SECTION I:

Name and Headquarters of the Association:

Article 1: The name of the association is “Türk Gastroenteroloji Derneği”.

Article 2: The General Headquarters of the Association is located in Ankara, and its address is: Mustafa Kemal Mah. 2126. Street No: 6/9 Kolbay Business Center C Block Çankaya/Ankara

Article 3: Branches may be opened in other provinces.

Subject and Purpose of the Association:

Article 4: Türk Gastroenteroloji Derneği is a specialty association that works to protect the rights and interests of gastroenterology specialists in Turkey.

Türk Gastroenteroloji Derneği aims to provide the highest level of healthcare nationwide through its activities in education, research, patient care, and public health related to its specialty.

The Association aims to follow all advancements in the field of gastroenterology and to develop solidarity and information exchange among gastroenterology specialists at the highest standards.

Public-oriented activities and public benefit take precedence in the Association’s work. While working towards its objectives, the Association cooperates with all official and private institutions, real and legal persons, and voluntary organizations, receiving and providing assistance. It also cooperates with international organizations, provided the necessary permission is obtained.

Working Subjects and Methods, and Fields of Activity to be Carried out by the Association to Realize its Subject and Purposes:

Article 5: Article 4 of this Statute as specified in it carries out activities in the following subjects and manners:

a. It cooperates with other specialty and scientific associations, foundations, and non-governmental organizations related to gastroenterology.

b. It organizes scientific meetings such as conferences, congresses, seminars, and postgraduate courses within the scope of “Continuous Medical Education” nationwide to better train physicians, nurses, technicians, and other allied health professionals in the field of gastroenterology. The operating rules for such meetings are determined in accordance with a directive issued by the Central Executive Board.

c. It produces periodic or non-periodic scientific publications.

d. It supports scientific studies in the field of gastroenterology both financially and morally.

e. When necessary and under appropriate conditions, it may identify talented physicians to be trained in existing or developing areas of gastroenterology and provide domestic and international scholarships to enable them to receive advanced training.

f. To achieve its objectives, the Association may acquire real estate, such as buildings and annexes, where it can conduct its activities, provide scientific and social services to its members, offer library, email, and internet facilities for its members’ use, and host Scientific Meetings.

g. Türk Gastroenteroloji Derneği assists in the establishment of institutions serving public health and all segments of society, such as hospitals, dispensaries, and polyclinics, or actively establishes and operates them. It may also open social facilities such as local clubs.

h. The Executive Board supports the work of scientific working groups, professional competence boards, and committees established in areas it deems appropriate, considering the needs of the era and the country.

i. If deemed necessary for the realization of the objective, it may establish foundations or federations, or cooperate with existing foundations or federations.

j. If deemed necessary for the realization of the objective, it carries out joint projects with public institutions and organizations in areas within their scope of duty, subject to the provisions of Law No. 5072 on “Relations of Associations and Foundations with Public Institutions and Organizations.”

k. It may establish economic enterprises when necessary.

Scope of Work of the Association:

Article 6. To advance the Association’s objectives:

a. It may establish branches,

b. It may construct, establish, and operate facilities and enterprises.

c. It may accept all kinds of in-kind and cash donations and voluntary services,

d. It may enter into all kinds of legal contracts and dispositions,

e. Provided the necessary permission is obtained, it may cooperate with international organizations working with the same purpose, assist them, and become a member of them.

SECTION II:

Membership Types, Right to Membership, and Membership Procedures:

Article 7. The Central Headquarters of Türk Gastroenteroloji Derneği has 2 types of members. These memberships are full and honorary memberships. Branches can only have full members. The definitions of membership types and conditions for admission to membership are as follows:

A. General conditions:

1. To have legal capacity and to accept working in line with the association’s objectives and principles.

2. Not to be subject to permanent or temporary disqualification or restriction of rights as specified in Law No. 5253 on Associations and the Turkish Civil Code.

3. Not to have been convicted of a serious felony, a dishonorable crime, or a crime related to establishing and managing associations prohibited by the Law on Associations.

B. Special conditions:

a. Full member:

1. To have obtained the title of gastroenterology specialist by fulfilling the conditions stipulated by the legislation.

2. To have completed the application form prepared by the Executive Board.

b. Honorary member:

1. Assistant physicians and residents specializing in gastroenterology subspecialties;

2. Researchers, physicians, other healthcare professionals, and administrators working in fields related to gastroenterology and holding at least a university degree (specialists in gastroenterological surgery, pediatric gastroenterology, radiology, intensive care, pathology, internal medicine, infectious diseases, anesthesiology, public health, biostatistics, and similar fields, as well as assistants and residents in these branches);

3. Individuals who have rendered significant services in line with the Association’s objectives, or who have made substantial in-kind, monetary, or service contributions to the Association, may become honorary members.

Honorary members do not pay dues. They may attend General Assembly meetings as observers but cannot vote or be elected to the association’s boards. They may be appointed to commissions and committees by decision of the Executive Board to benefit from their work and assistance.

4. Those who were members of the Central General Assembly according to the previous bylaws on the date these bylaws were adopted, but who are not Gastroenterology Specialists, shall be removed from full membership and transferred to honorary membership.

5. Current full members of the Türk Gastroenteroloji Derneği who are not Gastroenterology Specialists shall be removed from full membership and transferred to honorary membership.”

Article 8. The annual membership fee is 20 TL (Twenty Turkish Liras). New members joining the association are not charged an entrance fee.

Article 9. Those wishing to become members of the association apply to the Central Headquarters by filling out the membership application form prepared by the Central Executive Board. Membership applications are decided upon by the Central Executive Board within a maximum of 30 days, and the decision is communicated to the applicant in writing.

Article 10. Members wishing to resign from membership do so by notifying the Central Executive Board in writing. As soon as the member’s resignation letter reaches the Central Executive Board, the exit procedures are considered completed without the need for feedback to the member. Resignation from membership does not terminate the member’s accumulated debts to the association.

Article 11. Association membership terminates by decision of the Central Executive Board in the following cases:

a. Death,

b. While being a member of the association, losing the capacity to exercise civil rights and the right to remain a member of the association,

c. Those who do not comply with the association’s bylaws, the decisions of the Central General Assembly and the Central Executive Board; those who engage in dishonorable or disgraceful conduct; those who cause discord among members; those who engage in political and ideological disputes or propaganda; those who hinder the rights and duties of the general assembly and administrators and obstruct their work; those who use the Association for their personal interests; those who engage in conduct that tarnishes the honor, reputation, and service understanding of the medical profession shall be referred to the Central Disciplinary Board by decision of the Central Executive Board. These members shall be expelled from the association by the proposal of the Central Disciplinary Board and the decision of the Central Executive Board.

Article 12: A member expelled by decision of the Central Executive Board has the right to appeal this decision in writing to the next Central General Assembly meeting. The Central General Assembly shall include the expelled member’s written appeal as the first item on its agenda and discuss it. The written appeal shall be read, and the member shall be heard. The matter shall be put to a vote of the Central General Assembly. The decision of the Central General Assembly is final. A member expelled by this method cannot be readmitted.

Article 13. Members who do not pay their dues and debts shall be warned in writing by the executive board and given 30 days to make the payment. Members who fail to pay their debts within this period without a valid excuse shall have their membership canceled by the relevant executive board, and they shall be notified of this situation by registered mail. A member whose registration has been canceled may appeal to the general assembly within 30 days of the notification of the decision. The decision taken by the general assembly with a 60% majority vote on this matter is final.

Article 14. Members have equal rights. No distinction based on race, language, religion, or political opinion can be made among members. No member can be granted privileges. Each member has one vote in the general assembly to which they belong. Members must cast their votes in person and cannot vote through other members.

SECTION III:

Organs of the Association:

Article 15: The organs of the Association are:

a. Central General Assembly

b. Central Executive Board

c. Central Supervisory Board

d. Central Disciplinary Board

Central General Assembly

Article 16: The Central General Assembly is the supreme decision-making and supervisory body. It consists of the full members of the Association. Honorary members may observe the general assembly but cannot vote or be elected to the association’s organs.

Article 17: The Central General Assembly convenes once every two years in October, at the location of the national congress if one is held, or in Ankara if no congress is held, at a place, date, and time determined by the Central Executive Board. The call for the meeting is made by the Central Executive Board. It is mandatory to call the Central General Assembly to a meeting within 30 days upon the necessity indicated by the Central Supervisory Board or the Central Executive Board, or upon the written request of one-fifth of the association’s full members. If the Central Executive Board fails to fulfill this duty, the Central Supervisory Board or one of those requesting the meeting may apply to the local Civil Court of Peace.

The place, date, time, and agenda of the meeting are announced to the members by the Central Executive Board at least fifteen days in advance. The method of announcing the meeting is determined by the Central Executive Board. If a quorum is not achieved in this announcement, the date, time, and place of the second meeting are also specified. The period between the first and second meetings cannot be less than seven days or more than sixty days.

If the meeting is postponed for a reason other than the failure to achieve a quorum, this situation, along with the reasons for postponement, is announced to the members in accordance with the procedure used for the first meeting. The second meeting must be held within a maximum of six months from the postponement date. Members are re-invited to the second meeting according to the principles specified in the first paragraph. The Central General Assembly meeting cannot be postponed more than once.

Article 18: Central General Assembly meetings are held in Ankara, the city where the association’s headquarters are located, if no national congress is held, or at the location of the congress if one is held.

Meeting Procedure:

Article 19: The Central General Assembly convenes with the absolute majority of members entitled to participate, and with two-thirds in cases of bylaw amendments and dissolution of the association. If the meeting is postponed due to a lack of quorum, a quorum is not required for the second meeting. However, the number of members attending this meeting cannot be less than twice the full number of members of the executive and supervisory boards.

A list of members entitled to participate in the Central General Assembly is kept ready at the meeting venue. Identity documents issued by official authorities for members entering the meeting venue are checked by the Central Executive Board members or officials assigned by the Central Executive Board. Members enter the meeting venue by signing next to their names on the list prepared by the Central Executive Board.

If a quorum is achieved, this is recorded in a minute, and the meeting is opened by the chairman of the Central Executive Board or one of the Central Executive Board members assigned by him. If a quorum is not achieved, a minute is also drawn up by the executive board.

After the opening, a council is formed by electing a chairman, a sufficient number of vice-chairmen, and a secretary to preside over the meeting.

In voting for the election of the association’s organs, members casting votes must show their identification to the council and sign next to their names on the attendance list. The management and security of the meeting are the responsibility of the council chairman.

Only items on the agenda are discussed in the Central General Assembly. However, it is mandatory to include topics requested in writing by one-tenth of the members present at the meeting.

Each member has one vote in the Central General Assembly; members must cast their votes in person. Honorary members may attend Central General Assembly meetings but cannot vote.

The topics discussed and decisions taken at the meeting are recorded in a minute and signed jointly by the council chairman and secretaries. At the end of the meeting, the minute and other documents are handed over to the chairman of the executive board. The chairman of the Central Executive Board is responsible for the safekeeping of these documents and for handing them over to the newly elected Central Executive Board within seven days.

Voting and Decision-Making Procedures and Forms of the Central General Assembly:

Article 20: In the Central General Assembly, unless otherwise decided, the elections of the members of the Central Executive, Central Supervisory, and Central Disciplinary Boards are conducted by secret ballot and open counting, while decisions on other matters are voted on openly. Secret ballots are votes collected by members placing sealed papers or ballot papers into an empty container after completion, and then openly counted after voting ends. For open voting, the method specified by the Chairman of the Central General Assembly Council is applied. Central General Assembly decisions are taken by an absolute majority of the members attending the meeting. Decisions on bylaw amendments and the dissolution of the association can only be taken by a two-thirds majority of the members attending the meeting.

Powers and Duties of the Central General Assembly:

Article 21: The following matters are discussed and decided upon by the general assembly:

1. Election of the association’s organs.

2. Amendment of the association’s bylaws.

3. Discussion of the reports of the Central Executive and Supervisory Boards and the acquittal of the executive board.

4. Discussion and approval, as is or with amendments, of the budget prepared by the Central Executive Board.

5. Authorization of the executive board to purchase necessary immovable properties for the association or to sell existing immovable properties.

6. Examination and approval, as is or with amendments, of the regulations to be prepared by the Central Executive Board regarding the association’s activities.

7. Decision on the association’s participation in and withdrawal from a federation.

10. Establishment of a foundation by the association.

11. Dissolution of the association.

12. Decision on the opening and closing of association branches and representative offices.

13. Examination and decision on other proposals of the Central Executive Board.

14. Fulfillment of other duties specified in the legislation to be carried out by the general assembly.

The Central General Assembly supervises the other organs of the association and can remove them from office at any time for just cause. The Central General Assembly makes the final decision on admission to and expulsion from membership. As the most authorized organ of the association, it performs duties not assigned to any other organ of the association and exercises its powers.

Central Executive Board:

Establishment:

Article 22: The Central Executive Board is elected by the Central General Assembly as seven full and seven substitute members. In its first meeting after the election, the Central Executive Board determines the distribution of duties by secret ballot, consisting of a president, a vice president, a secretary, a treasurer, and three members, to carry out the association’s activities. The Central Executive Board can be called to a meeting at any time, provided all members are notified, and at least once every two months. It convenes with more than half of the total number of members present. Decisions are taken by an absolute majority of the total number of members attending the meeting. In case of a vacancy in the full membership of the Central Executive Board due to resignation or other reasons, it is mandatory to call substitute members to duty in order of the votes they received in the general assembly. Former Central Executive Board members may run for re-election. However, the president cannot serve for more than two terms, and a member can be elected for a maximum of three terms.

Duties and Powers:

Article 23: The duties and powers of the Central Executive Board are as follows:

1. To represent the Association or to authorize one or more of its members in this regard, and to hire a lawyer to protect the association’s rights.

2. To carry out transactions related to the association’s income and expenditure accounts and to prepare the budget for the next period and submit it to the general assembly.

3. To prepare regulations related to the association’s activities and submit them for the approval of the general assembly.

4. To open new sections in the budget by making transfers between budget sections based on the authority granted by the Central General Assembly, and to collect income on behalf of the association.

5. To purchase immovable property with the authorization of the Central General Assembly, to sell movable and immovable properties belonging to the association, to construct buildings or facilities, and to purchase government bonds, treasury bills, or any kind of bonds or shares.

6. To enter into lease agreements, to lease out the association’s movable and immovable properties, and to establish pledges, mortgages, or similar rights in favor of the association.

7. To make and implement all kinds of decisions to achieve the association’s objectives.

8. To prepare the association’s annual balance sheet and a report explaining the executive board’s activities at the end of each fiscal year and submit it to the supervisory board.

9. To keep the books specified in the laws and regulations concerning associations.

10. To notify local administrative authorities within 10 days if foreign nationals are admitted to the association.

11. To decide on the admission or expulsion of members from the association.

12. To award plaques, certificates of appreciation, monetary prizes, medals, scholarships, or name-giving honors to individuals who provide extraordinary material or moral assistance and donations to the association, and to local and foreign members and guests who make scientific contributions at the association’s scientific meetings, for their valuable work.

13. To control, coordinate, and direct the activities of the Branch Executive Boards.

14. To publish the TÜRK GASTROENTEROLOJİ DERGİSİ, which is the official publication organ of the Association.

15. To exercise other powers specified in the law and bylaws.

Composition, Duties, and Powers of the Central Supervisory Board:

Article 24: The Central Supervisory Board is elected by the Central General Assembly as three full and three substitute members. In case of a vacancy in the full membership of the Central Supervisory Board due to resignation or other reasons, it is mandatory to call substitute members to duty in order of the votes they received in the Association’s General Assembly. It holds its first meeting within seven days following the election and elects a chairman. It performs its supervisory duty at necessary times and circumstances, at intervals of 6 months, and submits a copy of the report to the executive board. The Central Supervisory Board supervises all dispositions of the Central Executive Board but cannot intervene. It submits its audit report to the Central Executive Board at least 10 days before the Association’s General Assembly, and this report is presented to the Association’s General Assembly. If it detects actions contrary to the law, regulations, and the Association’s Bylaws during the audit, it has the right to call the general assembly to an extraordinary meeting.

Composition, Duties, and Powers of the Central Disciplinary Board:

Article 25:

1. It consists of 3 full and 3 substitute members elected by secret ballot by the Association’s General Assembly for a term of two years.

2. To be eligible for election to the Central Disciplinary Board, one must be a full member of the Türk Gastroenteroloji Derneği, have at least 15 years of experience as a gastroenterology specialist, and not have received any disciplinary punishment from their institution or professional organization regarding professional practices, or any final conviction for dishonorable crimes by the judiciary.

3. The Central Disciplinary Board convenes within 7 days following the general assembly at which they were elected and elects a chairman from among themselves.

4. A majority of at least 2/3 is required for Central Disciplinary Board decisions.

5. It conducts disciplinary investigations assigned by the executive board when required by the Law on Associations. It reports the results of the investigation to the executive board in writing for necessary action.

6. Warning and reprimand penalties issued by the Central Disciplinary Board are directly applied by the Central Executive Board. The penalty of expulsion from association membership is submitted for the approval of the Central General Assembly.

Establishment and Operation of the Association’s Branches:

Article 26: Branches are established by a five-person founding committee authorized by the Central Executive Board in a city or region consisting of several cities where there are at least twenty-five full members of the Türk Gastroenteroloji Derneği, to operate in line with the association’s objectives. The founders must reside in that location. Branches must fully adopt the bylaws of the Türk Gastroenteroloji Derneği. Amendments are only made to articles specifying the branch’s location and address.

Article 27: Branches to be opened shall operate under the Central Executive Board in accordance with these bylaws or subsequently issued bylaws and internal regulations. The Central Headquarters has the authority to supervise and inspect these branches. The Central Headquarters may inspect branches with one or more members assigned by the Executive Board upon necessity and may suspend the executive boards of branches by a decision taken by an absolute majority of the general assembly.

Article 28: The name of the branches shall be specified as Türk Gastroenteroloji Derneği …………. Branch.

Article 29: Branches are managed with their own resources and according to the provisions of these bylaws; however,

material and moral assistance may be provided by the Central Headquarters for their activities aimed at achieving the objectives of the bylaws.

Branches support the activities initiated by the Central Headquarters, both materially and morally, upon the Central Headquarters’ recommendation, using all available means and campaigns they organize. Branches are personally responsible under general laws for their own financial dispositions. The Central Headquarters cannot be held responsible for the branch’s own dispositions.

Article 30: Branches are obliged to comply with joint work and to cooperate with the Central Executive Board in implementing the annual work program. The activities of branches within the general work program are local. No branch Executive Board can act or engage in activities that would bind another branch or the Central organization.

Article 31: Members can only register with one branch. In cases of changing regions, the member’s registration form, dues, and status are reported to the branch executive board in the member’s new region.

Article 32: Branches report their member lists to the association’s Central Headquarters in writing every 6 months. When members leave a branch for various reasons, the branch executive board must notify the association’s Central Headquarters in writing for the information of the Central Executive Board.

Article 33: If a branch falls below the sufficient number of members to establish a branch (below twenty-five members), the situation is reported to the Central General Assembly. The Central General Assembly decides to close the branch and notifies the branch executive board. The branch executive board carries out the closure decision in accordance with applicable laws. Members of a branch closed due to insufficient membership may join a branch in the nearest city if they wish.

Organs of the Branches:

Article 34: Branches consist of the following organs:

1. Branch General Assembly

2. Branch Executive Board

3. Branch Supervisory Board

Article 35: The Branch General Assembly convenes with the participation of the majority of registered members of the branch. Matters related to the Branch General Assembly meeting proceed within the framework of the conditions mentioned in the part of these bylaws pertaining to the Central organization. Branch General Assemblies are held at least 60 days before the Central General Assemblies, and the results are reported to the Central Headquarters in writing. An investigation is initiated against branches that do not hold their general assemblies on time. Branch General Assemblies must conclude their ordinary meetings 60 days before the Central General Assembly meeting.

Article 36: The Branch Executive Board consists of 5 full and 5 substitute members elected by secret ballot by the Branch General Assembly for a term of two years. Former Branch Executive Board members may be re-elected. The Branch Executive Board holds its first meeting within seven days following the election. In this meeting, they elect a chairman, a secretary, and a treasurer from among themselves.

Article 37: The Branch Supervisory Board consists of 3 full and 3 substitute members elected by secret ballot by the Branch General Assembly for a term of two years.

Article 38: The procedures applied in the Central Organs and activities of the Association are also valid for the branches and their organs.

SECTION IV:

Income Sources of the Association

Article 39: The income sources of the Association are:

1. Membership dues.

2. Donations and aid from real and legal persons, and foundations.

3. Income generated from balls, trips, entertainment, performances, concerts, sports competitions, conferences, and congresses organized by the Association, as well as from publications.

4. Income from lotteries organized by the Association.

5. Income obtained from the Association’s movable and immovable assets.

Article 40: The Association cannot accept financial aid from political parties and their affiliated organizations, or from workers’ or employers’ professional organizations in any way.

Article 41: The income and annual revenues of the branches belong to them. A section is allocated in their budgets for assistance to the Central organization. This section cannot be less than 1/5 of the budget.

Section V:

Miscellaneous Provisions:

Internal Audit of the Association

Article 42: Internal audits in the association may be conducted by the general assembly, executive board, or supervisory board, or by independent audit firms. The fact that an audit has been conducted by the general assembly, executive board, or independent audit firms does not relieve the supervisory board of its responsibility.

The association is audited by the supervisory board at least once a year. The general assembly or executive board may conduct audits or have independent audit firms conduct audits when deemed necessary.

Borrowing Procedures of the Association

Article 43: If needed to achieve its objectives and carry out its activities, the association may borrow by decision of the executive board. This borrowing may be in the form of credit for goods and services or as cash. However, this borrowing cannot be in amounts that cannot be covered by the association’s income sources or of a nature that would put the association in financial difficulty.

Bylaw Amendment and Dissolution of the Association

Article 44: These main bylaws can only be amended by a 2/3 majority decision of the Central General Assembly. Branches may change their registered addresses in their bylaws.

Dissolution of the Association:

Article 45: Apart from the dissolution cases specified in the Law on Associations, a decision for dissolution can be taken by a 2/3 majority at a meeting of the Association’s General Assembly with 2/3 of its members. If a quorum is not achieved at the first meeting, a quorum is not required at the second meeting, but a 2/3 affirmative vote of those present is necessary for a decision. If the association is dissolved, the general assembly that decided on the dissolution shall transfer the association’s assets, money, and receivables to another professional organization with similar objectives, and shall decide who will carry out the transfer and liquidation.

Closed Branches

Article 46: The books, records, movable and immovable properties, and money of a branch closed for any reason are handed over to the central headquarters. The handover process is carried out by the last executive board of the branch. If a new branch is established in the same location, these assets are transferred to the new branch.

Article 47: In situations not covered by these bylaws, the provisions of the relevant Law on Associations and existing and future regulations shall apply.

Article 48: The members of the Central Executive Board and their distribution of duties during the Extraordinary General Assembly on 23-10-2016 when the bylaws were amended are:

President Prof. Dr. Serhat Bor

Second President Prof. Dr. Kadir Bal

Secretary General Prof. Dr. Birol Özer

Treasurer Prof. Dr. Orhan Sezgin

Member Prof. Dr. Hale Akpınar

Member Prof. Dr. Murat Törüner

Member Prof. Dr. Necati Örmeci

Article 49: The Association was founded in 1959 by the following members:

Prof. Dr. Zafer Paykoç

Prof. Dr. Hamdi Aktan

Prof. Dr. Recai Ergüder

Prof. Dr. Selahattin Koloğlu

Prof. Dr. Hilmi Akın

Prof. Dr. Naci Ayral

Prof. Dr. Namık Kemal Menteş

Dr. Ahmet İhsan Aksan

Dr. Alaaddin Erkmen

Dr. Nurettin Aruman

Dr. Fevzi Aybers