The Article Of Association Of The Limited Company
Enterprise
Article 1. The Limited Company was established between:
1 …………………………… (Name and Surname, Reside Address, Citizen)
2 …………………………… (Name and Surname, Reside Address, Citizen)
Appellation
Article 2. The Company’s appellation is …………………………..
Purpose And Topic
Article 3. The Company’s purposes and topics are:
a) …,
In Connection with these topics ;
1- This Company presents research and development services,trains personnel and in this topic cooperates with native and foreign people.
2- This Company establishes partnership with native and foreign people, gets, participates in,transfers, sells on condition that not to make intervention ,gives quarantee share sertificates and debenture bonds that exported by native and foreign people,
3- This Company makes all kind of export, import, commerce, representativity and obligation works. This Company can join and effect tenders that called for at home and abroad.
4- This Company can make feasibility studies, marketing activities. In connection with Company works this Company can refers workers to abroad and also can bring workers from abroad.
5- This Company buys,sells and rents establishment, machine, instrument, equipment, transport vehicles and all kind of work machines.
6- This Company can get authorization, permission, benefit, patent and mark, and can transform these partially or completely, can take over these that belong to others. This Company can make all kind of export, import and know-how contracts.
7- This Company can borrow from finansial instutions and banks at home and abroad. This Company can give bail such as financial, industry, commercial foundations at home and abroad. In this topic this Company make a contract about required bail, hypothecc and other equired contracts.
8- This Company buys all kind of immovables and immovables rights, all kind of movable goods or all kind of personal rights about all kind of immovables and movables that requried for own (Company’s) necessities. This Company also make all kind of Works within legislation such as swap and exchange.
Else above adduced topic in the future board of directors’ authentication is going to be presented upon Company manager’s offer and after taking a decision in this way this Company will make these works. It is gonig to be registered and declared to Trade Registry Government (Ticaret Sicil Memurluğu) for applying this decision about main-contract modification.
The Companies Centers And Branches
Article 4. The Company’s center is …………………………… Its address is………………………..If there will be change of address, the new address will be recorded to trade register, advertised to Trade Registry Gazette and announced to Ministry Of Industry And Trade. The notification, which sent to the address of, recorded and advertised as sent as to The Company. If The Company left from its recorded and advertised address and did not advertised and recorded its new address in time, this situation will be cause of annulment.
The Company can establish new branches in domestic and oversea on condition of to announce The Ministry Of Industry And Trade.
Duration
Article 5. The Companies duration will start the date of advertised and recorded and 99 years. This duration can indulge and abridge on condition of to take permission from Ministry Of Industry And Trade.
Capital / Costprice
Article 6. The Company’s capital is ……………………… and it’s per divided – The Turkish Liras.
…
Declaration
Article 7. The Company’s advertisements will make in condition of Article 37 Turkish Commercial Code before one day with one gazette in center of the company.
The Company’s Management
Article 8. The Management of affairs will do by one or a few managers, which selected by the committee of partnership.
…………………………….. Has been selected for the first year.
Representation
Article 9. The Managers represent The Company. The signatures, which will bind the company fixing, registering and advertising.
The person who selected as a manager will represent and bind the company in accordance with The Committee Of Partnership.
The person who selected as a manager has authorization in an account in banks, to draw out money from the bank, to buy and to sell the company’s mixed properties, to take and to give redeem a mortgage, tender in a bid and to give and take assurance.
The Duration Of Account
Article 10. The Company’s Account year begins……………………. and finishes……………
The Profit Distribution
Article 11. The Company’s net profit is the amount, which in reaward after all kind of expenses.
The Contingency Reserve
Article 12. The Contingency Reserve allocates when The Company’s capital was 20%. If the company’s capital rate is decrease, it continues the contingency reserve allocates.
The benefits will not in distribution unless the legal and voluntary contingency reserve with the necessary rate does not separate from net profit which according in the agreement and legality.
Legal Provisions
Article 13. Turkish Commercial Codes provisions execute when the provisions not exist in the agreement.
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