Sabanci Foundation "Charter & Bylaws"
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Established on: 22 March 1974

Founder members agreed and subscribed to the present Charter and By-laws in order to organize themselves into a Legal Entity called a Foundation, a non-profit organization, pursuant to the provisions of the Civil Code.


Article 1- Title

The name of the Foundation shall be HACI OMER SABANCI FOUNDATION. "SABANCI FOUNDATION", in abbreviation form, may be used if and when necessary. "Haci Omer Sabanci Foundation" shall be hereinafter referred to as "Foundation."

 

Article 2- The Objectives of the Foundation

a) To erect, equip and run healthcare facilities at convenient places and in resourceful ways, and to support present and future ones,

b) To build and establish schools, libraries, workshops, laboratories and student dormitories

c) To carry out such tasks for those cultural and healthcare facilities worthy of the Board of Trustees' recognition whose administration or supervision will be delegated to us by competent authorities,

d)To offer benefactions in various ways to outstanding students in need of financial support for a proper education; to provide for scholarships, awards, loans and similar financial and tangible assistance to young people and trainees pursuing education or specialized studies at home and abroad as well as to those ones who achieve superlative success at national or international level in science, art or similar fields,

e) To provide for means for education to those who have completed their higher or vocational education so that they can further their professional knowledge and undertake advanced specialization courses at home and abroad,

f) To carry out other services scheduled in the budgets of civic administrations with general, special or supplementary budgets,

g)To create solid-thinking intellectuals boasting a modern concept of science, research and study skills and national ideals,

To open non-profit higher education institutions and associated departments and study and research centers,

To commit certain activities to further and promote Turkish cultural and art life at home and abroad,

Guided by these objectives, to carry out scientific research and studies, to make publications, to organize seminars and scientific meetings and to collaborate with foreign educational institutions,

h)To strive for pushing up the bar for national education, culture and healthcare level; to help those non-profit private and public organizations pursuing the same goals

 

Article 3- Head Office


The Foundation's head office is situated in Istanbul. If and when deemed necessary, the Foundation may move its Head Office to another locality within the territory of Turkish Republic. The Foundation may open branches and offices at home and abroad, provided to obtain necessary legal permissions in this respect.

 

Authorizations and duties of such offices or branches, their opening and close-down, the move of the Head Office to another locality and any consequential changes to the Board of Trustees on the grounds of this move shall be subject to the resolution to be adopted by the Board of Trustees in this respect

 

Article 4 - The Foundation's Legal Status and Activities
 

The Foundation is an autonomous legal entity without any obligation to report to any person other than its Board of Trustees but subject to the control by the inspection body described and defined in the Law no 4721.

 

In this capacity, the Foundation may pursue and perform any act, undertaking and activity in order to achieve and attain its purpose. In this frame the Foundation shall be authorized and entitled as described in Article 46 of the Civil Code to take over and have disposition on, lease or rent such movable and immovable goods and properties as well as real and intellectual rights through endowments, testaments, wills, donations, constructions and purchases; to sell the same if and when necessary; to collect and apply proceeds and profits; to borrow funds by mortgaging its various properties as a security; to accept and take over mortgages created and established in its favor; to invest the Foundation's income and proceeds, or such estate it shall acquire against these proceeds in commercial, industrial and financial investments as well as affiliates and participations; to dissolve the same when and if necessary; in short, to carry out and undertake any and all acts and do all the things and enter into any and all contracts that are deemed useful or necessary for the achievement of the Foundation's objectives.

 

Founders shall in no event be entitled to benefit from or make use of the Foundation's income or proceeds. The Foundation's such income or proceeds shall not be used for any purpose or goal prohibited by the Code no 4721. The Foundation shall reserve minimum 10% of the capacity in its educational institutions for those skilled students with insufficient financial means; and minimum 10% of its bed capacity and services in its healthcare facilities for financially lacking sick people.

 

The Foundation may cooperate with other native or foreign organizations and entities; may be involved in mutual exchange of financial aids, tools and equipment, staff, information support and supply, provided that necessary legal procedures shall have been fulfilled in this respect.

 

Article 5 - Estate Endowed to the Foundation

 

The Founders have endowed the following movable properties to the Foundation:
 

Sakıp Sabancı 200.000.-TL
Hacı Sabancı 200.000.-TL
Şevket Sabancı 200.000.-TL
Erol Sabancı 200.000.-TL
Özdemir Sabancı 200.000.-TL
İhsan Sabancı 200.000.-TL
Bossa Ticaret ve Sanayi İşletmeleri T.A.Ş. 1.800.000.-TL
Pilsa Plastik Sanayi A.Ş. 1.000.000.-TL
Teksa Tekstil Ticaret ve Sanayi A.Ş. 1.000.000.-TL

 

One-fifth of these sums endowed by the Founders to the Foundation shall be paid at the registration of the Foundation. The balance sum, i.e., TL 4,000,000 shall be paid in four equal instalments at 12-month intervals following the registration date.
 

Any and all goods and rights that would be endowed by real or legal persons after the establishment of the Foundation and which would be added to the main assets thereof shall be accepted subject to a resolution by the Board of Trustees, and shall be added next to the afore-mentioned estate of the Foundation.

 

Article 6 - Foundation's Income and Spending Areas

The Foundation's major sources of income shall be:

a)   revenues raised from running, operating or investing its estate,

b)    any and all donations and benefactions by real or legal persons so as to help the Foundation achieve and attain its objectives.

    

The Foundation management shall reserve 5% of the gross revenues raised in a year for management and administration expenses as well as reserves; 28% thereof for investments to expand the Foundation's assets. The management shall use the remaining 67% for achieving and fulfilling the objectives.
 

Any fund reserved to attain the Foundation's objectives shall in no event be used for any other purpose; notwithstanding this fact, for the purposes of budgeting practices,

- the entire sum reserved for management and administrative expenses, reserves or investments to enhance the Foundation's assets, or any part thereof may be applied in services to help achieve the Foundation's objectives,

- funds reserved for management and administration may be used as reserves or in investments to enhance the Foundation's assets.

 

Article 7- Foundation's Bodies

The Foundation's bodies are composed of:

a)    Board of Trustees

b)    Executive Committee

c)    Presidency

d)    General Directorate

 

Article 8 - Composition of Board of Trustees 

The Board of Trustees shall be composed of seven members.  Board of Trustees shall be appointed by the Board of Directors of Haci Omer Sabanci Holding A.S.


It is not a prerequisite for the appointed member to be a member to the Board of Directors of its appointer.

 

Article 9 - Term

The term of the Board of Trustees shall be  three years. A member whose term has expired may be re-appointed. A member for any given reason whose term has expired shall be appointed compliance with a clause in article 8. A member who is re-appointed has to serve the other membership.

 

Article 10 - President

In the first meeting of the Board of Trustees, members shall appoint a President and a Vice President from among themselves who shall serve for two years. A President or Vice President whose term has expired may be re-elected. Where the President is absent, the Vice President shall fulfil his tasks on his behalf. Where the Vice President is also absent, the Board of Trustees shall appoint a member as the president.

 

Article 11 - Meetings

The Board of Trustees shall convene and hold meetings upon the President's call, or, where the President is absent, upon the Vice President's call as the Foundation's affairs require so, provided that the Board of Trustees shall have held minimum two meetings a year.

Minimum three members may jointly call the Board of Trustees for an extraordinary meeting, provided that they shall also set the agenda to be discussed in the meeting.

A member who fails to attend three consecutive meetings without any justifiable excuse shall be treated by the Board of Trustees as a withdrawn member, and the relevant Board of Directors that had originally appointed that member shall be asked to appoint a new one.

 

Article 12- Tasks and Authorizations

The Board of Trustees shall be the highest decision-making body of the Foundation. Among its major tasks are the following:

a)    To strive for achieving and attaining the Foundation's objectives; to adopt resolutions required to further and advance the Foundation; to agree and accept the regulations and personnel status in relation to the Foundation,

b)    To make decisions on those act and dispositions as described in Article 4 of the Charter and By-laws,

c)    To agree the budget and annual work schedule drafted by the Executive Committee,

d)    Approve and certify the balance sheet and final accounts issued by the Executive Committee,

e)    To appoint the Managing Director and to set his staff,

f)     To accept contingent donations and endowments, which are to join the Foundation's estate or will help in building facilities in congruity with its objectives,

g)   To agree on and adopt names for facilities to be built by the funds to be raised from contingent donations or the Foundation's usual income,

Except for such tasks and authorizations that require the two-third majority or one plus half of the defined number of members, as set out in Articles 3, 16 and 21, the Board of Trustees may delegate its such authorizations or tasks to the Executive Committee by adopting resolutions or issuing regulations in this respect, and may revoke such delegations.

 

Article 13 - Executive Committee


The Executive Committee shall be composed of the President of the Board of Trustees, its Vice-president and a member to be appointed by the Board from among its own members. The President of the Board of Trustees shall also act as the Chairman of the Executive Committee.
 

The Executive Committee is the execution body of the Foundation and shall carry out its tasks subject to authorizations and powers to be set and given by the Board of Trustees. It shall hold a meeting once every month as a minimum upon the call by the Chairman. Where the Chairman is absent, the Vice-president of the Board of Trustees shall act in place of him.

 

Article 14 - Tasks and Authorizations


The major tasks and authorizations of the Executive Committee are as follows:

a)    To make proposals to the Board of Trustees for serving better to achieve and attain the Foundation's objectives,

b)    To adopt necessary measures so that resolutions adopted by the Board of Trustees shall be applied,

c)    To complete and submit budgetary preparations for the approval of the Board of Trustees by the fifteenth day of each December; to implement the agreed budget and work schedule,

d)    To draft and issue the Foundation's annual balance sheet and final accounts and to submit them for the approval of the Board of Trustees on such date to be set by the Board,

e)    To make such expenditures and spending geared and oriented towards the objectives and purpose of the Foundation within the limits set by the Board of Trustees,

f)    Except for those tasks and powers left to the discretion of the Board of Trustees in paragraph (f), Article 12, to accept such contingent and non-contingent donations made to the Foundation so as to help it further and achieve its objectives,

g)    To appoint the staff for the Managing Director office,

h)    To exercise such powers granted by the Board of Trustees and to carry out and do all other things not exclusively and explicitly reserved for any other body in the Foundation's Charter and By-law and the Regulations,

 

Article 15 - Presidency
 

The President of the Board of Trustees shall automatically be the President of the Foundation. The President, in such capacity, is the representation of the Foundation and its highest executive. He shall be assisted by the Vice President and the Managing Director during his service.
 

The President may delegate any or all of his tasks and powers held by him for execution and inspection purposes to the Vice President or Managing Director or one or more than one member of the Board of Trustees or Executive Committee on a permanent or temporary basis. Whenever a need arises, he may hire an independent auditor so that the Foundation's administrative operations and accounts shall be independently audited.

 

Article 16 - Meeting Quorums
 

The Foundation's Board of Trustees and the Executive Committee shall convene with the majority of full number of their respective members, and adopt resolutions with the majority of present members in the meeting. In case of equality in votes, the side favored by the President shall have achieved the majority.
 

Notwithstanding the preceding paragraph, more than half of the defined numbers of members shall be required to cast affirmative votes for the approval of budget and work schedules, the acceptance and amendments of regulations, resolutions on investments in chattels and immovables and their dissolution as well as loan agreements. A member who is not physically present in the meeting may cast his vote in writing.
 

Resolutions shall be noted in a resolution book, and shall be signed by the members present in the meeting. Resolutions adopted in writing shall be attached to the resolution book.

 

Article 17 - Donations and Endowments
 

Any and all contingent and non-contingent donations by real and legal persons shall be accepted subject to the resolution to be adopted by the Board of Trustees or the Executive Committee within the frame of powers set out and designated in Articles 12 and 14 hereof.
 

Notwithstanding the preceding sentence:

- any and all donations and endowments to be accepted by the Foundation shall be in line and congruity with the objectives of the Foundation,

- except for contingent donations or endowments made to enhance the Foundation's estate, other contingent and non-contingent ones shall be applied and used in accordance with such criteria and rules defined and set in Article 6 hereof.

- Any donation or endowment that is not in line with those terms and conditions set above shall not be accepted by the Foundation.

 

Article 18 - Remuneration

        

Members of the Board of Trustees carry out tasks voluntarily. Members of the Board of Trustees shall not be paid, excluding  attendance at a meeting or traveling costs. Furthermore, appointed Members of the Board of Trustees who are from outside the Sabanci group shall be paid a remuneration which shall be agreed by the Board and shall not exceed 1 % of the Foundation's income raised and generated during the last year.

 

Article 19 - General Directorate and Managing Director's Tasks and Powers
 

A General Directorate organization shall be set up under the President's supervision and control in order to conduct and perform the Foundation's all administrative operations, budget and accounting works. The Managing Director may be appointed from third parties, or from among the members of the Board of Trustees.
 

Where the Managing Director is appointed from among its members, the Director shall:

- maintain his tasks in the Board of Trustees and continue to represent the entity he already represents in the Board,

- assume a membership in the Executive Committee,

- may undertake the Vice President position subject to a resolution to be adopted by the Board of Trustees.

The Managing Director shall be responsible for the administration and management of the general directorate towards the Foundation's Board of Trustees and the President. He shall perform and carry out secretariat works for the Board of Trustees and the Executive Committee. If he is appointed from among third parties, he shall attend the meetings held by the Board of Trustees and the Executive Committee but shall not be entitled to cast votes.
 

The Managing Director shall manage and administer the Foundation in accordance with and subject to the resolutions to be adopted by the Board of Trustees and the Executive Committee, powers and tasks to be set and charged by them as well as in accordance with the general legislation. Expenditures by the Foundation in accordance with its purpose and objectives, measures to enhance its estate and assets as well as management-related costs shall be made in line with a budget built on allotments and allocations to be adopted by the Board of Trustees and subject to such procedures and powers set by the Board.

 

Article 20 - Financial Year
 

The Foundation's financial year shall be a calendar one, provided that the first financial year shall start on the registration date of the Foundation and shall end on the last day of that year, further provided that the Board of Trustees shall be authorized to change the initial date of the financial year by adopting a resolution in this respect when and if necessary.

      

Article 21 - Amendments
 

The present Charter and By-laws may be amended whenever a need or requirement arises for it, provided that the two-third majority of the members of the Board of Trustees shall adopt a resolution in this respect. The opinion of the inspection authority shall also be consulted in this respect.

 

Article 22 - Foundation's Liquidation

The sole reason for the liquidation of the Foundation shall be such that the estate assigned for the Foundation shall be reduced to such level that it shall be deemed insufficient to achieve the Foundation's objective defined and set herein. The Foundation may be terminated and liquidated by the Board of Trustees thereupon in consultation with the Inspection Authority.
 

Where the Foundation is dissolved or is liquidated subject to a court decision, then the Board of Trustees shall assume the tasks and powers of a Liquidation Committee, and shall maintain its such position and do all necessary things in that capacity until the completion of dissolution procedures.
 

If the court considers it detrimental in its liquidation order that the Board of Trustees shall assume and carry out the liquidation procedures, the court's decision shall serve as a basis according to which the liquidation committee shall be set; notwithstanding the preceding sentence, it is preferable that two members of the liquidation committee, which shall be composed of three members shall be representatives of Haci Omer Sabanci Holding A.S.. These representatives shall be either the members of the Holding's Board or third parties, depending on the discretion of the Court.
 

A fee shall be paid to the Liquidation Committee, the sum of which shall be fixed by the court.
 

If there remains any asset or right following the settlement of all debts and liabilities at the end of the liquidation, these shall be transferred to the Darussafaka, a high school in Istanbul for poor or poor and fatherless children, or any other entity in substitution of it.

 

Provisional Article

Following persons, whose names and addresses are given below are hereby appointed by the founders as the members of the temporary Board of Trustees to serve for the period between the Foundation's registration date until the first Board of Trustees is set up and appointed in line with Article 8 hereof.
 

           SAKIP SABANCI

           HACI SABANCI

           ŞEVKET SABANCI

           EROL SABANCI

           ÖZDEMİR SABANCI
 

This Board shall make sure that necessary elections are to be held on a timely basis and the Board of Trustees as described in Article 8 hereof shall take up office.

 

Additional Articles

Additional Article 1 - Other Applicable Legislation

 

Any subject not governed herein shall be subject to the provisions of Turkish Civil Code and the "Statute on Foundations formed and organized in accordance with the provisions of Turkish Civil Code."
 

Where any amendments to the said Code or the Statute, or other legislation requires the amendment of procedures or policies defined and set herein, the Foundation's Management shall be authorized to apply and enforce new procedures and policies up until the time when the Charter is amended.

 

ADDITIONAL ARTICLE 2 - ENFORCEMENT AND EXECUTION
 

The Foundation shall put amendments in force after the Charter is conclusively amended and following the date to be set and fixed by the Board of Trustees.

 

AMENDMENTS TO THE CHARTER

DECISION/ DECREE BY ADANA 1ST CIVIL COURT OF FIRST INSTANCE

Date: 22.03.1974

 

As it was understood that the foundation's establishment charter and the associated documents delivered by the Board of Trustees of Haci Omer Sabanci Foundation and notarized by Adana 3rd Notary Public on 21.3.1974 under the reference number 5580 show that necessary and minimum conditions and terms required for establishing an entity were met, and therefore the objectives of the foundation include erecting, equipping and running healthcare facilities at convenient places and in resourceful ways, and supporting present and future ones, building and erecting schools, libraries, workshops, laboratories and student dormitories, carrying out such tasks for those cultural and healthcare facilities worthy of the Board of Trustees' recognition whose administration or supervision will be delegated to us by competent authorities, offering benefactions in various ways to outstanding students in need of financial support for a proper education; providing for means and assistance to young people and trainees pursuing education or specialized studies and providing services for covered by budgets of civic administrations with general, special and value-added budgets or contributing to them; that it shall be administered by Board of Trustees, the Executive Committee and Presidency; that Mr. Sakıp Sabanci, Mr. Haci Sabanci, Mr. Sevket Sabanci, Mr. Erol Sabanci and Mr. Ozdemir Sabanci were appointed to the Board of Trustees for the administration and management of the Foundation until the Board of Trustees is set up; that the Foundation's initial capital is TL5,000,000 and one-fifth of this sum shall be paid at the registration of the Foundation and the remaining TL4,000,000 shall be paid in 4 equal instalments at 12-month intervals following the date of the Foundation's registration, it was thus decided on 22.3.1974 based on an examination made on the relevant documentation that the establishment of HACI OMER SABANCI FOUNDATION be approved in accordance with Article 74 of Turkish Civil Code as amended by Article 1 of the Code no 903 and this establishment be entered with the registration book maintained and held by this Honorable Court specific for the foundations and facilities....and a copy thereof be sent to the General Directorate of Foundation and another copy be entrusted to Adana Directorate of Foundations.

 

DECISION BY ADANA 1ST CIVIL COURT OF FIRST INSTANCE/ AMENDMENT DECREE

Date: 23.11.1982

It was decided and ordered that Article 6 of the Foundation's Charter be amended in accordance with additional article 4 of the Statute and in line with the decision adopted by the Council of Ministers on 30 July 1982 under no 8/4775 and published in the official gazette issue no 17767; the last paragraph of Article 6 of the Foundation's Charter be amended in accordance with the resolution adopted by the Board of Trustees of Haci Omer Sabanci Foundation on 5.8.1982 under no 982/103 and the Initial Charter of Haci Omer Sabanci Foundation be amended in accordance with Additional Article 4 of the Statute and new text be notarized by Adana 5th Notary Public on 23.11.1982 under the reference no 25187.

 

ADANA ASLİYE 1. HUKUK MAHKEMESİ KARARI / DEĞİŞİKLİK İLAMI

Tarih: 31.10.1984

Adana 5.Noterliğince düzenlenen 2.10.1984 tarih ve 24277 yevmiye numaralı davacı vakfın Vakıf Resmi Senedinin 2 inci maddesine (g) fıkrasının “Çağdaş bilim anlayışına, inceleme ve araştırma yeteneklerine ve milli ülkülere sahip, sağlam düşünceli aydınlar yetiştirmek, kazanç amacı gütmeyen yükseköğretim kurumları ve bunlara bağlı birimler, uygulama ve araştırma merkezleri açmak, kültür ve sanat dallarının gelişmesine çalışmak, bilimsel inceleme ve araştırmalar yaptırmak, yayınlarda bulunmak, semierler ve bilimsel toplantılar tertiplemektir.” şeklinde olan değişikliği kabul edilmiştir.

 

DECISION BY ADANA 1ST CIVIL COURT OF FIRST INSTANCE/ AMENDMENT DECREE

Date: 31.10.1984

The amendment text notarized by Adana 5th Notary Public on 2.10.1984 under the reference number 24277 in the claimant's Foundation Charter, which amends paragraph (g) of the original text 2nd Article is hereby agreed and approved, where the paragraph (g) reads "to create solid-thinking intellectuals boasting a modern concept of science, research and study skills and national ideals; to open non-profit higher education institutions and associated departments and study and research centers; to commit certain activities to further and promote cultural and art life at home and abroad; to pursue and commit scientific studies and researches; to make publications and to organize seminars and scientific meetings".

 

DECISION BY ADANA 1ST CIVIL COURT OF FIRST INSTANCE/ REGISTRATION OF AMENDMENT TO THE FOUNDATION'S CHARTER

Date: 14.09.1987

It was decided that the amendment to the Foundation's Initial Charter of Haci Omer Sabanci Foundation notarized by Adana 3rd Notary Public on 7.9.1987 under no 40475 was to be registered with the registration book held by the Honorable Court so that the Foundation shall benefit from the applicable rules and procedures that grant tax exemption to those companies and entities involved in Scientific Research and Development activities and those foundations set up and organized in accordance with the provisions of Turkish Civil Code published by the Ministry of Finance and Customs in the Official Gazette issued on 11.3.1987 under the reference number 19397.

 

DECISION BY ADANA 1ST CIVIL COURT OF FIRST INSTANCE/ AMENDMENT DECREE

Date: 24.06.2004

Articles 4, 6, 8 and 9 of the Foundation Charter of Haci Omer Sabanci Foundation were amended by Turkish Civil Code no 4721; therefore Article 4 of the Foundation's Charter was amended accordingly; the Code no 5072 on the relations between the Associations and Foundations and the Public Entities introduced new regulations about the Foundations; and considering that the photocopy of the Code is attached hereto, the restated Articles 4, 6, 8 and 9 of the Foundation's Charter be approved and registered.
 

It was understood that the resolution for the Amendment Articles attached to the petition submitted by the Claimant's attorney to this Honorable Court was adopted in consultation with and signed by 8 members of the Board of Trustees consisting of 9 members; therefore the two-third majority adopted the resolution, approving the amendment; the Inspection Authority of the Foundation is the General Directorate of Foundations and the letter issued by the General Directorate on 31.5.2004 under no 8251 states that in the event conditions set out in Article 21 of the Foundation Charter are fulfilled, there is nothing that bars the registration of the amendment to the Charter, and as a consequence all statutory formalities were fulfilled.

                      

DECISION BY ADANA 1ST CIVIL COURT OF FIRST INSTANCE/ MOVE OF THE HEAD OFFICE TO ISTANBUL

Date: 03.04.2006

An amendment was made to Article 3 of the Foundation's Charter on the grounds that the head office of Haci Omer Sabanci Foundation was moved to Istanbul, and it was resolved that Article 3 of the Foundation's Charter be restated in this way. 

                                             

DECISION OF ISTANBUL 6TH CIVIL COURT OF FIRST INSTANCE/THE SHORT NAME OF THE FOUNDATION, ELECTION OF MEMBERS FOR THE BOARD OF TRUSTEES, OFFICE  TERM AND REMUNERATION                                                                            

Date:    26/06/2008

The Board of Trustees of Hacı Omer Sabancı Foundation instituted an action, demanding that it was resolved under the resolution adopted on 28th of August 2007 under no 2007/06 to amend Articles 1, 8, 9, 10 and 18 of the Foundation Charter and Bylaws and therefore the “Amendment to the Foundation Charter and Bylaws” notarized by Besiktas 16th Notary Public on 28th of September 2007 be approved and registered.. The Court decided that the amendment that the Foundation wishes to make to Article 1 of the Charter and Bylaws for the shortened version of the Foundation’s name was not a material change, and reached the opinion that Articles 8, 9, 10 and 18 of the Charter and Bylaws concern the organization, management and functioning of the Foundation, and ultimately examined the existence of just causes. The Court has understood the underlying reason for the potential amendment to Article 8 concerning the election of the members to the Board of Trustees; in this context, the Foundation aims a faster composition of the Foundation’s management. The amendment that the Foundation wishes to do to Article 9, which governs the office term of the Board members, tries decrease that office term to 3 years from 6 years, and this amendment was found a justified one as it will facilitate and infuse some kind of dynamism to the management and audit. The fact that the Foundation’s intention to amend Article 10 aims at increasing the office term of the Board’s Chairman from 2 years to 3 years is to match and align the office terms of the members with that of the Chairman. This amendment is also found to be a justified one as it targets creating synergy and harmony. Likewise, the amendment that the Foundation wishes to make to Article 18 aims at paying no remuneration to the Board members, and this is also deemed a justifiable wish, which shall operate to the benefit of the Foundation.
 

For these reasons above, it was concluded that amendments to Articles 1, 8, 9, 10 and 18 of the Charter and Bylaws of Hacı Omer Sabancı Foundation by means of an “Articles of Amendment” notarized by Besiktas 16th Notary Public on 28/09/2007 under the reference no 167909 be registered.

 

DECISIONS BY THE COUNCIL OF MINISTERS

DECISION BY THE COUNCIL OF MINISTERS/ GRANT OF TAX EXEMPTION

Date: 17.07.1973

It was decided and resolved by the Council of Ministers on 17.7.1973 that a tax exemption be granted to Haci Omer Sabanci Foundation based upon the letter by the Ministry of Finance on 4.6.1973 under no GEL.:KVK/22101 401/35655 and according to article four of the Code no 903 enacted on 13.7.1967.

 

DECISION BY THE COUNCIL OF MINISTERS/ MEMBERSHIP TO COUNCIL ON FOUNDATIONS

Date: 27.05.1987

It was resolved by the Council of Ministers on 27.5.1987 according to Additional Article 2 of the Statute on Foundations established in accordance with the provisions of Turkish Civil Code and subject to the letter issued by the State of Ministry in charge of State Affairs on 18.5.1987 under no 3524 that Haci Omer Sabanci Foundation, based in Adana be permitted to go into cooperation with Council on Foundations based in Washington of United States of America.

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