Choosing the establishment model and legal structuring
- Comparing the legal consequences of carrying out a planned activity under an association, foundation, cooperative, company, economic enterprise or another legal entity structure
- Preparing an establishment map in terms of the founders’ purpose, management model, revenue sources, assets, membership or partnership arrangement and long-term continuity
- Regulating the relationship between the main legal entity and an economic enterprise, affiliate, branch, representative office, federation, union or other related structures
- Clearly defining the authority and responsibilities of founders, managers and representatives in the establishment documents
- Assessing the public benefit, tax, donation, aid collection, foreign funding, permit and inspection aspects of the activity before establishment
Association establishment and preparation of association bylaws
- Preparing bylaws that contain the association’s name, purpose, fields of activity, headquarters, membership conditions, bodies, revenues, borrowing, branch structure and provisions on termination
- Arranging the establishment notification and its attachments according to whether the founders are natural persons or legal entities
- Assessing special conditions and permits in structures that include founders of foreign nationality or foreign legal entities
- Remedying deficiencies in the establishment documents and following the procedures carried out with administrative authorities
- Amending existing association bylaws in line with the activity model, current legislation and institutional needs
Association branches, representative offices, federations and confederations
- Regulating the establishment, duties, authority, budget and relationship with the headquarters of association branches and representative offices
- Formation of branch general assemblies and management bodies, and resolution of authority disputes between the headquarters and branches
- Establishment documents of federations and confederations, relations with member organizations and governance of umbrella organizations
- Procedures for the closure or merger of a branch or representative office, or for terminating its authority
- Reviewing domestic and international organizational networks in terms of bylaws, agreements and representation provisions
Association membership and disputes arising from membership
- Regulating in the bylaws the conditions for admission to membership, rejection of an application, and membership rights and obligations
- Legal review of decisions on withdrawal from membership, expulsion or automatic termination of membership
- Assessing the right of defense, reasoning, competent body, decision and notification processes
- Disputes over membership dues, debts, voting rights, access to information and inspection of records
- Litigation processes concerning the invalidity or annulment of membership decisions, interim measures and related compensation claims
Association general assembly, management and supervisory bodies
- Legal review of the call to ordinary and extraordinary general assemblies, the agenda, the attendance list, and the meeting and decision quorums
- Preparing meeting minutes, elections, discharge of the board (ibra), budget, bylaw amendments, real estate transactions and dissolution decisions
- Establishing the decisions of the management and supervisory boards, the division of duties, the authority of representation and the signature arrangement
- Eligibility of body members for election, removal, resignation and remedying a vacancy in a body
- Litigation and interim legal protection processes concerning the nonexistence, absolute nullity or annulment of general assembly or body decisions
DERBİS, UETS, notifications, books and record-keeping
- Legal support for the authorization and electronic transaction processes of the Associations Information System (DERBİS)
- Checking notifications of general assembly results, body changes, member movements, place of residence and real estate
- Reviewing the annual association declaration and the activity and financial information for legal consistency
- Arranging the processes for electronic notification, the date of service, the internal person in charge and responses
- Compliance with the legislation of the decision, member, document and fixed asset books, the books kept on an operating account or balance sheet basis, and the receipts
Bylaws and Actual Operation Are Reviewed Together
A sample set of bylaws does not by itself solve all the founders’ needs. The purpose of the activity, the revenue model, admission to membership, voting rights, branches and the representation arrangement must complement one another. The authority in the establishment document must be compared with the signing and banking authority in practice.
Members’ rights and the management’s powers
A decision to expel a member is reviewed in terms of the ground in the bylaws, the competent body, the procedure and notification. Annulment of a general assembly decision is not the same as a claim of nonexistence or absolute nullity. The route to be followed, the right to bring an action and the time limit are determined on the basis of the specific decision.
Order of checks in preparing for a general assembly
The call and agenda, the members who will vote, the meeting and decision quorums, the minutes and the notifications of results are prepared together. Differences between the membership register and the attendance list are clarified before the meeting.
Continuity of notifications
DERBİS records, authorized users and the notification calendar should be handed over when the management changes. Entering data into the system does not by itself ensure that a decision is lawful. A backup checking arrangement should be set up to continue follow-up in the absence of the person in charge.