Statute

STATUTE OF HERODOTUS THIRD AGE ACADEMY ASSOCIATION

 

Article 1– Name and headquarters of the Association

“HerodotusThird Age Academy. Headquarters: Bodrum. The association is authorized to establish branches in Turkey and abroad.

 

Article 2– Objective of the Association

The Herodotus Third Age Academy has been established with the aim of social and cultural binding of locals and foreigners living in the Bodrum region by participating together in educational and cultural activities. 

The Subjects Of The Activities Targeted to Realize This Objective:

  • Meeting the needs of local Turkish and foreign adults for education, information and information sharing without the requirement for any kind of an official document such as a certificate or a diploma, solely for the purpose of fulfilling their wish to learn and to socialize.
  • Organizing educational activities such as courses, seminars, presentations and panels; cooperating with universities and educational institutions; recruiting artists, scientists, academicians, diplomats, managers and qualified people as potentials for the activities of the association.
  • Binding people from diverse nationalities living in Bodrum and providing them information regarding Turkish history, culture and art.
  • With the knowledge that Bodrum Peninsula constitutes an endless source of still unexplored and unappraised cultural assets, contributing to having these brought to light and to be promoted across the world.
  • Conducting studies for the development of cultural projects, having these studies conductedor supporting the ongoing studies.
  • Evaluating the available surveys and studies regarding the natural and social environment and supporting new researches.
  • Contributing to the preservation of nature and natural and cultural resources directly or indirectly through work on education, research, project and implementation. Working against elements that harm the ecological system.  Carrying out works or studies to preserve biological diversity and the sustainable usage of natural resources.Promoting and popularising the natural and cultural assets,spreading awareness of nature and protection of environment, working to draw public attention to issues regarding nature, organizing activities that are held in natural surroundings.
  • Obtaining all kinds of information, documentation and publication for the realization of the objective; establishing a documentation centre and a library, publishing newspapers, magazines, books and bulletins in line with the objectiveto publicisethe work; shooting videos and films; establishing studios; utilizing the internet and other audio-visual means.
  • Arranging a healthy work environment for the realization of the objective; providing all kinds of technical equipment and tools, fixed assets, educational tools and stationary.
  • Carrying out fund raising activities provided that the required permits are obtained, receiving donations from Turkey and abroad, providing sponsor support.
  • Establishing financial, commercial and industrial enterpriseswith the purpose of achieving the income needed to realize the objective of the statute and to operate them; organizing sales markets and fairs.
  • Opening a venue for the benefit and recreation of the members, establishing social and cultural facilities and operating them.

13-Organizing lunches, dinners, concerts, plays, exhibitions, sports competitions, tours and entertainment activities etc. to develop and maintain social interaction between the members and the targeted groups or making arrangements so that the members benefit from such activities. 

  • Organizing social educational practices such as plays, concerts and art courses.
  • Purchasing, selling, leasing or renting out property and assets that are needed for the activities of the association and establishing real right on real estates.
  • Establishing a foundation, a federation or joining an already established federation, establishing institutions that are allowed for associations by obtaining the required permits in the event it is deemed necessary for the realization of the objective.
  • Participating in international activities, becoming members of foreign associations or institutions and collaborating with them, cooperating in project based work and studies and providing mutual help.
  • Receiving financial help from associations and professional organisations with similar goals for the purpose of realizing the objective of the association or providing financial help to the above mentioned institutions.
  • In case it is deemed necessary for the realization of the objective, collaborating with state institutions and organizations in common projects within their areas of responsibility, reserving the rights of the provisions of Law No: 5072related withThe Relations of Associations and Foundations with State institutions and Organizations.
  • Opening branches and agencies where it is considered to be necessary.
  • Creating mutual platforms to achieve mutual goals with other associations or foundations, syndicates and similar non-governmental organizations in areas related with the objective of the association and not forbidden by the regulations.
  • Opening current and time deposit accounts at banks for the purposes of realizing the objective of the association, receiving and giving letters of guarantee, carrying out leasing and credit transactions.

 

Scope of the activities of the Association

The association functions in the sphere of social and cultural activities.

 

Article 3- Right for Membership and Membership Procedures

All real persons and legal entities with legal capacity who embrace the objectives and the principles of the association and accept to work in this direction and who fulfil the legslativeconditions have the right to be a member of this association. However, foreign realpeople are required to have a residence permit in Turkey.This condition is not valid for honorary membership.

 

The written membership application addressed to the president of the association is either accepted or rejected by the board of directors within latest thirty days and the result is informed to the applicant in writing. The member whose application has been accepted is registered in the registration book.

 

The fullmembers of the association are the founders and those who have been accepted for membership by the board of directors upon their application. The full members have a right to vote and stand for election in all organs of the association and they have the obligation to pay an entrance fee and anannualmembership fee.

 

Persons who have provided the association withsignificant moral and financial support may be accepted as honorary members with the decision of the board of directors. Honorary members do not have any obligation of paying any entrance or annualmembership fee and they do not have the right to vote or stand for election in any of the organs of the association.

 

National or foreign real persons who do not reside in Bodrum full time may be accepted as visiting members upon the decision of the board of directors.  Visiting members pay only the annualmembership fee; they do not have the right to vote or to stand for election for the association organs.

 

In the event that a new branch of the association is opened, the membership registrations of those members registered at the headquarters of the association whose domicile is in the area of the branch are transferred to the new branch. New membership applications are made to the branches. Procedures for accepting a new member or cancelling a membership are carried out by the branch board of directors and are reported in writing to the Headquarters latest within thirty days

 

Article 4-Resigning from Membership

Every member has the right to resign from the association provided that the resignation is handed in writing.

When the resignationnotice reaches the board of directors, the discharge procedures are deemed as being finalized. Resignation from membership does not terminate the obligation of the member for accumulated debt to the association.

 

Article 5-Getting discharged from Membership

Circumstances that necessitatethe discharge of a member from the association.

1-Conduct that is contrary to the articles of the Statute,

2-Constant avoidance of responsibility or duty,

3-Not paying the annualmembership fee within six months despite written notices,

4-Not abiding by the decisions taken by the association organs,

5-Having lost the conditions of being a member,

 

In the event that one of the above cases is ascertained, the member can be discharged upon the decision of the board of directors. The registrations of members who are discharged or resign from membership are deletedfrom the member registration book and they cannot claim any right on the association assets.

 

Article 6- Association Organs

The association organs are the following.

  • General Assembly,
  • Board of Directors,

3-Board of Auditors,

 

Article 7-Establishing the Association Board of Directors, Time of Meeting, Method of Convocation and of Meeting

The General Assembly is the organ with the highest authority for decisions. It is made up of registered association members, natural representatives of the branch and representatives elected by registered branch members.

The General Assembly meets;

  • Ordinarily at the time specified in this statute,
  • Extraordinarily within thirty days in the event the Board of Directors or Board of Auditors deem it necessary or upon the written request of one fifth of the association members.

 

The Ordinary General Assembly meets once in two years in the month of April at a place, date and time to be determined by the Board of Directors.

The Board of Directors calls the General Assembly for a meeting.

In the event the Board of Directors does not call the general assembly for a meeting, upon the request of one of the members, the magistrate assigns three members to call the general assembly to a meeting. 

 

Method of Convocation

The board of directors prepares a list of the members that have a right to attend the general assembly according to the statute of the association. Members with a right to attend the general assembly are called to the meeting by a notice published in a newspaper stating the date, hour and place of the meeting at least fifteen days in advance or by written notice though mail or email. In the event the meeting cannot be held due to lack of majority, the date, hour and place of the second meeting to be held is also mentioned in the notice. The period between the first and second meeting cannot be less than seven or more than sixty days.

In case the meeting is postponed due to a reason other than lack of majority, this is announced to the members using the same method of convocation for the first meeting, specifying the reasons for the postponement. It is imperative that the second meeting is held latest within six months followingthe postponement date. The members are called to the second meeting as per the provisions indicated in the first paragraph. The General Assembly meeting cannot be postponed more than once.

 

Method of Meeting

The General Assembly meets with the participation of the majority of members with a right to join the meeting.  In cases of changes to be made to the statute or the dissolution of the association, the meeting is to be held with the participation of two thirds of the members. In case the meeting is postponed due to lack of majority, majority shallnot be required in the second meeting. However, the number of members participating in the meeting cannot be less than twice the number of the members that make up the board of directors and board of auditors.

The list of the members with a right to participate in the General Assembly is made available at the place of the meeting. Theofficial identity documents of the members entering the meeting place are checked by the members of the board of directors or by representatives who are assigned this duty by the board of directors.  The members enter the meeting place by signing the space across their name on the list prepared by the board of directors.

If a quorum for the meeting is achieved, this is recorded in the minutes and the meeting is started by the chairman of the board of directors or a member of the board of directors assigned by the chairman. In the event a quorum is not present, an official report is prepared by the board of directors.

After the opening, a council committee to conduct the meeting is formed by electing a council chairman, an adequate number of deputies and a scribe.

During the voting for the election of association organs, it is obligatory for the voting members to show their identities to the council committee and to sign the spaces across their names on the list.

The responsibilities of conductingthe meeting and its safety rests with thecouncil chairman.

Only the items of the agenda are discussed in the General Assembly.  However, subjects with a written request for discussion by one tenth of the members present at the meeting have to be included in the agenda.

In the General Assembly each member has one voting right. The member has to use the voting right in person. Honorary members can join the general assembly meetings; however, they are not allowed to vote. In the event a corporate body is a member, the chairman of the board of the corporation or the person assigned to represent him votes.

The itemsdiscussed and the resolutions are recorded in the minutes of the meeting and are signed by the council chairman and the secretaries.  The minutes and all other documents are handed over to the chairman of the board of directors at the end of the meeting. The chairman of the board of directors is responsible for the safekeeping of these documents and for handing them over to the newly elected board of directors within seven days. 

 

 

Article 8-The Method and Ways of Voting and Decision Making Takingat the General Assembly

 

At the General Assembly, unless otherwise agreed upon, the election of the members of the board of directors and the board of auditors is held by secret vote and the decisions on other items are taken by open vote. The secret votes are given on pieces of paper stamped by the chairman of the meeting or on ballot papers and are collected in an empty container. At the end of the voting they are openly counted.

In the case of open voting, the method is determined by the chairman of the general assembly.

The decisions of the General Assembly are taken by the absolute majority vote of the members that have attended the meeting, in so far as the decisions taken regarding changes in the statute and the dissolution of the association can only be taken with the majority vote of two thirds of the attendants. 

 

Decisions taken without a Meeting or a Convocation

Decisions taken by written consent of all members without meeting and decisions taken when all members of the association meet without using the written method of convocation stated in this statute are valid. This method of taking decisions does no substitute a General Assembly.

 

Article 9-The Duties and Authorities of the General Assembly

The following points are discussed and decided at the General Assembly.

  • Election of Association Organs,
  • Changing of Association Statute,
  • Discussion of the reports of the board of directors and auditors and the release of the board of directors,
  • Discussion of the budget prepared by the board of directors and approval of the budget as it is or with changes,
  • Inspecting the other organs of the association and discharging them with justification if deemed necessary,
  • Examining and resolving the appeals against the decisions of the board of directors regarding a refusal of membership or discharge from membership,
  • Purchasing the required real property or authorising the board of directors to sell the existing real property,
  • Examining the regulations prepared by the board of directors related with the work of the association and approving them as they are or with changes,
  • Determining all kinds of appropriations, travel allowances and compensations to be paid to the chairman or members of the board of directors and board of auditors who are not public officers; determining the daily fees and travel allowances to be paid to association members appointed for services to the association,
  • Deciding on the association’s joining a federation or leaving a federation,
  • Deciding on opening branches of the association and authorising the board of directors to carry out operations related with the branch to be opened,
  • Participation of the association in international activities, becoming member of foreign associations and institutions or resigning from these institutions,
  • Forming of a foundation for the association,

14-Annulment of the association,

  • Examining the other propositions of the board of directors and resolving them,
  • Being the most authorized organ of the association, dealing with matters that have not been handled by another organ of the association and utilising its powers,
  • Determining the amount of entrance and annual fees of the association.

18-Performing other duties that have been specified for the General Assembly in the regulations.

 

Article 10-Forming the Board of Directors, Duties and Authorities

Nine original and nine substitute members are elected for the Board of Directors by the general assembly.

The Board of Directors designates its chairman, vice-chairman, secretary, treasurer and members at its first meeting after the election. 

The Board of Directors can be called for a meeting at any time provided that notice has been sent to all members and meets when four members are present. Decisions are taken with the absolute majority of the number of present members. In the event the votes are even, the vote of the chairman is counted as two.

In case there is an opening in the original membership of the Board of Directors due to resignation or any other reason, the substitutes have to be called to duty in the order of the number of votes they gained in the general assembly.

 

Duties and Authorities of the Board of Directors

The Board of directors executes the following.

  • Representing the association or giving authority to one of its members or a third party in this respect,
  • Carrying out the transactions regarding income and expenses, preparing the budget for the next term and presenting it to the general assembly,
  • Planning the regulations regarding the work of the association and submitting them to the approval of the general assembly,
  • Purchasing real property with the authority given by the general assembly, selling real and immovable property belonging to the association, having buildings or facilities built, drawing up lease contracts, establishing pledge, mortgage or real rights in favour of the association,
  • Executing the procedures related with the opening of a branch under the authority of the General assembly.

6-Having the branches of the association audited,

7-Opening representative offices at places deemed necessary,

8-Executing the decisions taken at the general assembly,

  • At the end of each year of operation, preparing a report to inform the operating account or balance sheet and income statement together with the work done by the board of directors and to submit this report to the General Assembly when it meets,
  • Implementing the budget,
  • Deciding on the acceptance or discharge of members,
  • Taking all kinds of decisions and implementing them, within the limits of its powers, with the goal of realizing the objectives of the association,
  • Carrying out all other duties imposed by the regulations and utilisingthe authorities given,

 

Forming the Board of Auditors, Duties and Authorities

Article 11- Three original and three substitute members are elected for the Board of Auditors by the general assembly.

In case there is an opening in the original membership of the Board of Auditors due to resignation or any other reason, the substitutes have to be called to duty in the order of the number of votes they gained in the general assembly.

 

Duties and Authorities of the Board of Auditors

The Board of Auditors audits the association periodically within intervals not exceeding one year in accordance with the basis and procedures stated in the statute. It examines whether the association is conducting its operations in line with the objectives and activities specified in its statute andwhether its books, accounts and records are kept in compliance with the legislation and statute of the association. The board submits the results of the audit in a report to the board of directors and to the general assembly when it convenes. If deemed necessary,

The Board of Auditors calls the general assembly to a meeting.

 

Article 12-Sources of Income of the Association

The sources of income of the association are the following.

  • Annual membership fee: An entrance fee of 20,00 TL, and an annual fee of 30,00 TL are requested from the members. In 2017 the entrance fee is 30,00 TL and the annual membership fee is 40,00 TL. These amounts are increased by 10,00 TL for every year after 2017. The general assembly has the authority to increase or decrease these amounts.
  • Branch fees: 50% of membership fees collected by the branches are sent to the headquarters every six months to meet the general expenses of the association.
  • Voluntary donations and contributions of real and legal persons to the association.
  • Donations and contributions of sponsors for projects that will be initiated. 5- Funds and contributions to be provided by international institutions for projects.   6-   Income generated from activities organized by the association such as courses, seminars, meetings, tours and entertainment, plays, concerts, sports competitions   and presentations,

7- Income generated from the association’s assets,

  • Donations and contributions collected in compliance with the provisionsof the legislation regarding fund raising,
  • Profits gained from commercial activities undertaken by the association to earn the income required to realize the objectives of the association,
  • Other sources of income,

 

Article 13- Basis and Procedures for the Bookkeeping of the Association and Books to be Kept

The books of the association are kept using the operatingaccount method. However, in the event the yearly gross income exceeds the limit indicated in the 31st Article of the Law of Associations, the books shall bekept using the balance sheet method as from the next accounting period.

When a switch to the balance sheet method has been made, in case the yearly gross income is lower than the above mentioned limit for two consecutiveaccounting periods, the association may switch back to the operating account method as from the year that follows. The books may also be kept using to the balance sheet method irrespective of the above mentioned limit with the decision of the board of directors. 

In the event the association startsa commercial enterprise, the books of this enterprise are kept separately in compliance with the regulations of the Tax Procedural Law. 

 

RegistrationProcedures

The books and records of the Association are kept in compliance with the basis and procedures stated in the Regulations for Associations.

 

Books to be Kept

The books that shall be kept using the operation account method and the basis to be complied with isas follows:

1- Decision Book: The decisions of the Board of directors are recorded here with their dates and number and the decisions are signed by the members present at the meeting.

2-Membership Registration Book: The identity information of the members and their entrance and resignation dates are recorded in this book. The amount of entrance and annual membership fees paid by the members may also be recorded in this book.

  • Document Registration Book: Documents, received and sent, are recorded in this book with their dates and sequence numbers. The originals of the incoming documents and the copies of the outgoing documents are kept in a file. The print outs of documents sent and received through e-mail are filed.
  • Book of Fixed Assets: Acquisition date of the fixed assets of the association, the way they were acquired and the places they are used or given to are to be recorded in this book. The ones with expired usage time are to be recorded in in this book.

5-OperatingAccount Ledger: The income received on behalf of the association and the expenses incurred are precisely and periodically recorded in this book.

6-Receipt Registration Book: The serial and sequential numbers of the receipts, the names, surnames and signatures of the members those who have received or returned these receipts together with the dates they have received and returned them are recorded in this book.

The books that shall be kept using the balance sheet method and the basis to be complied with isas follows:

1-The books recorded in sub articles no: 1, 2 and 3 of article 1(a) are also kept in the case of using the balance sheet method.

2-The Journal and the Ledger: The method and procedures for keeping these books are based on the regulations of the Tax Procedural Law and the general notifications related with the Implementation of the Accounting System published by the authorisation given to the Ministry of Finance by this Law.  

 

Ratification of the Books

The books that have to be kept at the association are notarised or ratified by the provincial directorate of associations before starting to be used. These books are used until all their pages are completed and there is no interim validation. However, books kept in the balance sheet method or books with forms or continuous forms have to be ratified every year during the last month preceding the year theyshall be used.

 

Creating the Statement of Incomeand Balance Sheet

In the event the books are kept using the operation account method, an “Operation Account Statement” (Specified in Addendum 16 of Regulations for Associations) is prepared at the end of each year (December 31). If, on the other hand, the accounts are kept using the balance sheet method, at the end of each year (December 31), a balance sheet and an income statement are prepared based on the general notifications related with the Implementation of the Accounting System published by the Ministry of Finance.

 

Article 14-Procedures for the Income and Expenses of the Association

The association income is collected by a “Certificate of Receipt” (the sample of which is given in Addendum 17 of the Regulations for Associations). In cases where the association income is collected through the intermediary of banks, documents such as bank receipts or statementsof account substitute the certificates of receipt.

The association expenses are documented with expense documents such as invoices, retail sales receipts andfreelancer invoices. However, for the payments of the association under the scope of article 94 of the Income Tax Law, a ‘note of expense’ in accordance with the provisions of the Tax Procedure Law is issued. For payments which are not in this scope, an “Expense Voucher” (the sample of which is given in Addendum 13 of the Association Regulations)is issued.

Free of charge goods and services rendered by the association to people, institutions and organisations are executed with an “Aid In Kind Delivery Note” (the sample of which is given in Addendum 14 of the Regulations for Associations). The free of charge delivery of goods and services from people, institutions and organisations to the association, are received with an “Aid In Kind Donation Receipt” (the sample of which is given in Addendum 15 of the Regulations for Associations).

 

Certificates of Receipt

 

The “Certificates of Receipt” (with the size and form shown in Addendum 17 of the Regulations for Associations) to be used for the collection of the revenues of the association are printed at printing houses with the decision of the board of directors.

Printing of the certificates of receipt,their checking, their receipt from the printing house, their recording in the books,their handoverbetween the old and new treasurers, and matters concerning the usage of these certificates by the person or persons appointed to collect income on behalf of the association, and the procedures for them to deliver the income collected are executed in accordance with the related provisions of the Regulations for Associations.

 

Certificate of Authorization

The person or persons who are appointed to collect incomes on behalf of the association are determined by the decision of the board of directors and their period of authorization is specified. “The Certificate of Authorization” (the sample of which is given in Addendum 19 of the Regulations for Associations) comprising the identification, signature and photograph of thepersons that shall collect the income is issued in two copies by the association and is confirmed by the chairman of the board of directors. One copy of the certificate of authorization is submitted to the Department of Associations.

Persons that shall collect income on behalf of the association can start collecting the income only after a copy of the certificate of authorization issued in their name is submitted to the Department of Associations.

On matters of the usage, renewal, return etc. related with the certificate of authorization, the provisions of the Regulations for Associations are complied with.

 

Preservation Period of Income and Expense Documents

In addition to the books, the certificates of receipt, expense vouchers and other documents used by the association are kept for 5 years in the order of their record numbers and datesin the books, reserving the rights for periods specified by special laws.

 

Article 15-Submitting a Declaration

The “Association Declaration” (submitted as the Addendum 20 of Regulations for Associations), regarding the end of  year results of income and expenses related with the activities of the previous year, is submitted to the local administrative authority by the chairman within the first four months of each calendar year after having been confirmed by the association board of directors.

 

Article 16- Obligation of Notification

The notifications that shall besubmitted to the local authority are the following:

 

Notification of General Assembly Conclusions

Within thirty days following ordinary or extraordinary general assembly meetings, the General Assembly Conclusions Notification (submitted as Addendum 20 of Regulations for Associations) and its addenda, including the members elected for the boards of directors and auditors, is submitted to the local authority by the chairman of the board of directors.

The following are attached to the General Assembly Conclusions Notification;

  • Copy of the general assembly minutes signed by the Council Chairman, deputies and the scribe,
  • In case a change in the statute has been made, the new and old versions of the articles of the statute that have been revised, and the final version of the statute, with every page signed by the board of directors.

 

Notification of Real Property

The real property acquired by the association is notified to the local authority by a “Notification of Real Property” (submitted as Addendum 26 of Regulations for Associations) within thirty days after the registration of its title deed. 

 

Notification of Foreign Aid

In the event the association receives foreign aid, before receipt of this aid, “Notification of Foreign Aid” form (specified in Addendum 4 of Regulations for Associations) is filled out in two copies and submitted to the local administrative authority. A copy of the decision taken by the board of directors regarding receiving aid from abroad, documents such as agreements or protocols on this subject and documents such as bank receipts  and statements of account related with the bank account to which this aid has been transferred are attached to this notification form.

 

Receiving financial aid through the intermediary of banks and fulfilling the condition of notification before the utilization of the aid is obligatory.

 

Notification of Common Projects with State Institutions and Organizations

In cases where the association carries out projects related with the subject matters of its scope of activities in cooperation with state institutions and organizations, a copy of the protocol and a copy of the project are submitted to the governor’s office in the region of the headquarters of the association enclosed with a “Project Notification” (shown in Addendum 23 of Regulations for Associations) within one month following the date of the protocol.

 

Notification of Changes

For changes of the residential area of the association,“Notification of Change in Residential Area” (specified in Addendum 24 of Regulations for Associations) and for changes made to the association organs outside the meeting of the general assembly,“Notification of Change in Association Organs” (specified in Addendum 25 of Regulations for Associations) are filled out and submitted to the local authority within thirty days after the change. Changes made to the association statute are notified to the local authority within thirty days after the general assembly meeting, enclosed with the notification of general assembly conclusions.

 

Article 17-The Internal Auditing of the Association

Internal auditing can be carried out by the general assembly, board of directors and board of auditors as well as independent auditing organizations. Having the auditing executed by the general assembly, board of directors or an independent auditing organization does not release the board of auditors from their obligation.

The board of auditors audit the association at least once a year. When deemednecessary, the general assembly or the board of directors can carry out an audit or have an independent organization audit the association.

 

Article 18- Loan Procedures of the Association

The association can obtain a loan in case deemed necessary for the realization of its objectives and for carrying out its activities upon the decision of the board of directors. This loan can be in cash as well as by purchase of goods and services on credit or by letter of guarantee. However, this loan should not reach an amount that cannot be paid with the income resources of the association and should lead the association to a financial burden.

 

Article 19- Establishing Branches of the Association

The association can open branches where deemed necessary upon the decision of the general assembly. To this end, a founding committee of at least three people authorized by the association board of directors, submit the notification of branch establishment specified in the Regulations for Associations and other required documents to the highest local authority of the region where the branch shall be opened. 

 

Article 20-Duties and Authorities of the Branches

Branches are not legal entities but function with duties and authorities autonomously for the association objectives and services. They are an internal organisation of the association, responsible for all credits and debts arising from all kinds of transactions.

 

 

Article 21- Organs of the Branches and Provisions applied to the Branches

The general assembly, the board of directors and the board of auditors are the organs of the branch. The registered members of the branch constitute the general assembly. The board of directors consists of five original and five substitute members and the board of auditors consists of three original and three substitute members.  Both boards are elected by the branch general assembly. The duties and authorities of these organs together with the other provisions in this statute related with the association are applied to the branch as well, within the frame of the legislation. 

 

Article 22- Time of Meeting for the General Assembly of the Branches and How They Shall Be Represented in the General Assembly of the Headquarters

The branches are obliged to conduct their general assembly meetings at least two months before the general assembly meeting of the headquarters.

The ordinary general assembly of the branches meet once every two years in February at the date, place and time specified by the branch board of directors.

The branches are obliged to submit a copy of the notification of general assembly conclusions within thirty days following the meeting to the local authority and to the headquarters of the association.

The branches are represented by natural and elected delegates in the general assembly of the headquarters. The chairman of the board of directors and the chairman of the board of auditors are natural delegates. For every ten (10) member registered in the branch, one (1) member and for the remaining members whose number are more than 5 or less than 10, one member is elected as a representative with a right to participate in the general assembly meeting of the headquarters.

The delegates elected in the latest branch general assembly participate in the general assembly of the headquarters.The board of directors and the board of auditors may participate in the general assembly of the headquarters; however, they cannot vote unless they have been elected as delegates.

When incumbents of the branch board of directors or board of auditors are elected for the board of directors or board of auditors of the headquarters, they resign from their duties at the branch.

 

Article 23-Opening Representations

The association may open representationsin order to carry out association activities where deemed necessary upon the decision of the board of directors. The address of the representation is notified to the local administrative authority of the region in writing by a person or persons appointed as representatives by the decision of the board of directors. The representation is not represented in the association general assembly. Branches cannot open representations.

 

Article 24-How the Statute Can Be Changed

Changes in the statute are made upon the decision of the general assembly.

For statute changes to be made in the general assembly, a majority of 2/3 of members with a right to participate and vote in the general assembly is sought. In the event the meeting is postponed due to the absence of majority, majority is not sought in the second meeting. However, the number of members participating in this meeting cannot be less than two times the total number of members of the boards of directors and auditors.

The majority vote required for the change in the statute is 2/3 of the number of members participating in the meeting with a right to vote.Statute changes are made by open vote in the general assembly. 

 

Article 25-Annulement of the Association and Procedures for Liquidation

The general assembly may take a decision to annul the association at any time.

For the discussion of the subject of annulment to be made in the general assembly, a majority of 2/3 of members with a right to participate and vote in the general assembly is sought. In the event the meeting is postponed due to the absence of majority, majority is not sought in the second meeting. However, the number of members participating in this meeting cannot be less than two times the total number of members of the boards of directors and auditors.

The majority vote required for a decision on the annulment of the association is 2/3 of the number of members participating in the meeting with a right to vote. Annulment decision is taken by open vote in the general assembly.

 

Liquidation Procedures

When an annulment decision is made by the general assembly, the liquidation of the properties, money and rights is executed by the liquidation committee consisting of the members of the last board of directors.  The procedures start as from the date of the decision for annulment taken by the general assembly or the date when self-annulmenthas become definite.

In all the processes within the liquidation period, the inscription “Herodotus Third Age Academy in Liquidation” is used.

The liquidation committee has the duty and authority to start and complete the liquidation of the properties, money and rights of the association in compliance with the legislation.  This committee firstly examines the accounts of the association. During the examination the books, certificates of receipt, title deeds and bank statements together with other documents are identified and their asset and obligations are recorded. During the liquidations the creditors of the association are called and, if the association owns real property, the creditors are paid by the sales of the property.  In case the association is a creditor, the debt is collected. After the recovery of debts and payments made to the creditors, the remaining sum of money, properties and rights are transferred to the place specified by the general assembly. 

All procedures related with the liquidation are shown in the liquidation report and the liquidation procedures are finalized within three months except for the additional periods granted by local administrative authorities upon a justification.

Following the completion of the procedures of the liquidation and transition of the association’s money, properties and rights, the liquidation committee is obliged to submit written notification to the local administrative authority of the headquarters of the association within seven days and to enclose the liquidation report with this notification. 

The last board of directors have the duty to keep the books and documents in the capacity of the liquidation committee. This duty can be assigned to a member of the board of directors. These documents have to be kept for five years.

 

Article 26- Omission of Provision

The Law of Associations, Turkish Civil Code, the Regulations for Associations related with these laws and all provisions of other legislation related with associations are appliedfor matters not indicated in this statute.

 

This statute is composed of 26 (Twenty six) articles.