TURKISH SOCIETY OF MAGNETIC RESONANCE

MAIN REGULATIONS OF THE TURKISH SOCIETY OF MAGNETIC RESONANCE

Article 1
Title and Headquarters of the Society

a) Title of the Society : "Turkish Society of Magnetic Resonance".
Abbreviation: "TMRD".
b) Headquarters of the Society: Izmir.
c) The Society may open branches or agencies in other provinces.

Article 2
The Objectives of the Society and Scope and Type Of Jobs That Shall be Carried Out By the Society To Fulfill This Scope

Scope and Type Of Jobs That Shall be Carried Out By the Society:

a) To activate and develop other diagnostic methods related with Magnetic Resonance Imaging or Magnetic Resonance and to carry out studies and researches, to make suggestions and to provide coordination in the sector,
b) To organize national or international congresses and symposiums; to realize training studies such as courses, seminars, conferences and panels,
c) To provide consulting services related with the sector and to organize training studies;
ç) In order to fulfill the scope of the society, to provide all type of information,
documents, papers and publications, to form documentation centers, and in order
to announce studies, to issue newspapers, periodicals, books and other
publications and to distribute informative and working bulletins to members,
d) To provide support to individuals and corporate bodies who perform studies related with the sector,
e) To provide a healthy working environment to fulfill the scope of the society, and to supply all type of technical tools and equipment, inventory and stationary supplies,
f) Consistent to the related regulations in force, to involve in aid campaigns and money collecting activities and to accept foreign and domestic donations,
g) In order to realize the scope of the main regulation, to establish and operate commercial foundations,
h) To open local rooms for members to benefit and use during spare times, to form
and furnish social and cultural institutions,
ı) In order to develop individual coordination between members and to continue
such relationships, to arrange dinners, concerts, balls, theatres, fairs, sports,
excursion and entertainments or to provide members to benefit from such
activities,
i) To purchase, sell, rent, let necessary movable and immovable properties for the
activities of the society and to establish actual rights on such immovable
properties,
j) To carry out studies related with the sector and to represent our society in international meetings and to send members abroad for related studies,
k) When necessary, in order to realize its scope, to establish foundations, federations or to participate to an established federation,
l) To carry out international activities, to join foreign societies or organizations and become a member to the fore said, and to carry out shared studies with these societies or organizations based upon common projects or to help each other,
m) To promote recognition and protect the legal rights of members,
n) To found a credit union to meet essential needs of the members of the society and to cover credit needs of short-term for other goods and services .

Article 3
Rights of Becoming a Member, Resigning from Membership and, Exportation from Membership
a) Rights of Becoming a Member:
Membership can be offered to individuals whom work on subjects related with the society and who considers the scope and principles of the society and accepts to work according to the scope and principles of the society and any individuals who bears the terms and conditions included in the regulations regarding membership.
The permanent members of the society are individuals who are the founders of the society and individuals who have applied for membership and accepted.
Individuals who have provide significant contribution to the society, both monetary and moral, shall be accepted as Honorable Members after a decision is issued by the Board of Directors. These members may attend the meetings of the general council only by an official invitation but cannot vote. Honorable members may optionally pay membership fees.
Members of the society reserves equal rights. Each member has a single right to vote at the general council. Each member is obliged to vote in person.

b) Resigning from Membership:
Any member is totally free to resign from membership at any time. Once the resignation petition arrives to the board of directors, then procedures related with resign shall be finalized. However resigning from membership shall not eliminate the accumulated debts of the resigned member. Any members who have resigned from the society shall be obliged to request re-membership within 3 months. This request shall be discussed at the board of directors and then the request may be accepted or denied.

c) Exportation from Membership:
Events that may result with exportation from membership:
1. To display violate behavior against the regulations of the society,
2. To continuously escape from the tasks appointed,
3. Even though warned by writing, to fail to pay membership fees within six months,
4. To disobey decisions issued by the organs of the society,
5. Any individuals who were convicted from violating the law of societies and associations and who were sentenced due to shameful crimes.

Any member who violates any of the provisions included in the regulations of the society
holds the right to object against the decision at the general council. Members who are exported from membership due to unpaid fees can request re-membership after he/she pays the two fold of his/her accumulated amount of fees and applies to the board of directors for re-membership within 3 months. The request shall be discussed at the board of directors, and shall be accepted or denied.

Article 4
Organs of the Society
The organs of the society are listed below:
a. The General Council
b. The Board of Directors
c. The Auditing Council

It shall be mandatory for each branch to establish the above said organs. The organs of the branch shall fulfill their mission and authorities in accordance to the principles and methods described in the regulation of the society and perform the above said mission and tasks within an appropriate scale mentioned for branches. However, missions and authorities that are subject to the organs of the society of the related regulations are excluded.

Clause a. The General Council: According to the regulations of the society the General Council consists from members who hold the right to participate the general council. The General Council assembles once in a two years of period at May at a date, place and route of invitation to assemble and agenda which shall be determined by the Board of Directors. Related provisions shall apply regarding any other matters which involves the General Council meeting.

The General Council meetings of branches shall consist from members of the society whom are included in the authorization area of the branch and the above said principles shall also apply for branches. However, General Council meetings of branches must be completed minimum 2 months before the General Council meeting of the society.

Route of Invitation:

The Board of Directors shall prepare a list that shows the members who shall attend the General Council meeting. Members who shall attend the meeting shall be notified at least 15 days before the meeting and the date, place, hour and the agenda of the meeting shall be published and officially announced in a local newspaper. The invitation shall also contain information about the date and place of the second meeting if an adequate quorum cannot be maintained in the first meeting. The time interval between the first and second meetings shall not be less than a week. The date, hour and place and the agenda of the meeting shall be announced in a local newspaper or by writing or by electronic postal mail at least 15 days before the meeting. If the meeting is postponed then the reasons shall be stated and the condition shall be announced in a local newspaper for a second time and members shall be notified. The provisions included in the clause of the invitation of the first meeting shall apply for a second invitation. According to the provisions included in the second clause the superior civil service authority of the district/province shall be notified about the meeting. The General Council meeting cannot be postponed more than once.

Quorum of the Meeting:

According to Article 78/2 of the Civil Law the Absolute Majority of members that have a legal right to attend to the General Council meeting must attend the meeting with an attendance ratio of 1/3 when an Amendment in the Regulations of the Society and when a Dissolution of the Society are concerned. If the majority is not provided at the first meeting, then a majority shall not be requested at the second meeting. However the number of Members who attend this meeting shall be not less than the two fold of the total number of members of the Board of Directors.

Clause b. Mission and Authorization of the General Council: The General Council is the superior organ of the society and the matters written below can be discussed and finalized only in the General Council:

a. To select the organs of the society,
b. To amend the regulations of the society,
c. To discuss and finalize the reports issued from the Board of Directors and Auditing Council,
d. To accept to discuss exactly or amend the budgets of the Board of Directors,
e. To purchase real estates necessary for the society or to sell real estates of the society, and to grant authorization to the Board of Directors to do so,
f. To examine or change and approve internal directives of the society which are related with the jobs and matters of the society and prepared by the Board of Directors,
g. To participate into federations or depart from federations,
h. To decide to participate international activities, and to enroll as a member or to resign from international societies and institutes abroad,
i. To dissolve the society,
j. To examine and decide on other recommendations that are offered by the Board of Directors,
k. To fulfill the other missions included in the regulations of the society and stated by the General Council.

Clause c. Methods and Type of Voting And Holding Decisions of the General Council: The selection of the members of the Board of Directors and the Auditing Council at the General Council meeting shall be by concealed voting while voting for other decisions, if not stated otherwise, shall be done by open voting. Concealed votes are votes that are sealed papers by the chair of the meeting and then thrown into the ballot box or shall be voting ballots that are thrown into empty ballot boxes. Votes are then opened at the end of the voting process and counted. During an open voting process the method that is determined by the chair of the General Council shall apply. If no any other majority is indicated in related regulations or in the regulations of the society then decisions shall be held with the absolute majority of the valid votes.

Article 5
Organizing the Board of Directors and Mission
The Board of Directors consists from seven permanent and seven stand-by members selected with concealed votes by the General Council. When a seat is opened among the permanent members, then according to the row of votes, it is mandatory to call the stand-by members to mission respectively. The Board of Directors assemble when the half of the total number of the members of the Board of Directors plus one member or more are achieved. Decisions are held by the absolute majority of the total number of members of the Board of Directors. If the votes are equal, then the chair shall vote and his/her vote shall provide the majority for the voted party.

The missions of the Board of Directors are as the following:

a. To represent the Society or to authorize one or more of it's members to represent the Society,
b. To carry out all type of records and procedures related with incomes and expenses of the Society, and to prepare and present the budget of the following year and to submit the budget at the General Council,
c. To prepare internal directives related with the jobs of the society and submit to the General Council for approval,
d. To sign rental contracts, to pawn, mortgage or establish actual rights in favor of the society,
e. With the authorization issued from the General Council, to buy real estates, and to sell real estates and properties that belongs to the society, and to build or found buildings or facilities,
f. To prepare a report that describes the jobs and works of the Board of Directors and about the annual financial information of the society at the end of the fiscal year, and to present the information at the General Council meeting,
g. To transfer funds and articles included in the budget,
h. To decide to enroll new members to the society or to extract members from the society,
i. In order to realize the scope and objectives of the society, to hold and apply all kind of decisions which are not turned over to the general council due to related regulations,
j. To hold and apply other decisions which the regulations requires.

Article 6
Organizing the Auditing Committee and Mission
The members of the Auditing Committee are selected by the General Council by concealed votes, as three permanent and three stand-by members.

Missions of the Auditing Committee:

a. The Auditing Committee is obliged to control and inspect the accounts and business affairs of the Society at least once each year.
b. The Auditing Committee shall present the auditing reports to the Board of Directors and at the meeting to the General Council,
c. The Auditing Committee shall invite the General Council to assemble when necessary.

Internal Inspection of the Society:

The Internal Inspection of the society is Fundamental. Inspection can be carried out by the General Council, Board of Directors or the Auditing Committee or by independent third parties. However, the liability of the Auditing Committee shall not be removed even though an inspection was performed by the General Council , Board of Directors or the Auditing Committee. The Auditing Committee shall inspect the society if the scope and objectives included in the regulations of the society are fulfilled regarding the determined direction of jobs and work and if the society has executed related activities or not, and if the records, ledgers and legal notebooks of the society complies with related regulations and regulations of the society or not, and based upon the principles and methods included in the regulations of the society, the Auditing Committee shall inspect the fore said within intervals that does exceed a year and then submits the results of the inspection to the Board of Directors and at the assembly of the General Council.

Upon the request of the members of the Auditing Committee, all type of information, document and records shall be displayed by the authorities of the society or submitted by the authorities of the society, and access to institutes and subsidiaries shall also be permitted.

Article 7
Foundation Of Branches
1. Societies are allowed to open branches only when the condition is defined in their regulations. For this purpose, at least three members or individuals who are authorized and appointed by the Board of Directors shall apply to the superior civil service authority of the district/province by writing.

2. Organs of Branches: It is mandatory to establish a General Council, a Board of Directors, an Auditing Committee and appoint an auditor in every branch.
The mission and authorities appointed to these organs must be showed in the regulations of the Society. The mentioned provisions related with the branches of the society shall apply.

3. Activities of Branches: First the matter must be voted at the first General Council meeting which shall be held by the Board of Directors and then shall be managed in accordance with a regulation accepted. Branches are obliged to fulfill and execute the missions stated in the regulations of the Society and their main goal of establishment depends basically to the fore said. Branches are obliged to strictly obey and comply with the goal and scope of the Society. Branches cannot act contrary or extraordinarily to the business or activity plans/regulations of the Society. Upon the request from the Board of Directors the General Council is capable to decide to close branches.

4. The founder members of branches, auditors and general councils shall found under the inspection and supervision of the society and compatible to the provisions included in the regulations of the society.

5. The founder members of branches must be offered by the chair of the society as a founder member of the branch at the Board of Directors and then accepted by the Board of Directors.

6. The Chair and General Secretary of branches are the natural representatives of the General Council. One of two of the fore said shall be invited by writing by the Chair of the Board of Directors of the Society.

7. Branches are obliged to assemble and finalize their meeting at least two months prior the General Council meeting of the headquarter Society.

Article 8
Membership Fees And Donations:

1. Members can grant donations to the society besides membership fees.
2. Movable and unmovable properties can be granted to the society.
3. The Society may obtain certain incomes from various activities such as publications, lotteries, balls, entertainments activities, performances, concerts, sport competitions and conferences.
4. Income can be obtained from the properties of the Society.
5. The Society can collect and accept donations and financial aid in accordance to the related regulations and provisions of collecting financial aid for Societies.
6. The annual Membership Fee is 30.00 New Turkish Liras. The General Council is authorized to increase the annual membership fee.

LEGAL NOTEBOOKS OF THE SOCIETY:

According to the 5253 Numbered Act of Societies the society is obliged to keep legal notebooks, ledgers and accountancy registers which complies with the fundamental requirements related with methods and principles of such records. All legal notebooks must be notary approved.

A. Fundamentals That Shall Be Complied And Applied In Bookkeeping Fundamental Enterprise Accounts:

1. DECISION NOTEBOOK: Decisions of the Board of Directors are written in this legal notebook according to Date and Order Number.

2. NOTEBOOK OF MEMBER RECORDS: Identification info of members who are enrolled to the society and their date of entrance to the society and exit from the society are recorded in this legal notebook. Entrance fees and annual membership fees paid by members are also recorded.

3. DOCUMENTATION RECORDING NOTEBOOK: Incoming and outgoing documentation, dates and order numbers are recorded in this legal notebook. The original papers of incoming documents and the copies of outgoing papers are filed. All documents received or sent by electronic postal mail are printed and stored.

4. INVENTORY NOTEBOOK: Places and period of using inventories that belongs to the society and the date of acquire and type of acquire or inventories issued to third parties which must be extracted from the records are recorded in this legal notebook.

5. ENTERPRISE ACCOUNT NOTEBOOK: All income and expenses of the society are openly and regularly recorded in this legal notebook.

6. RECEIPT DOCUMENT RECORD NOTEBOOK (ANNEX-19): The serial and order numbers of the receipts shall include the names, surnames and signatures of payers and the dates of such receipts which were received or returned.

B. Fundamentals That Shall Be Complied And Applied In Bookkeeping Legal Notebooks According To Balance Sheets:

1. Societies are also obliged to record legal notebooks that complies with the fundamental principles of balance sheets according to clause (a) of the sub-clauses 1-2-3 and 6.

2. Legal Notebook of Wage- Ledger and Inventory Notebook: The method and type of records in these legal notebooks are subject to the principles of Accounting Systems Application General Notifications which is published based upon the authorization issued by the Ministry of Finance regarding the Taxation Method Act and the mentioned Law.

The mentioned legal notebooks that are mandatory to record due to this article must be approved and confirmed by the Units of Societies of Public Notaries.

Article 9
Amendment Of Regulations
The authorization capability to decide to make an amendment in the regulations of the Society belongs to the General Council. However only the articles included in the agenda of the General Council Meeting can be thoroughly discussed. Nevertheless it is mandatory to discuss an article not included in the agenda of the General Council meeting only if a request was submitted by at least 1/10 of the members who were attending the meeting.
The decisions of the General Council shall be considered valid only if decided by the absolute majority of the attendants present at the meeting. Merely, decisions related with an amendment in the regulations of the Society and termination/liquidation of the Society can be held only by the 2/3 of the attendants whom are present at the meeting

Article 10
Termination Of The Society
The General Council is capable to decide to terminate the society. According to the regulations of the society, decisions related with the termination of the Society can be held only when 2/3 of member votes are obtained. If the mentioned majority cannot be provided at the first meeting, then the members are invited for a second meeting. The termination of the society cam be discussed at the second meeting regardless the number of attendants. It is mandatory that any decisions related with the termination of the society should be held by at least 2/3 of the attendants. Once the decision for termination is held the Board of Directors shall notify the superior civil service authority of the district/province by writing within five days. After a lawsuit is opened to terminate the Society, any decisions held by the General Council related with the termination of the Society shall not hinder legal conclusions due to the execution of such legal action and the decision for termination. When a decision is held to terminate the society, then the properties and cash of the society shall be transferred to another occupational institute/foundation that serves the objectives of the society. The General Council shall decide who and how the transferring process shall be carried out.

Article 11
Objections Against The Decisions Of The General Council And Cancellations
Any member who has attend the meeting or any member who does not participate to a decision held by the General Council which is/are incongruous to the regulations of the Society, may apply to cancel such decision within one month after the mentioned decision was officially held or may apply to court within three months and request a cancellation of the fore said decision(s). No any cancellation lawsuits can be opened against decisions of other organs before inter-Societal auditing paths are exhausted. However, any conditions that are counted absent or which are invalid due to unconditional voidness of the General Council are reserved.

Article 12
Getting The Society Into Debt
The Board of Directors may get into debt only during it's own period of commissioning. However the debt must be negotiated at the budget presented to the General Council by the Board of Directors whom are responsible from the mentioned debt and must not exceed the ¼ of the budget

Article 13
Shortage Of Provisions
Provisions included in the Act of Societies and the Civil Act shall apply to any provisions which are not included in this regulation.

İLHAN ERDEN
(Chair)

A. MUHTEŞEM AGILDERE
(Vice Chair)

BAHRİ KEYİK
(Secretary)

SULEYMAN MEN
(Accountant)

ALİ DEMIRCI
(Member)

BÜLENT SAKMAN
(Member)

SERDAR TARHAN
(Member)