientific synergies and progress in the field of oncohaematology;

- create research activities aimed at humanising assistance, social-healthcare integration, healthcare promotion for patients, family members and workers both nationally and internationally;

- create research activities relating to organisational and management models in the field of oncology, both nationally and internationally;

- promote training for people who provide preventive and clinical treatment activities in oncology, both nationally and internationally;

- promote public awareness regarding both cancer and general health prevention;

- take over the direct or indirect management of facilities that carry out clinical and support activities in oncology;

- participate in and promote the creation of initiatives that are congruent with the institutional objectives both nationally and internationally;

- promote the creation of and the participation in bodies and organisations that have objectives that are congruent with the objectives of the institution both nationally and internationally;

- stipulate legal transactions aimed at favouring the attainment of the established goals;

- acquire facilities and instrumental resources in general that are necessary for the pursuit of these goals.

3. The Foundation may not carry out any activities other than those established and mentioned above, except for directly connected activities which respect the conditions and limitations provided for in article 10, paragraph 5 of the Italian Legislative Decree 460/1997.

Article 3

Assets and financial means

1. The Foundation's assets consist of the capital conferred at the time of establishment.

2. These assets may be increased with:

a) purchases, bequests and donations of securities and real estate conferred to the Foundation for the purpose of increasing its assets;

b) bequests and donations with mandatory appropriations;

c) contingent assets not used for the attainment of the institutional objectives.

3. There is however, without prejudice, the obligation to provide for the preservation and maintenance of the assets.

4. The Foundation pursues its goals through the use of:

a) income earned from assets;

b) contributions from individuals and legal entities, both public and private;

c) proceeds, bequests and donations not intended to increase assets;

d) income deriving from services and work performed;

e) public collection of funds;

f) conventions with domestic and foreign public and private bodies;

g) financing and any other type of income.

5. Charitable cash donations, gifts and bequests are accepted by the Board of Directors, which deliberates on the use of these funds, in accordance with the statutory objectives of the organisation.

Article 4

Financial statements

1. The fiscal year begins on the first of January and ends on the 31^st of December of each year; the Board of Directors approves the financial statements by the 30^th of April of each year.

2. The Board of Directors has the ability to deliberate, by the 31^st of October of each year, the approval of a financial planning document that will in any case have no authoritative value.

3. Profits or surplus income must be used for the realisation of the institutional activities and those that are directly connected to them.

4. Distribution of any kind, including indirect, of profits and surplus income, as well as funds, reserves or capital is prohibited throughout the life of the organisation, except for obligatory cases or as provided for by the law and in any case in accordance with article 10, paragraph 6 of the Italian Legislative Decree 460/1997.

Article 5

Sponsors

1. Individuals and legal entities, both public and private, which share the Foundation's objectives and contribute to the pursuit of its goals with cash deposits or transfers of property of an amount equal to or greater than that which will be determined by the Board of Directors, or rather with financial contributions of significant relevance, shall be granted the title of Sponsor.

2. The names of the Sponsors are contained in an apposite register which shall be updated annually based on provisions issued by the Board of Directors.

3. The contribution amount and the organisations eligible to be granted the title of Sponsor shall be deliberated by the Board of Directors in the time and manner provided for in the Foundation's administrative regulations.

4. The Founder is included by right of law as one of the Foundation's sponsors.

5. The Sponsors convene at meetings for the appointment of the directors, according to the methods indicated in the Foundation's administrative regulations; additionally, any other attributions to the Board of Sponsors shall be defined according to the administrative regulations with respect for the limitations provided for in these Articles of Association.

6. Legal entities may participate in the Board of Sponsors with their own legal representatives or persons to whom the responsibility has been delegated by said legal representatives.

Article 6

Governing Bodies

The Foundation's governing bodies are:

- The Board of Directors

- The Chairman

- The Board of Sponsors

- The Sole Auditor

Article 7

The Board of Directors

1. The Foundation is supported by a Board of Directors made up of 5 (five) members which hold office for 3 (three) years. The first Board shall be named by the founder in the memorandum of association. Successive Boards of Directors to the original will be made up of 5 (five) members, 3 (three) named by the founder and 2 (two) by the Board of Sponsors.

The Board of Directors elects within its members the Chairman (and possibly a Vice-chairman) who holds office for three years and may be confirmed.

2. The Board of Directors is the body that carries out the administration of the Foundation.

3. It is the duty of the Board of Directors, while in session at ordinary meetings:

a) to approve the annual financial statements;

b) to approve any financial planning documents and the schedule of activities to be carried out;

c) to approve the administrative regulations;

d) to periodically determine the direction of research and development for the Foundation's activities;

e) to determine the contribution amount from which the title of Sponsor shall be granted;

f) to name the Auditor;

g) to deliberate the appointment of new Sponsors;

h) to deliberate the agenda for the Board of Sponsors;

i) to approve the annual activity report;

j) to approve the minutes from the board meetings;

k) to define the operating structure for the Foundation and stipulate conventions with public and private bodies in order to achieve institutional objectives;

l) to confer, as provided for by law, any proxies to the Chairman of the Foundation or to individual members of the Board of Directors with limitations that shall be determined during the resolution carried out by the same administrative body and registered as provided for by law.

4. At extraordinary sessions, the Board of Directors will deliberate on changes to the Articles of Association and the dissolution of the Foundation.

5. The Board Members have the right to receive reimbursement for expenses incurred while carrying out official duties and any compensation as deliberated by the Board of Directors, within limit, as indicated by article 10, paragraph 6 of the Italian Legislative Decree 460/97.

Article 8

Duration and Renewal of the Board of Directors

1. The members of the Board of Directors that are appointed by the founder shall remain in office until the natural expiration date of the administrative body as outlined in the previous article; by such date, the reinstatement of the Board of Directors must be provided for, under the supervision of Doctor Faulkner, with requests made at least 6 (six) months prior by the Board that is in office at the time. Board Members may be reconfirmed.

2. The members of the Board of Directors that are appointed by the Board of Sponsors remain in office until the natural expiration date and may be reconfirmed. The Board of Directors must arrange, at least six months prior to the expiration, for a request to be sent to the Board of Sponsors for the appointment of the Board Members for which they are responsible.

Article 9

Forfeiture and Termination of Board Members

1. Beyond what is provided for in article 9), the members of the Board of Directors shall terminate their office only in the event of resignation, death or forfeiture, as determined by the Board of Directors itself.

2. In the event of the termination of office of one of the members of the Board of Directors, a substitute will be provided for by requesting the appointment for a substitute from the subject responsible for the appointment of the resigned or terminated Board Member.

Article 10

Board of Directors' Meetings

1. The Board of Directors shall meet at least once a year to approve the financial statements; it shall also meet each time it is deemed necessary or urgent both at the Chairman's request and upon written and motivated request by at least two Board Members; requests by Board Members must be addressed to the Chairman of the Foundation, who will provide for the convocation of the Board of Directors in the time and manner as established in the administrative regulations.

2. Meetings are announced by written invitation, signed by the Chairman and containing the agenda with the subjects to be deliberated, sent to the residences of the interested parties at least three days prior to ordinary sessions and at least 24 (twenty-four) hours prior to emergency sessions.

3. Meetings for extraordinary sessions are announced by written invitation, signed by the Chairman and containing the agenda with the subjects to be deliberated, sent to the residences of the interested parties at least 15 (fifteen) days prior to such sessions.

4. The invitations may also be transmitted by e-mail, or with other electronic or computer instruments that can provide proof that the transmission of the convocation occurred.

5. A Board of Directors meeting is considered legitimate when there is an absolute majority of members present.

6. In emergency cases, with the presence of all of the members and by unanimous acceptance, the Board of Directors may decide to deliberate on subjects not included in the agenda.

7. Minutes of each meeting must be drafted and placed in the appropriate register belonging to the Foundation.

8. The Sole Auditor may take part in the meetings.

9. Secretarial duties for the Board of Directors are carried out by a Board Member, appointed at the beginning of each meeting, who shall draft and sign the minutes together with the Chairman.

Article 11

Resolutions by the Board of Directors

1. The Board of Directors, both at ordinary and extraordinary meetings, legitimately deliberates with the intervention of half of the number of members that make up the Board plus one and with a favourable vote by the majority of those intervening.

2. Votes take place with an open ballot by roll call.

3. In the event of a tie vote, the Chairman will have the deciding vote.

Article 12

Chairman

1. The Chairman is elected according to the provisions outlined article 7, paragraph 1, and article 8, paragraph 1.

2. The inaugural meeting is convened by the outgoing Chairman and is overseen by the oldest Board Member.

3. The Chairman, as provided for the members of the Board of Directors also, can be reconfirmed without time limitations.

Article 13

Duties of the Chairman

1. The Chairman of the Board of Directors is the legal representative of the Foundation with regard to third parties and in court proceedings.

2. The Chairman has the duties of:

a) determining the agenda for the Board of Directors meetings;

b) convening and presiding over the meetings of the Board of Directors;

c) handling the execution of resolutions made by the Board of Directors;

d) convening the Board of Sponsors;

e) developing all activities aimed at the attainment of the Foundation's institutional goals;

f) exercising surveillance regarding the moral and economic performance of the Foundation;

g) signing the Foundation's administrative acts and correspondence for the Foundation;

h) opening and closing bank accounts;

i) carrying out bank transactions for the execution and consequence of resolutions made by the Board of Directors.

3. In the event of the Chairman's absence or temporary impediment, the Vice-Chairman will take over; the administrative regulations define the conditions of the Chairman's absence and temporary impediment.

Article 14

Board of Sponsors

1. The Board of Sponsors includes anyone who has conferred property or economic resources to the Foundation of an equal or superior amount to that which shall be established by the Board of Directors for the attribution of said title.

2. The Board is a place for confrontation and debate regarding the Foundation's strategies for anyone who has demonstrated interest in pursuing the institutional objectives of the Foundation.

3. Admission to the Board of Sponsors is deliberated by the Board of Directors and is attested to with registration in the appropriate register at the Foundation's administrative headquarters.

4. The Sponsors have equal rights and dignity, and may be elected to the Board of Directors of the Foundation, independent of the total amount of their respective contributions.

5. The legal representatives of legal entities that meet the conditions outlined in the first paragraph of this article may also be admitted to the Board of Sponsors; they may be substituted with their own delegates or assigns.

Article 15

Functions and Duties of the Board of Sponsors

1. The Board of Sponsors convenes at least twice a year to examine the financial statements and to formulate proposals and observations relating to the activities and interventions that the Foundation intends to pursue throughout the following fiscal year.

2. The convocation of the Board can also be requested by at least 1/3 (one third) of the members of the Board of Directors or 1/10 (one tenth) of the members of the Board itself.

3. The Board appoints the members of the Board of Directors for which it is responsible during the session immediately preceding the expiration of the administrative body.

4. The Board is convened and presided over by the Chairman of the Foundation upon resolution of the agenda by the Board of Directors.

5. The specific duties of the Board of Sponsors are:

a) the appointment of two members of the Board of Directors;

b) the formulation of observations and indications relating to the financial statements as approved by the Board of Directors;

c) the formulation of proposals inherent to the pursuit of the activities and institutional objectives of the Foundation;

d) the formulation of proposals relating to the overall management of the Foundation.

6. Such proposals and observations shall be promptly transmitted to the Board of Directors for evaluation, without this resulting in any obligation for the Board to accept them.

7. The withdrawal of Board Members appointed by the Board of Sponsors is not permitted.

Article 16

The Scientific Committee

Doctor Lawrence Faulkner may establish a Scientific Committee composed of distinguished personalities involved in areas of activity connected to the goals of the Foundation, so that they may express their opinions and proposals in relation to programs and initiatives undertaken by the Foundation. The Scientific Committee shall be governed by specific regulations.

Article 17

The Sole Auditor

1. The Foundation's auditor shall be named by the Board of Directors.

2. The auditor holds office for three years, starting from the date of appointment.

3. The auditor must periodically verify the formal and substantial regularity of the accounts and draft a related report to be attached to the financial statements.

4. In order to carry out his/her mandate, the auditor shall have unrestricted access to the Foundation's accounting and administrative documents.

Article 18

Dissolution of the Foundation

1. The Foundation shall be dissolved in the event that the statutory goals have been exhausted or that the realisation of said goals has become impossible.

2. The dissolution shall be deliberated by the Board of Directors with a 2/3 (two-thirds) vote by the members holding office and shall be verified as provided for in article 6 of the Italian Presidential Decree 361/2000.

3. In the event of the dissolution of the Foundation for any cause whatsoever, the residual net equity shall be donated to other socially useful non-profit organisations or organisations having objectives of public welfare, unless a different disbursement is imposed by law, and in any event after verification by the monitoring body as provided for in article 3, paragraph 190 of Italian Law 667/1996.

Signed Lawrence Faulkner

Signed Barbara Salvini

Signed Antonio Frecentese

Signed Elena Santalucia