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YUVALOJI FOUNDATION DEED AMENDMENT

YUVALOJI FOUNDATION DEED AMENDMENT

FOUNDATION:
Article 1-Foundation name “YUVALOJI FOUNDATION” The Foundation is briefly “YUVALOJİ” will be referred to as.

In this official document, it will only be referred to as the foundation.

 

FOUNDATION HEADQUARTERS:

Article 2-The headquarters of the foundation will be at Ayazağa Mahallesi Azerbaycan Caddesi No:109B Vadi İstanbul 1B Blok Floor:6 No:18 Sarıyer / İstanbul.

In order to realize the foundation's objectives, branches and representative offices may be opened in the country or abroad by the decision of the board of trustees within the framework of the relevant legislation.

PURPOSE OF THE FOUNDATION:

Article 3-

To provide education, scholarship and internship support so that new generations can grow up to be more sensitive and equipped individuals; to carry out projects for the development, education and rehabilitation of children with special needs and disadvantaged children; to contribute to the welfare of individuals and society by conducting studies on animal-assisted therapies. To help people in need at all levels and to make donations.

  • To instill in our children the awareness of animal love and volunteering, to protect the life rights and health of animals in our country and around the world, to make society more sensitive and loving towards animals. We aim to create awareness in the public by encouraging behaviors that will create compassion and sympathy towards animals, and to pioneer the formation of national policies in this area.

ACTIVITIES OF THE FOUNDATION:

Article 4- The Foundation carries out the following activities in accordance with its purpose.

  • Providing education, scholarship and internship support to ensure that new generations grow up to be more sensitive and equipped individuals,
  • To conduct studies on the development, education and rehabilitation of disadvantaged children who require special education, and to conduct studies on animal-assisted therapies,
  • To build libraries, laboratories and student dormitories in appropriate places,
  •  To sponsor various events (conferences, seminars, competitions) organized for university students so that they can fully complete their education as the future of Turkey,
  • On-site treatment of stray pets, saving fuel by reducing transport circulation, supporting awareness of acting together by increasing social solidarity, and working with the right volunteers alleviates the workload of the staff.
  • To provide children with the opportunity to bond with animals, especially our furry friends, through practical/theoretical training organized in partnership with various primary and secondary education institutions.
  • It is aimed to build a “Paw Town” for “Mothers, Puppies and injured animals” on land allocated, rented or owned by the foundation, and to develop the students’ sense of volunteering and responsibility by ensuring the participation of volunteer students.
  • Encouraging Private Business/Company Representatives to adopt, creating a communication network, adopting out dogs from shelters that we are in contact with. Especially since manufacturing companies have areas to provide homes for our loyal furry friends; informing Turkish industry representatives and businessmen about our projects and instilling our mission of volunteering and responsibility in them.
  •  It may organize and implement educational programs that explain the benefits and necessity of protecting animal rights for society. It may cooperate with private or public institutions, centers, institutes, associations and foundations that operate in similar fields in order to realize the foundation's purpose, and it may also carry out such cooperation abroad with the permission of the authorized authorities.
  • To contribute directly or indirectly to the care, protection, treatment and defense of the legal rights of animals through education, research, national and international projects and implementation studies,
  •  To provide free or low-cost veterinary services to sick or injured animals of animal owners in need, to protect animals that have been alienated or removed from their natural habitats and to reintroduce these animals to their natural habitats, to provide all kinds of financial and moral support to ensure the care and treatment of animals in need.
  • It may make publications in line with its purpose, cooperate with the press and media organs. It may launch campaigns in line with its purpose, engage in all kinds of other activities and events. It may file lawsuits or participate in lawsuits in line with its purpose.
  • Designing projects to protect the rights of animals in our country and all other countries within the framework of the Universal Declaration of Animal Rights declared by UNESCO and providing moral and financial support to existing projects in this direction,
  • To establish, take over, participate in established private educational institutions of all levels (pre-school education, primary school, secondary school, high school, vocational high school, college, university, vocational college, institute, scientific research and application center, academy and equivalent schools) for the purpose of education and training. To construct, have built, rent, purchase ready-made buildings required for these schools; to contribute to the development of the service level and capacity of the education and service units of the institutions related to these issues.
  • To organize campaigns to collect donations in kind and in cash in order to achieve the foundation's objectives, provided that the necessary permissions and approvals are obtained from public institutions and organizations.
  • To promote the Foundation and achieve its goals, to publish catalogues and books, to establish websites, to establish and operate publishing houses when necessary, to publish periodicals and non-periodicals, to advertise and publish in media outlets such as radio, television, newspapers and on websites.
  • Carrying out studies on the protection, care, sheltering and adoption of street animals, preventing the extinction of wild animals and protecting their habitats, and opening new shelters,
  • To provide scholarships, reciprocal or non-reciprocal, to successful but financially deprived students studying in institutions providing education in all branches at primary, secondary, high school, undergraduate, graduate and doctoral levels in Turkey and abroad, and to meet their accommodation, nutrition, education and other needs.
  • To provide night education, open education, correspondence education, distance and non-formal education, education and training activities via the internet and satellite in accordance with the legislation and to open, operate and have operated the related infrastructure and institutions and to participate in those that have been opened.
  • To work to guide relevant institutions in order to ensure that regulations concerning animal rights are interpreted and implemented correctly and fairly,
  • To provide aid to those in need at all levels, both domestically and internationally, to receive and make donations. To provide temporary shelter aid such as food, clothing, blankets and tents, to establish soup kitchens and settlement centers in order to meet the needs of those who have lost their homes and homes due to natural disasters, calamities or war and are left unprotected. To provide aid to people in need, to make donations, etc. When necessary, to build, buy, rent guesthouses for the accommodation of disaster victims or to become partners in facilities established for this purpose.

WORKS AND PROCEDURES THAT THE FOUNDATION CAN CARRY OUT TO REALIZE ITS PURPOSE:

Article 5- To achieve the purpose of the foundation, to donate, bequeath, purchase and lease, own and use real estate and immovable properties, to receive money, to receive and spend incomes, to invest real estate or incomes of one or more people in the foundation's assets, to continue the foundation and its services, to donate and bequeath, purchase and purchase other properties and to manage and dispose of properties and money, to study values ​​and to evaluate the scope of the foundation's purpose, to sell ropes, to help to achieve the purpose of the foundation, to make agreements to provide this assistance, to accept real rights other than freedom such as pledge and mortgage, to be able to do these works, or to take all kinds of guarantees including pledge and mortgage of transportation and goods for the contracts it will establish with its income, to accept valid bank guarantees, to continue the foundation's purpose and service subjects today, to participate in guarantees, pledges, mortgages and other services, in accordance with the purpose and services of the foundation and It is permitted and authorized to make initiatives, savings, purchase of goods, construction and similar contracts deemed useful and necessary for the realization of one or all of the foundation's purposes and services, with the aim of generating income from projects to be carried out and all kinds of income for the foundation, according to the enterprise or with an operator under its control, as specified in Article 48 of the Turkish Civil Code.

The Foundation cannot use these powers and incomes for purposes prohibited by the Turkish Civil Code.

 

FOUNDATION'S FOUNDATION ASSETS:

Article 6- The foundation's foundation assets are the founding members of the foundation. Semra ATAMAN  , Selin ATAMAN  And Elfim Doğa YILDIZ   allocated by (500.000,00 TL.) It is five hundred thousand Turkish Lira. The foundation assets may be increased by additions to the assets following the establishment of the foundation.

 

FOUNDERS OF THE FOUNDATION:

Article 7- The founders of the Foundation are shown below.

  1. Semra ATAMAN 
  2. Selin ATAMAN 
  3. Elfim Doğa YILDIZ 

 

BODIES OF THE FOUNDATION:

Article 8- The organs of the Foundation are shown below.

  1. Board of Trustees
  2. Board of Directors
  3. Auditor

BOARD OF TRUSTEES:

Article 9- The foundation's board of trustees consists of 3 founding individuals. New members can be elected to the board of trustees upon the proposal of the board of trustees members and the decision of a 2/3 majority of the board of trustees.

            The members of the board of trustees determine in advance the names of three people they want to take their places after them and submit them to the board of trustees in writing. Membership of the board of trustees is offered to the candidates in order of the list, starting from the first.

            If the members of the board of trustees do not nominate a candidate and none of the candidates accept the position, the election for the vacant board of trustee membership is made by the joint decision of the remaining board of trustees members from among the blood or in-law relatives of the founders, if any, or other persons if none.

 

DUTIES AND POWERS OF THE BOARD OF TRUSTEES:

Article 10- The board of trustees is the highest decision-making body of the foundation. In this capacity, the board of trustees:

           

  • To elect the board of directors,
  • To select the auditor,
  • To discuss and examine the activity report prepared by the foundation's board of directors and the reports prepared by the auditor, and to decide on the discharge of the board of directors,
  • To accept the internal regulations of the foundation prepared by the board of directors as is or with changes,
  • To make any changes to the foundation charter and additions to the foundation charter, including the purpose of the foundation, its form of organization and its activities.
  • Determines general policies within the scope of the Foundation's activities,
  • To accept the annual budget proposals prepared by the Board of Directors as is or with amendments,
  • To decide on the dissolution of the foundation in accordance with legal procedures when necessary,

has the authority to.

 

MEETING TIME AND QUORUM OF THE BOARD OF TRUSTEES:

Article 11- The first meeting of the board of trustees is held within two months following the registration of the foundation.

            The board of trustees meets once a year in November. The board of trustees may also meet extraordinarily if deemed necessary by the board of directors or if at least two-thirds of the board of trustees members request it in writing from the board of directors. In ordinary and extraordinary meetings, issues not included in the announced agenda cannot be discussed. However, with the written proposal of at least one-tenth of those present at the ordinary meeting, it is possible to add items to the agenda, except for changes in the deed and issues that impose obligations and responsibilities on the foundation's organs and the foundation.

            The meeting date, place, time and agenda are notified at least 15 (fifteen) days before the meeting date, by registered mail with signature or by electronic means such as SMS, mail etc. to reach the members.

            The board of trustees meets with the majority of the total number of members. If the majority is not reached, the meeting is held one week later on the same day and at the same time at the same place. In this second meeting, the quorum cannot be less than one-third (1/3) of the total number of members. The quorum for the board of trustees decision is the majority of those attending the meeting. In the event of a tie, the vote of the board chairman is considered two votes. The manner in which the voting will be conducted is also decided. Each member has one vote. A member who cannot attend the meeting may appoint another member of the board of trustees as proxy with a document containing his/her handwriting and signature. More than one proxy cannot be held by a single person.

            The quorum for decisions regarding changes, corrections or additions to the foundation charter is two-thirds of the total number of members.

 

BOARD OF DIRECTORS:

BOARD OF DIRECTORS:The foundation board of directors consists of (3) full and (3) substitute members elected by the board of trustees for a period of three years. If a member's board membership ends for any reason before the end of his/her term of office, one of the substitute members will be called to office according to his/her rank.

At its first meeting, the board of directors distributes duties by electing a chairman and a vice-chairman from among itself.

BOARD OF DIRECTORS MEETING PROCEDURE

Article 13-The board of directors meets at least once a month. If necessary, the board of directors can meet at any time upon the request of the chairman. The quorum for the meeting is the majority of the total number of members.

 -The board of directors meets at least once a month. If necessary, the board of directors can meet at any time upon the request of the chairman. The quorum for the meeting is the majority of the total number of members.

DUTIES, AUTHORITIES AND RESPONSIBILITIES OF THE BOARD OF DIRECTORS:

Article 14- The board of directors is the administrative and executive body of the foundation.

  • The board of directors is the administrative and executive body of the foundation.
  • In light of the general policies determined by the board of trustees, it ensures that the foundation's activities are carried out regularly and efficiently. In this context, it prepares the necessary internal legislation drafts and submits them to the board of trustees for approval.
  • It carries out the necessary work to evaluate the foundation's assets and provide new financial resources.
  • On behalf of the Foundation's legal entity, it takes the necessary initiatives and carries out transactions with all real and legal persons on legal, financial and other matters.
  • It appoints a director to the foundation, whose duties, powers and responsibilities are clearly determined in advance, may establish a foundation general secretariat or similar auxiliary units, and may terminate their duties when necessary.
  • It determines the personnel to be employed in the Foundation, appoints them, determines their wages and terminates their employment when necessary.
  • It monitors and controls the accounting affairs of the foundation and ensures that the income-expenditure schedule and balance sheets are prepared and sent to the relevant administration at the end of the accounting period.
  • It implements the annual budget approved by the board of trustees.
  • Carries out preparation procedures for the board of trustees meetings.
  • He/she presents the foundation activity report for the period at the board of trustees meetings.
  • Performs other duties required by the relevant legislation, the foundation charter and the internal legislation of the foundation.
  • The Foundation is subject to and responds to the follow-ups, lawsuits and demands that have been or will be filed in its favor or against the Foundation. It may waive, abandon, compromise and discharge. It may give power of attorney to the relevant parties and hire lawyers.
  • It may accept the mortgage, acquisition, purchase and sale of real estate, conditional and unconditional grants, and the establishment of usufruct rights.
  • It can establish and remove movable and immovable mortgages and pledges in favor of and against the foundation at any level, order and amount.
  • It carries out all financial, administrative and legal transactions and dispositions it deems appropriate for the realization of the foundation's purpose on all values ​​included in the foundation's assets.

 

REPRESENTATION OF THE FOUNDATION

Article 15- The foundation is represented by the board of directors. The board of directors may delegate this authority to the chairman and vice-chairmen of the board of directors. The board of directors may authorize one or more of its members, any one or more of its authorized officers and officers, its representatives or representatives to conclude any contract, issue and transfer any agreement, legal document or deed in the name and account of the foundation, in general or specific cases and matters, within the principles it shall specify.

 

AUDITOR:

Article 16- The Foundation is subject to the supervision of the General Directorate of Foundations and is also open to all kinds of inspections.

The auditor is a body established to audit the activities and accounts of the foundation on behalf of the board of trustees.

The auditor consists of (1) person to be elected by the board of trustees from within or outside for a period of two years. In addition, 1 (one) substitute member is elected. The substitute member is called to duty instead of the main member who leaves for any reason. The auditor conducts his/her examinations on all books, records and documents. The report to be prepared as of the accounting period is submitted to the board of directors to be sent to the board of trustees at least 15 (fifteen) days before the board of trustees meeting.

RIGHT TO PEACE:

Article 17- 5072 sayılı Kanun hükümleri saklı kalmak kaydıyla; yönetim kurulu ve denetçiye huzur hakkı veya ücret verilip verilmeyeceğini verilecekse bunun miktarının mütevelli   heyeti belirler.

HONORARY MEMBERSHIP:

Article 18- The foundation's board of trustees may grant honorary membership to individuals deemed appropriate in line with the foundation's objectives. If necessary, the honorary membership of honorary members may be terminated by the decision of the board of trustees.

 

 

FOUNDATION'S INCOME:

Article 19- The income of the foundation is shown below.

  • Income to be obtained through all kinds of conditional and unconditional donations, aids and death-related savings in line with the purpose of the foundation.
  • Various incomes to be obtained from the foundation's activities.
  • Income from economic enterprises, affiliates, companies and partnerships.
  • Income to be obtained from the evaluation of the foundation's movable and immovable properties and other assets and rights.
  • All kinds of income to be acquired by the Foundation, movable and immovable assets, rights, rents obtained from them, etc.
  • All kinds of income to be obtained from the activities specified in Article 4 of the foundation charter,
  • All other types of income.

 

PLACES WHERE FOUNDATION INCOME WILL BE ALLOCATED AND SPENT:

Article 20- At least two-thirds of the foundation's annual gross income is allocated and spent for the foundation's purposes, and the remainder is allocated for management and maintenance expenses, reserves, and investments to increase the foundation's assets.

 

OFFICIAL CHANGE OF DEED:

Article 21- Changes to the foundation charter are made with the written proposal of at least one fifth (1/5) of the board of trustees members, the approval of at least two thirds (2/3) of the total number of board of trustees members and a decision by the court.

 

FOUNDATION'S ACCOUNTING PERIOD:

Article 22-The accounting period of the Foundation is the calendar year.

 

TERMINATION OF THE FOUNDATION:

Article 23- If the foundation is terminated for any reason, the property and rights remaining after the liquidation of debts are evaluated according to the decision of the board of trustees.

The termination of the foundation is only possible with the written proposal of at least half of the total number of members of the board of trustees and the approval of two-thirds (2/3) of the total number of members of the board of trustees and a decision by the court.

 

Temporary Provisions:

Temporary article 1- The temporary board of directors of the foundation consists of the members whose names and surnames are written below.

 

  1. Semra ATAMAN 
  2. Selin ATAMAN 
  3. Elfim Doğa YILDIZ 

 

The temporary board of directors is obliged to call the board of trustees to a meeting within one month at the latest from the date of registration of the foundation, and during this period, it has the duties and authorities specified in the deed. 

 

Temporary article 2- Vakfın tescili için gerekli tüm işlemleri (Vakıflar Genel Müdürlüğünce istenen değişiklikler dahil) yapmak üzere TC.Kimlik Numaralı Av. İlknur Aksu Torres Gamez, Av. Vedat  Ay, Av. Burçin Bakkal, Efe Süyek tam yetkilidir. Şeklinde tadil edilmiştir.