ARTICLES OF ASSOCIATION OF A JOINT STOCK COMPANY

DATE: [Date]

CHAPTER ONE: GENERAL PROVISIONS

ARTICLE 1 – COMPANY'S TRADE NAME

The company's trade name [Company Name] Inc. , and it will be referred to as "the Company" hereinafter.

ARTICLE 2 – COMPANY HEADQUARTERS AND BRANCHES

The company's headquarters [City, Country] . The company may open branches, liaison offices, and representative offices within or outside Turkey, as decided by the board of directors.

ARTICLE 3 – PURPOSE AND SCOPE OF THE COMPANY

The company's areas of activity are as follows:

• [Main field of activity – for example, software development, construction, trade, etc.]
• [Ancillary activities – logistics, consulting, training, etc.]
• To carry out all kinds of domestic and international purchase, sale, import and export transactions related to the company's field of activity .
• To obtain and utilize patents, trademarks, licenses, and intellectual property rights related to its field of activity .
• To carry out real estate purchase, sale, and rental transactions in accordance with the law .
• Developing and implementing projects in collaboration with government agencies and the private sector.

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PART TWO: CAPITAL AND SHARES

ARTICLE 4 – COMPANY CAPITAL

The company's capital [Amount] TL , and this capital consists of a total of [Number of Shares] shares with of [Amount of Each Share] TL , registered/bearer.

ARTICLE 5 – SHARES AND THEIR TRANSFER

5.1. Company shares are registered in the name of the holder and cannot be transferred to third parties without the approval of the board of directors. 5.2. Share transfers become valid upon registration with the trade registry and before a notary public, in accordance with the provisions of the Turkish Commercial Code . 5.3. The company may repurchase and sell its own shares in accordance with the relevant legislation .

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CHAPTER THREE: MANAGEMENT AND REPRESENTATION

ARTICLE 6 – BOARD OF DIRECTORS

6.1. The management and representation of the company are carried out by a board of directors consisting of at least [X] members elected by the general assembly . 6.2. The term of office of the members of the board of directors is [X] years and they may be re-elected. 6.3. The board of directors may appoint a general manager and other officers to manage the company's operations and represent the company . 6.4. Decisions of the board of directors are taken by simple majority .

ARTICLE 7 – GENERAL ASSEMBLY

7.1. The company's general assembly convenes in two ways: ordinary and extraordinary . 7.2. The ordinary general assembly is held annually in [Month] and the company's annual activities, financial situation, and the decisions of the board of directors are evaluated. 7.3. Shareholders or their proxies may vote at general assembly meetings .

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CHAPTER FOUR: AUDIT AND FINANCIAL MATTERS

ARTICLE 8 – INSPECTION

8.1. The company's accounts and operations are examined by an independent auditor elected by the general assembly.
8.2. The auditor submits reports on the company's financial situation to the general assembly at least once a year.

ARTICLE 9 – PROFIT DISTRIBUTION

9.1. The company sets aside at least %[X] of its annual profit as reserves.
9.2. Net profit may be distributed as dividends to shareholders, depending on the company's financial situation, growth targets and the decision of the general assembly.

ARTICLE 10 – COMPANY'S BORROWING AUTHORITY

10.1. The company may borrow through bank loans, bonds, and other financial instruments.
10.2. Borrowing transactions are carried out with the approval of the board of directors.

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CHAPTER FIVE: TERMINATION AND LIQUIDATION

ARTICLE 11 – TERMINATION OF THE COMPANY

The company will be terminated in the following cases:

• Dissolution by a general assembly resolution ,
• Legally declared bankrupt,
• The specified activity period has expired and will not be extended.

ARTICLE 12 – LIQUIDATION PROCESS

12.1. The liquidation of the company is carried out by liquidators appointed by the general assembly . 12.2. During the liquidation process, after all the company's debts are paid, the remaining assets are distributed to the shareholders.

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CHAPTER SIX: FINAL PROVISIONS

ARTICLE 13 – RESOLUTION OF DISPUTES

13.1. Any disputes arising from this agreement shall first be attempted to be resolved through negotiation between the parties.
13.2. In case of unresolved disputes, the [Competent Court] Courts and Enforcement Offices shall have jurisdiction.

ARTICLE 14 – ENTRY INTO FORCE

14.1. This articles of association shall enter into force upon completion of the company's incorporation procedures. 14.2. Amendments to the articles of association are possible with at least a [X]% majority vote of the general assembly

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SIGNATURES

Founding Partner 1:
Name / Title: [Partner 1]
Signature: ___________

Founding Partner 2:
Name / Title: [Partner 2]
Signature: ___________

Founding Partner 3:
Name / Title: [Partner 3]
Signature: ___________

Witnesses:
Name and Surname: [Witness 1] – Signature: ______
Name and Surname: [Witness 2] – Signature: ______

Notary Approval:
[Notary Name and Stamp]