Association Charter

ARTICLE 1- NAME AND HEAD OFFICE OF THE ASSOCIATION

The “TRUTH, JUSTICE AND MEMORY STUDIES ASSOCIATION” was founded with the charter below and is referred to as “TJM.” The Head Office of the association is in Istanbul. Branches and representative offices may be established by decision of the Association General Assembly.

ARTICLE 2- OBJECTIVES AND PRINCIPLES OF THE ASSOCIATION

A) OBJECTIVES OF THE ASSOCIATION

The founding objective of the association is to contribute to the democratization process by revealing truths about human rights violations, establishing justice, and supporting the strengthening of collective memory.

B) PROGRAM AREAS OF THE ASSOCIATION

The association carries out its activities in four main program areas.

It documents and reports human rights violations in accordance with international standards to reveal the truth.
It carries out legal studies to ensure that groups who have suffered rights violations have access to justice.
It works for the information produced by the association to be put into public circulation, defended before the public authorities and adopted by civil society actors.
The association also carries out gratuitous charity activities and is non-profit.

C) PRINCIPLES OF THE ASSOCIATION

The Truth, Justice and Memory Studies Association (TJM);

As a non-governmental, volunteer organization that is independent of states, governments, and political parties, combats all kinds of discrimination and violence based on race, language, religion, color, gender, political opinion and similar reasons in the light of the universality and indivisibility of human rights; is always and under any circumstances opposed to war and militarism; and defends the right to peace.
Opposes the death penalty and torture of persons anywhere and under any circumstances in the world, without reservation. Defends the right to a fair trial and defense, and the rights to free expression, thought, and freedom of belief unconditionally and without reservation, anywhere and under any circumstances.
Adopts and defends the personal, political, economic, social and cultural rights of persons defined in international legal documents and the right to solidarity in their entirety.

ARTICLE 3- ACTIVITY AREAS OF THE ASSOCIATION

The Truth, Justice and Memory Studies Association (TJM);

Carries out all kinds of activities that will help society learn about past violations of human rights, ascertain the perpetrators of the crimes, and contribute to restitution of the victims;
In line with its objectives, organizes all kinds of meetings, documentaries, television programs, websites, culture and arts activities, open forums, conferences, seminars, panels, symposiums, training programs, and all kinds of meetings and demonstrations; conducts research studies and generates publications; carries out academic studies and gives project support, grants, scholarships or organizes competitions and establishes and awards prizes to individuals who carry out academic studies and research in line with the organization’s aims either independently or in collaboration with other organizations;
Obtains all kinds of information, texts, documents, and publications necessary to achieve its objectives; establishes a documentation center; produces working and informational bulletins including newspapers, journals, and books in line with its objectives to promote its work;
By decision of the Board of Directors, acts as an intervener in court cases relevant to association’s objectives;
Establishes and operates commercial enterprises if needed, and only to a limited extent necessary for the realization of its purposes; buys, sells, rents all kinds of immovable properties and makes all kinds of legal savings related to them;
Engages in fundraising activities and accepts foreign and domestic donations;
To achieve its objectives, receives financial aid from associations with similar objectives, labor and employer trade unions and professional associations, and provides financial aid to said organizations;
Establishes branches and representative offices in places deemed necessary;
Collaborates with national and international organizations with similar objectives, establishes branches and representative offices overseas when necessary.

MEMBERSHIP: ADMISSION, RESIGNATION, EXPULSION AND DISMISSAL:

ARTICLE 4- MEMBERS OF THE ASSOCIATION

Persons who fulfill the conditions outlined in the Association Law, adopt the objectives and principles of the Association, and agree to work along these lines may become members of the Association.
The Board of Directors may grant honorary membership to persons it seems fit based on their contributions to the human rights struggle. Honorary members may attend General Assemblies and state their opinions, but do not have the right to vote or be elected to Association bodies.

ARTICLE 5- MEMBERSHIP TO THE ASSOCIATION

Persons who wish to become a member apply with the reference of two Board members and fill out the membership form. The Board of Directors decides on applications within thirty days and notifies the applicant in writing.

ARTICLE 6- RIGHTS AND OBLIGATIONS OF MEMBERS

Obligations of Members

All members are required to act in accordance with Association objectives and principles outlined in its charter, and are especially obligated to avoid violating Association principles.

Membership entrance fee is 6 TL and annual fee is 120 TL. The Board of Directors may revise the fees if it sees necessary. Members who have resigned or were expelled must pay the dues for the duration they were a member.

ARTICLE 7- RESIGNATION AND EXPULSION FROM THE ASSOCIATION

All members may resign from the Association on the condition that they notify the branch they are attached to of their wish to resign in writing.
Persons who violate Association objectives and principles in expression or action, and persons who disrupt Association activities shall be expelled.
The decision to expel from membership is given by the Board of Directors, after receiving a written defense from the member. Objections to this decision may be raised at the General Assembly. The decision of the General Assembly is absolute.
The Board of Directors may decide to dismiss membership in cases where the member dies, legal obstacles to membership arise or legal requirements no longer apply, or membership dues are not paid within 30 days following notification.

ARTICLE 8- ASSOCIATION ORGANS

Association bodies are:

The General Assembly
The Board of Directors
The Board of Auditors

ARTICLE 9- ESTABLISHMENT OF THE GENERAL ASSEMBLY

The General Assembly is the body with the greatest authority and is formed by all members.

ARTICLE 10- DUTIES AND POWERS

The General Assembly is charged with the below duties and powers:

Election of Association bodies;
Amending the Association charter;
Examining reports by Association bodies, amend and approve them when necessary, clearing these bodies or assign powers for legal action;
Deciding on fees and other payments to be made to members of the Board of Directors in cases deemed necessary;
Assigning powers to the Board of Directors to acquire and sell, rent and lease movables and immovable properties needed for the Association, and conducting all legal transactions related to the immovable properties;
Examining and deciding on objections raised by expelled members;
Deciding on the dissolution of the Association;
Carrying out the duties assigned to the General Assembly by the Association Law and other relevant regulations.

ARTICLE 11- ORDINARY MEETINGS OF THE GENERAL ASSEMBLY

The General Assembly may hold ordinary and extraordinary meetings. Ordinary meetings are held every two years, in NOVEMBER. Association bodies are elected for a period of two years.

ARTICLE 12- EXTRAORDINARY MEETINGS OF THE GENERAL ASSEMBLY

The General Assembly may hold extraordinary meetings when deemed necessary by the Board of Directors or the Board of Auditors or by written request of one-fifth of the Association members.

In cases where the Board of Directors fails to convene the General Assembly within one month after receiving a written request by the Board of Auditors or one-third of the Association members, relevant regulations of the Association Law shall apply.

ARTICLE 13- CONVENING THE GENERAL ASSEMBLY

The Board of Directors compiles a list of members entitled to attend the General Assembly, in accordance with the Association charter. Members to attend the General Assembly will be notified of the date, time, location, and agenda of the meeting at least 15 days in advance in writing, via electronic mail, or an ad in a local newspaper. This notice will also indicate the date of the second meeting to be held in case quorum cannot be obtained in the first meeting. The time period between the two meetings cannot be less than seven or more than sixty days.

If the meeting is postponed for another reason, members shall be notified of the reasons to postpone, in line with the procedure utilized in announcing the original meeting. The second meeting must take place within six months of the date of postponement.

Members shall be called to the second meeting in line with the procedure outlined in the first paragraph. The General Assembly meeting may not be postponed more than once.

ARTICLE 14- PLACE OF THE MEETING

General Assembly meetings may not be held anywhere other than the location of the Association head office.

ARTICLE 15- QUORUM FOR THE GENERAL ASSEMBLY MEETING

The General Assembly convenes when one-half of the members plus one additional member entitled to attend the General Assembly according to the Association charter is in attendance. Should quorum not be achieved at the first meeting, it will not be sought at the second meeting.

ARTICLE 16- HOLDING THE GENERAL ASSEMBLY MEETING

A list of the members entitled to attend the General Assembly will be brought to the meeting venue. The identity cards of the attending members will be checked by either Board members or persons assigned to the task by the Board of Directors. Members will place their signature in the space next to their names on the list prepared by the Board of Directors prior to entering the meeting venue.

If quorum, as defined in Article 15, is not met, this is noted in the minutes and the meeting is opened by either the Chair of the Board or a Board member appointed by the Chair. After the meeting is opened, a president, a sufficient number of vice presidents and a secretary is elected to run the meeting.

The meeting is run by the President of the General Assembly. Secretaries keep the minutes of the meeting and sign it together with the president. All minutes and documents are handed over to the Board of Directors at the end of the meeting.

ARTICLE 17- TOPICS FOR DISCUSSION AT THE GENERAL ASSEMBLY MEETING

At the General Assembly meeting, only items on the agenda may be discussed. However, items proposed for discussion by a minimum of one-tenth of the members in attendance must be included in the agenda.

ARTICLE 18- VOTING AND DECISION MAKING PROCEDURES AT THE GENERAL ASSEMBLY

All Association members may attend the General Assembly and cast votes. Decisions will be made by simple majority vote of the attending members. In case of equal votes, the side taken by the President will constitute majority. Election of Association bodies is conducted by secret ballot, and votes are counted openly.

ARTICLE 19- FORMATION OF THE BOARD OF DIRECTORS

The Board of Directors is formed by five full and the same number of alternate members elected by the General Assembly by secret ballot and open counting of the votes, for a period of two years.

ARTICLE 20- DUTIES AND POWERS OF THE BOARD OF DIRECTORS

The Board of Directors is charged with the below duties and powers:

Conducting the activities in relation to Association objectives, making decisions and enforcing them;
Implementing the Association budget, preparing the new budget or managing records;
Calling the Association General Assembly to ordinary and extraordinary meetings;
Preparing the agenda for General Assembly meetings;
Carrying out the decisions made at the General Assembly regarding Association activities;
Forming and dissolving commissions, councils, and committees on topics and in areas it deems necessary;
Appointing and empowering one or more Association members to conduct Association related work;
Preparing and putting into effect internal regulations for internal operations of the Association and especially the commissions, councils, and committees it will form;
Deciding to sue on behalf of the Association, and having the competence to prosecute;
Deciding on the Association’s membership in and resignation from associations and organizations overseas;
When deemed necessary, conducting a disciplinary investigation of a member by obtaining a written defense from the member, and deciding on a penalty including either a cautionary warning, a reprimand, suspension, or expulsion;
In Association expenditures, ascertaining the amount either President or the Secretary and Bookkeeper together must sign for, and the amount the Secretary and the Bookkeeper may sign for separately;
Conducting all other work that results from the Association Law, relevant regulations, the internal regulations that will be drawn up, and General Assembly resolutions.

ARTICLE 21- MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors meets once every three months for ordinary meetings, or the Chair or three members of the Board may call for an extraordinary meeting. At its first meeting, the Board of Directors elects a Chair, a Secretary, and a Bookkeeper from among Board members. The Chair represents the Association on behalf of the Board of Directors. The Secretary is responsible for Association management and correspondence. The Bookkeeper handles the financial affairs of the Association and keeps the books. Members who fail to attend three consecutive meetings or a total of six meetings over the course of a year without any excuse will be regarded as dismissed.

ARTICLE 22- FORMATION AND DUTIES OF THE BOARD OF AUDITORS

The Board of Auditors is formed by three full and the same number of alternate members elected by the General Assembly by secret ballot and open counting of the votes, for a period of two years.

Based on the principles and procedures defined in the Association charter and in intervals not exceeding one year, the Board of Auditors inspects whether the Association has operated in line with the activity areas said to be carried out to fulfill the objectives outlined in its charter, and whether books, accounts and records have been kept in accordance with relevant regulations; it then reports inspection results to the Board of Directors and to the General Assembly when it convenes.

ARTICLE 23- INTERNAL AUDIT AND TRANSPARENCY

Internal audits may be carried out by the General Assembly and the Board of Directors, or it may be conducted by an independent auditing organization. Having the audit conducted by independent auditing organization does not release the Board of Auditors from its obligations.

The Association strives for financial transparency toward members and the public.

ARTICLE 24- INCOMES AND PROPERTIES

Membership dues, donations, and other incomes constitute the Association’s incomes. The Association may acquire movable and immovable properties and conduct commercial activities to fulfill its objectives and carry out relevant activities.

ARTICLE 25- AMENDMENTS TO THE ASSOCIATION CHARTER

The Association charter may be amended by a two-thirds favorable vote of the members attending the General Assembly.

ARTICLE 26- DISSOLUTION OF THE ASSOCIATION

Dissolution of the Association is decided by the General Assembly. At least two-thirds of the members entitled to attend the General Assembly in line with the charter must attend the first meeting to this end. Should quorum not be achieved, a second meeting will be called. Members that meet following this call can discuss the dissolution of the Association regardless of their number. The decision to dissolve the Association must be taken with two-thirds majority vote of the members present.

ARTICLE 27- LIQUIDATION OF ASSETS FOLLOWING DISSOLUTION

Following the decision to dissolve the Association, the General Assembly elects a three-person committee to liquidate Association assets. This committee ascertains the properties, receivables and debts of the Association, collects the receivables and pays its debts. In case of dissolution, properties are transferred to a non-profit organization with objectives similar to the Association. The General Assembly that decides to dissolve the Association also decides on the organization that properties will be transferred to.

ARTICLE 28- ABSENCE OF PROVISIONS

The provisions of the Associations Law shall apply to matters not stipulated in this charter.

ARTICLE 29- PROCEDURES ON INCURRING DEBT

In order to realize the purpose of the Association and to carry out its activities, if needed, the Board of Directors may decide to incur debt. This debt may be in the form of purchasing of goods and services on credit as well as in cash. However, this debt cannot be made in amounts that cannot be covered by the income sources of the Association and in a way that will make the Association insolvent.