Association Bylaws
Article –1: The name of the association is
“Turkish Menopause and Osteoporosis Association”.
Article –2: Headquarters of the Association Headquarters
of the Association is Istanbul. It has no branches.
Article –3: Purpose
a- To carry out preventive studies on the symptoms and diseases that may occur in women before and after menopause, to develop information, to make researches and to disseminate them in all kinds of publications.
b- To carry out Medico-Social studies on these issues;
c- To organize educational and instructive meetings and congresses for both medical staff and the public for this purpose.
d- To establish foundations and institutions to carry out these works.
Article –4: Working Subjects and Forms to be Continued by the Association
1- To carry out investigations and researches for the activation and development of the activities of the Association,
2- Organizing training activities such as courses, seminars, conferences and panels,
3- To obtain all kinds of information, documents, documents and publications necessary for the realization of the purpose, to establish a documentation center, to issue publications such as newspapers, magazines, books in line with its objectives and to distribute it to its members,
4- To provide a healthy working environment for the realization of the purpose, to provide all kinds of technical tools and equipment, fixtures and stationery,
5- To carry out fundraising activities and to accept donations from within the country and abroad, provided that the necessary permissions are obtained,
6- Establishing and operating economic, commercial and industrial enterprises in order to provide the revenues needed for the realization of the purposes of the Regulation,
7- Opening clubs, establishing social and cultural facilities and inspecting them so that their members can benefit and spend their free time,
8- Meetings, concerts, balls, theatre, exhibitions, sports, excursions and entertaining activities etc. Organizing or enabling its members to benefit from such events,
9- Purchasing, selling, leasing movable and moving property needed for the activities of the Association and establishing real rights on the movables,
10- Establishing a foundation, establishing a federation or joining an established federation if deemed necessary for the realization of the purpose, Establishing facilities that associations can establish with permission by obtaining the necessary permission,
11- To carry out international activities, to be a member of associations or organizations abroad and to collaborate or cooperate with these organizations on a project basis,
12- If deemed necessary for the realization of the purpose, without prejudice to the provisions of the Law No. 5072 on the Relationship of Associations and Foundations with Public Institutions and Organizations, to produce joint projects with public institutions and organizations in their fields of duty,
13- Establishing a fund to meet the short-term loan needs of the members of the association for essential items such as food, clothing and other services,
14- To open representatives in order to carry out the activities of the association where deemed necessary,
15- Establishing platforms to achieve a common goal with other associations or foundations, unions and similar non-governmental organizations in areas that are related to the purpose of the association and not prohibited by law,
Association Founders
Article-5 The names and surnames, occupations or residences and nationalities of the Founders of the Association are shown below.
1- Necati Tosun
2- Erdogan Ertüngealp
3- Mehmet Haluk İdil
4- Nazım Umur Çolgar
5- Hasan Hakan Seyisoğlu
6- Ömer Kutay Biberoğlu
7- Hasan Serdaroğlu
Right to become a member:
Article 6- Anyone who has the capacity to use civil rights and who has completed the age of 18 can become a member of the association, provided that they remain within the scope of permanent or temporary deprivation of rights or limitation of rights specified in Articles 4 and 16 of the Associations Law No. 1980.
Non-Turkish citizens can become members only if they have the right to reside in Turkey under the conditions sought for Turkish citizens.
There is no residency requirement for honorary membership.
The Board of Directors of the Association is obliged to decide on the applications made for membership in the form of acceptance or rejection of the membership within maximum thirty days and announce the result to the applicant in writing.
No one can be compelled to become a member.
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Article 7- Every member has the right to leave the association, provided that he or she notifies him in writing. As soon as the resignation letter of the member reaches the board of directors, the exit procedures are deemed to be completed. Resignation from membership does not end the accumulated debts of the member to the association.
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Article 8- Memberships of those who lose their right to become a member of the association and whose expulsion is decided due to their actions contrary to the statute of the association shall expire. In case of detection of one of the above-mentioned situations, the membership record is deleted by the Board of Directors of the Association.
Those who are dismissed from membership due to their actions contrary to the Association's Bylaws have the right to appeal to the Board.
Members' Rights,
Article 9- The members of the association have equal rights.
Each member has one vote in the General Assembly.
The member uses the game himself.
A member cannot represent another member.
Honorary members do not have voting rights.
Form of Establishment.
Article 10- It consists of members who have the right to participate in the General Assembly according to the charter of the association.
Gathering Time
Article 11- The General Assembly is the most authorized decision-making body of the association; consists of registered members of the association.
Ordinary general assembly convenes every 3 years, in April, on the day, place and time to be determined by the board of directors.
General Assembly;
1- Ordinary at the time specified in this regulation,
2- It convenes extraordinarily within thirty days when deemed necessary by the board of directors or the supervisory board or upon the written request of one-fifth of the members of the association.
The general assembly is called to the meeting by the board of directors.
If the board of directors does not call the general assembly meeting; Upon the application of one of the members, the magistrate assigns three members to call the general assembly for a meeting.
Call Procedure
Article 12- The board of directors arranges the list of the members who have the right to attend the general assembly according to the association's charter. Members who have the right to attend the general assembly are invited to the meeting at least fifteen days in advance, by announcing the day, time, place and agenda in a newspaper or by notifying them in writing or by e-mail. In this call, if the meeting cannot be held due to the lack of a quorum, the day, time and place of the second meeting is also specified. The period between the first meeting and the second meeting cannot be less than seven days and more than sixty days.
If the meeting is postponed for any reason other than the lack of quorum, this situation is announced to the members in accordance with the call procedure for the first meeting, including the reasons for the postponement. The second meeting must be held within six months at the latest from the date of adjournment. Members are called back to the second meeting in accordance with the principles specified in the first paragraph.
The General Assembly Meeting cannot be postponed more than once.
Meeting place
Article 13- General Assembly meetings cannot be held in a place other than the headquarters of the association.
The General Assembly convenes with the participation of the absolute majority of the members who have the right to attend, and two-thirds of the members in the event of a bylaw change and the dissolution of the association; In the event that the meeting is postponed due to lack of quorum, majority is not sought in the second meeting. However, the number of members attending this meeting cannot be less than twice the total number of members of the Board of Directors and Auditors.
Meeting Quorum
Article 14- The General Assembly convenes with the attendance of one more than half of the members who have the right to attend the General Assembly according to the association's statute. If a quorum is not reached at the first meeting, a majority is not sought in the second meeting, but the number of members attending this second meeting cannot be less than twice the total number of members of the Management and Audit Institutions of the Association.
Meeting Procedure
Article 15- The list of members who have the right to participate in the board of directors is kept ready at the meeting place. Identity documents issued by the official authorities of the members who will enter the meeting place are checked by the members of the board of directors or the officials to be appointed by the board of directors. Members enter the meeting place by signing against their names on the list prepared by the board of directors.
The meeting quorum is met, the situation is determined in a minute and the meeting is opened by the chairman of the board of directors or one of the board members to be assigned. If the meeting quorum is not met, a minute is drawn up by the board of directors.
After the opening, a chairman and a sufficient number of vice-chairmen and a secretary are elected to manage the meeting, and a council committee is formed.
In the voting to be held for the election of the organs of the association, it is obligatory for the voting members to show their identities to the council committee and to sign opposite the names on the list of attendees.
The management and security of the meeting belongs to the chairman of the council. The general assembly is concluded by discussing and deciding on the agenda items. Each member has one vote at the general assembly; The member has to use the game personally.
The topics discussed and the decisions taken at the meeting are recorded in a minute and signed by the chairman of the council and the clerks. At the end of the meeting, the minutes and other documents are delivered to the chairman of the board of directors. The chairman of the board of directors is responsible for preserving these documents and delivering them to the newly elected board of directors within seven days.
Topics to be Discussed at the Meeting,
Article 16- Only the items on the agenda are discussed at the General Assembly meeting. However, it is obligatory to include on the agenda the issues that are requested to be discussed by at least one-tenth of the members present at the meeting.
Duties and Powers of the General Assembly
Article 17- The following issues are discussed and resolved by the general assembly.
1- Election of the bodies of the association,
2- Changing the charter of the association,
3- Discussion of the reports of the board of directors and supervisory board and release of the board of directors,
4- Discussing the budget prepared by the board of directors and accepting it as it is or by changing it,
5- Authorization by the board of directors to purchase immovable properties required for the association or to sell existing immovable properties.
6- Examining and accepting the regulations to be prepared by the Board of Directors regarding the activities of the association, as it is or by changing it,
7- Determining the wages to be given to the chairman and members of the board of directors and auditing boards who are not public officials, and all kinds of allowances, travel allowances and compensations, and the daily and travel allowances to be given to the members to be assigned for the services of the association,
8- Deciding on the association's joining and leaving the federation and authorizing the board of directors in this regard,
9- The association's international activities, joining or leaving associations and organizations abroad as a member,
10- Establishing a foundation of the association,
11- Dissolution of the Association,
12- Examining and deciding on other proposals proposed by the board of directors,
13- Fulfilling other duties specified in the legislation by the general assembly,
The general assembly, as the most authoritative organ of the association, performs the tasks not given to an organ of the association and uses the authorities.
The general assembly inspects the other organs of the association and can dismiss them at any time for justified reasons.
Voting and Decision-Making Procedures and Forms of the General Assembly
Article 18- In the general assembly, the elections of the members of the management and experience board are voted by secret ballot, and the decisions on other issues are voted openly, unless a contrary decision has been taken. Secret ballots are the votes determined by the papers sealed by the meeting chairman or by making an open list after the end of voting.
In open voting, the method specified by the chairman of the general assembly is applied.
General assembly resolutions are taken by the absolute majority of the members attending the meeting. In so far, the decision to change the statute and the dissolution of the association can only be taken with a two-thirds majority of the members attending the meeting.
Duties and Powers of the Management and Supervisory Boards to be Elected:
Number of Main and Substitute Members.
Article 19- The Board of Directors is elected by the General Assembly by secret ballot, as nine full and five substitute members.
If there is a vacancy in the main memberships, it is obligatory to call the substitute members for duty.
The Board of Directors fulfills the following matters.
1- To represent the Association or to authorize one or more of its own members in this regard,
2- To make the transactions related to the income and expense accounts of the association and to prepare the budget for the next period and present it to the General Assembly.
3- In case of acceptance of non-Turkish citizens as a member of the association, to notify them to the highest local authority within ten days.
4- To carry out other works given to him by the statute and legislation of the association.
The Board of Directors determines the vice president, secretary and treasurer from among the elected ones by division of duties.
The Board of Directors convenes at least once a month at the residence of the association on a certain day and time to be determined in advance. The Board of Directors convenes with the presence of more than half of the total number of members.
The decision is taken by majority vote. In case the votes are equal, the majority of the vote of the chairman is deemed to have been achieved.
Alternate Members of the Board of Directors, Not Completion,
Article 20- If the number of members of the Board of Directors drops below half of the full number of members after being brought in as substitutes due to vacancies, the General Assembly is called for a meeting within one month by the current members of the Board of Directors or the Auditing Board. If the call is not made, upon the application of one of the members of the association, the local magistrate will hold a hearing and assign three persons to be chosen from among the members of the association to convene the General Assembly within a month.
Supervisory Board
Article 21- The Supervisory Board is elected by the General Assembly, not less than three full and three substitute members.
This board performs its auditing duty in accordance with the principles and procedures determined in the charter of the association and at intervals not exceeding six months, and asks the results of the audit in a report to the Board of Directors and to the General Assembly when it convenes.
Other Organs
Article 22- Other organs may be established in the association. However, the duties, powers and responsibilities of the General Assembly and the Supervisory Board cannot be transferred to these bodies.
Notification of the Elected to the Organs,
Article 23- Within thirty days following the election made by the General Assembly, the names and surnames, fathers' names, place and dates of birth, occupations and residences of the permanent and substitute members elected by the Chairman of the Board of Directors to the Board of Directors and Auditors and other organs of the association are located at the lowest point of the place where the headquarters of the association is located. notified in writing to the major civil authority.
Article 24- The Association has no branches.
Annual Fee Amount
Article 25- The annual fee to be paid by the members of the association is 5.00.-YTL.
Income Sources of the Association
Article 26- The income sources of the association are listed below.
1- Membership Fee: An annual fee of 5.00 YTL is collected from the members. This amounts to increase or decrease the general meeting is authorized.
2- Donations and aids made by real and legal persons to the association voluntarily
3- Revenues from activities such as tea and dinner meetings, excursions and entertainment, representation, concerts, sports competitions and conferences, scientific congresses organized by the association,
4- Income from the assets of the association,
5- Donations and aids to be collected in accordance with the provisions of the legislation on aid collection,
6- Earnings from commercial activities undertaken by the Association in order to provide the income it needs to realize its purpose.
7- Other income.
Help Will Not Be Accepted
Article 27- Act according to the regulations stipulated by the Associations Law No. 5253.
Association Bookkeeping Principles and Procedures and Books to be Keeped
Article 28- Bookkeeping principles;
The Association is to keep account books according to the principles. However, if the annual gross income for 2005 exceeds 500 Thousand YTL, a book is kept on the basis of the balance sheet starting from the following accounting periods.
In case of switching to the balance sheet principle, if the limit is lowered below the above-mentioned limit in two consecutive accounting periods, it can be returned to the operating account principle as of the following year.
Books can be kept on the basis of the balance sheet with the decision of the board of directors, regardless of the limit stated above.
In case of opening a commercial enterprise of the Association, a book is also kept for this commercial enterprise in accordance with the provisions of the Tax Procedure Law.
Registration Procedure
The books and records of the association are kept in accordance with the procedures and principles specified in the Associations Regulation.
Books to Keep
Article 29 29- The following books are kept in the association.
a) The books to be kept on the basis of the operating account and the principles to be followed are as follows.
1- Resolution Book: Decisions of the board of directors are written in this book in order of date and number, and six of the decisions are signed by the members attending the meeting.
2- Member Registry Book: Identity information, entry and exit dates of those who enter the association as a member are recorded in this book. Entry and annual dues paid by members can be recorded in this book.
3- Document Record Book: Incoming and outgoing documents are recorded in this book with date and sequence number. Originals of incoming documents and copies of outgoing documents are filed. Incoming or outgoing documents via e-mail are stored by printing.
4- Fixture Book: The date and manner of acquiring the fixtures belonging to the Association, the places where they are used or given, and the ones that have expired are recorded in this book.
5- Business Account Book: Income received and expenses incurred on behalf of the Association are clearly and regularly recorded in this book.
6- Acknowledgment Document Registry: The serial and sequence numbers of the receipt documents, the names, surnames and signatures of those who received and returned these documents, and the dates they received and returned are recorded in this book.
b) The books to be kept on the basis of the balance sheet and the principles to be followed are as follows:
1- The books recorded in the 1,2,3 and 6th subparagraphs of the (a) subparagraph are also kept in the case of keeping a book on the basis of the balance sheet.
2- Journal, General Ledger and Inventory Book: The method of keeping and recording these books is done in accordance with the Tax Procedure Law and the Accounting System Implementation General Communiqué published pursuant to the authority given by the public to the Ministry of Finance.
Certification of the ledger
Before starting to use the books, which are obligatory to be kept in the association, they are certified by the provincial associations directorate or notary public. The use of these books is continued until the pages are finished and the intermediate approval of the books is not done. However, it is obligatory to re-certify for one year, in the last month preceding the year in which it will be used, for the books kept on the balance sheet basis and the form or continuous form sheets.
Income Statement and Balance Sheet Arrangement
In case of keeping records on the basis of business account, “Operation Account Table” is prepared at the end of the year (31 December) (specified in ANNEX-16 of the Associations Regulation). In case of keeping books on the balance sheet basis, at the end of the year (31 December), the balance sheet and income statement are prepared based on the Accountant System Implementation General Communiques published by the Ministry of Finance.
Association Income and Expense Transactions
Article 30- Income and expense documents;
The income of the association is collected with the “Receipt Certificate” (an example of which can be found in ANNEX-17 of the Associations Regulation). In case the income of the association is collected through the bank, documents such as the bank receipt or account statement replace the receipt.
The expenses of the association are made with expenditure documents such as invoice, retail sales receipt, self-employment receipt. However, for the payments within the scope of Article 94 of the Income Tax Law, an expense note is issued in accordance with the provisions of the Tax Procedure Law, and an “Expense Receipt” is issued for the payments that are not included in this scope (an example of which is in ANNEX-13 of the Associations Regulation).
Deliveries of free goods and services to individuals, institutions or organizations by the association (an example of which is found in Annex 14 of the Associations Regulation) are made with the “Aid in Kind Delivery Document”. Free goods and service deliveries to be made by individuals, institutions or organizations to the association are accepted with the “Certificate of Receipt of Donation in Kind” (an example of which is in Annex-15 of the Associations Regulation).
Received Documents
“Receipt Documents” (in the form and in the form shown in Annex-17 of the Associations Regulation) to be used in the collection of the association's revenues are printed in the printing house with the decision of the board of directors.
The relevant provisions of the Associations Regulation shall be followed in the matters related to the printing and control of the receipt documents, their receipt from the printing house, their recording in the book, the handover between the old and new treasurers, and the use of these receipts by the person or persons who will collect income on behalf of the association and the delivery of the collected revenues. .
Licence of authorization
The person or persons who will collect income on behalf of the association are determined by the decision of the board of directors, including the term of authorization. The “Certificate of Authorization” containing the clear identity, signature and photographs of the persons who will collect income (an example of which can be found in ANNEX-16 of the Associations Regulation) is prepared by the association in three copies and approved by the chairman of the association's board of directors. A copy of the Certificate is given to associations units. Changes in the authorization certificate are notified to the associations unit within fifteen days by the chairman of the board of directors.
Persons who will collect income on behalf of the association can only start collecting income after a copy of the authorization documents issued in their name is given to the associations unit.
The use, renewal, return and other issues of the authorization certificate shall be followed in accordance with the relevant provisions of the Associations Regulation.
Retention Period of Income and Expense Documents;
Except for the books, receipts, expenditures and other documents used by the association are kept for 5 years in accordance with the number and date order in the books they are recorded, without prejudice to the periods specified in special laws.
Submitting a Declaration
Article 31- “Association Statement” regarding the results of the previous year's activities, income and other transactions as of the end of the year (presented in Annex-16 of the Associations Regulation) shall be filled in by the board of directors of the association and the president of the association within the first four months of each calendar year. given to the local administrative authority.
Notification Obligation
Article 32- Notifications to be made to the local authority;
General Assembly Result Document
Within thirty days following the ordinary or extraordinary general assembly meetings, the "General Assembly Result Notification" (presented in Annex-3 of the Associations Regulation) and its annexes, which includes the principal and substitute members elected to the board of directors and supervisory boards and other bodies, are notified to the local authority by the chairman of the board of directors:
General assembly results notifications;
1- A copy of the general assembly minutes signed by the chairman of the council, vice-chairmen and the secretary,
2- If the bylaws have been amended, a copy of the new and old version of the changed articles of the charter and the final form of the association's charter, signed by the board of directors, on each page,
It is added.
Notification of real estate
Yurtdışından Yardım Alma Bildirimi
The immovables acquired by the association are notified to the local authority by filling out the “Immovable Property Statement” (presented in Annex-26) of the Associations Regulation within thirty days from the registration to the land registry.
Notification of Receiving Assistance from Abroad
In case of receiving assistance from abroad by the association, they fill out the "Notification of Receiving Assistance from Abroad" (specified in Annex-4 of the Associations Regulation) in two copies and notify the local authority before receiving assistance.
A copy of the decision of the board of directors regarding receiving aid from abroad, the protocol, contract and similar documents, if any, and a copy of the receipt, statement and similar document regarding the account to which the aid has been transferred is attached to the notification form.
It is obligatory to receive cash aids through banks and to fulfill the notification requirement before they are used.
Notification on Joint Projects with Public Institutions and Organizations
The protocol and the sample of the project (shown in Annex-23) of the Associations Regulation regarding the joint projects carried out with the public institutions and organizations regarding the assignment of duties of the association, are attached to the "Project Notice" and given to the governor of the place where the headquarters of the association is located, within the month following the protocol date.
Notification of Changes
By filling in the "Notification of Changes in the Organs of the Association" (specified in ANNEX-25 of the Associations Regulation), The change is reported to the local authority within thirty days.
The amendment made in the charter of the association is notified to the local authority in the annex of the general assembly result notification within thirty days following the general assembly meeting where the bylaw change was made.
Internal Audit of the Association
Article 33- Internal audit can be carried out by the general assembly, the board of directors or the supervisory board of the association, as well as independent auditing companies can be audited. The fact that an audit has been carried out by the general assembly, the board of directors or independent audit firms does not remove the obligation of the audit board.
Audit of the association is carried out by the supervisory board at least once a year.
Borrowing Procedures of the Association
Article 34- In order to realize the purpose of the association and to carry out its activities, borrowing can be made with the decision of the board of directors, if needed. This borrowing may be in the purchase of goods and services on credit as well as in cash. However, this borrowing cannot be made in amounts that cannot be covered by the income sources of the association and in a way that will make the association insolvent.
How to Amend the Bylaw
Article 35- Bylaws can be changed by the decision of the general assembly.
2/3 majority of the members who have the right to attend the general assembly in order to change the bylaws in the general assembly. In case the meeting is postponed due to lack of majority, majority is not sought in the second meeting. However, the number of members attending this meeting cannot be less than twice the total number of members of the board of directors and supervisory board.
The majority of the decisions required for the bylaw change is 2/3 of the votes of the members attending the meeting. In the general assembly, the vote on the amendments to the bylaws is made openly.
Classification of Assets in Case of Termination,
Article 36- The General Assembly of the Association can always decide to dissolve the association. In order for the General Assembly to decide on the dissolution of the association, at least two-thirds of the members of the association who have the right to participate in the General Assembly according to the bylaws must be present at the meeting. If this majority is not achieved in the first meeting, the members are summoned according to the twelfth article of the bylaws. Regardless of the number of members attending the second meeting, the issue of termination can be discussed. It is obligatory to make the decision regarding the termination with a two-thirds majority of the members present at the meeting.
The dissolution of the association is notified in writing to the highest local authority within five days by the Board of Directors.
With the dissolution decision, the assets of the association are left to Cerrahpaşa Medical Faculty.
Liquidation and transfer are made in line with the orders of the highest civil authority of the place.
Implementation of the Turkish Law Article
Article 37- In cases where there is no provision in the charter of the association, the provisions of the Law of Associations are applied, and in cases where there is no provision in this regard, the provisions of the Article of the Turkish Law are applied.
