Articles

of Association

The Turkmen Language Foundation (Non-profit organization)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2008

 

Language is considered as the main means of communication amongst humans and is the channel through which thoughts and ideas can be conveyed; the very nations’ survival and evolution lies in the unity and integrity of its language.  Taking this fact into consideration, UNESCO’s 1999 conference pronounced February 21st of each year as “International Day of Language.” This annual celebration appreciates the natural right of acquiring and communicating in one’s first language and therefore, UNESCO has obliged itself to protect the languages which are diminishing considerably.  Accordingly, we have agreed to establish the “Turkmen Language Foundation” in order to protect and improve our native language, inherited from our ancestors.

 

To achieve the above mentioned goals, as the first step in the process, the following Articles of Association was formulated.  It was approved during the general meeting and is legally entitled to be established.

 

 

1.  General Provisions

 

1 – 1.  The objective of the Turkmen Language Foundation (herein after referred to as the Language Foundation) is to contribute to the publication of Turkmen authors’, poets’ and translators’ pieces of work, who live in the Islamic Republic of Iran (herein referred to as Iran) or abroad, in addition to promoting educational purposes as well.

 

            1 – 2.   Full name of the Language foundation in Turkmen language:

Full name of the Language foundation in English language: The Turkmen Language Foundation. The abbreviated name being: T.L.F.

 

1 – 3.  According to the regulations and upon registration, the Language Foundation is considered as an established legal person.  It owns private properties and undertakes its responsibility.  It entitles to real and personal rights and the Language Foundation attends the court as both plaintiff (complainant) and defendant.

 

1 – 4.  The Language Foundation has an independent balance.  The Turkmen Language Foundation is entitled to legally open bank accounts and enter into contracts that are deemed legal within Canada, as well as abroad.

 

1 – 5.  The founders of the Language Foundation include those who affirm the objectives thereof and pay monthly membership fees.  Moreover, any Turkmen is entitled to be a member of the Language Foundation, individually or as a part of a group.

 

1 – 6.  The Language Foundation bears no liabilities with regards to its member’s obligations; as is the same for any member of the Language Foundation.

 

1 – 7.  The properties donated by other members, parties or organizations to the Language Foundation become the sole property of the Language Foundation only.  The Language Foundation shall use the above mentioned donation according to the conditions set forth in this Article of Association, in order to achieve its objectives.

 

1 – 8.  The Language Foundation shall have the right to ?

 

1 – 9.  The Language Foundation shall have the right to establish or start partnership in other companies to achieve its objectives.

 

1 – 10.  In accordance with the laws and regulations, the Language Foundation is entitled to have its own branches or representative agencies.  The branches and representative agencies are not considered as legal person.  They shall perform their activities in accordance with an approved article of association.

 

1 – 11.  The persons in charge of branches and representative agencies shall be appointed by the Language Foundation.  They shall perform their activities in accordance with the power of attorney being issued for them.

 

1 – 12 Location and address of the Language Foundation will be as follows:

 

 

2.  Objectives and Scope of Activities

 

2 – 1.  The main objective of the Language Foundation is to teach Turkmen language to Turkmen’s residing in Iran and abroad, in addition to the language’s improvement, protection and progress.

 

            2 – 2.  The main scope of the activities of the Language Foundation include:

 

2 – 2.1: In accordance with this article of association, providing loans (loan recipients requirements shall be determined according to the concluded contract between the recipient and the Language Foundation) with the purpose of publishing the Turkmen scholars, authors, poets and translator’ articles and books in Iran or abroad; who are improving and enhancing Turkmen language;

 

2 – 2.2: In accordance with this Article of Association to support Turkmen scholars, authors, poets and translators to realize their beliefs and ideas;

 

2 – 2.3: To schedule and plan for scientific and educational events;

 

2 – 2.4: To communicate accurate information about Turkmen language in Iran and other countries, as well as creating a positive view towards this language;

 

2 – 2.5: To develop and enhance mutual scientific and professional relations, either official or unofficial, with other countries and international organizations;

 

2 – 2.6: To promote, develop, and expand official or unofficial international relations with Turkmen’s;

 

2 – 2.7: Online teaching of Turkmen language, preparing soft copies of the language related subjects, developing and supporting Turkmen websites in order to teach and speak the Turkmen language;

 

2 – 2.8: To organize social and recreational events as a means of Turkmen language teaching;

 

2 – 2.9: To develop a database about Turkmen;

 

2 – 2.10: To exchange experience with organizations similar to the Language Foundation;

 

2 – 2.11: To plan for Turkmen language training courses;

 

2 – 2.12: To organize scientific, historical and literature seminars, as well as poetry events;

 

2 – 2.13: To construct the Language Foundation website;

 

2 – 2.14: To produce broadcast radio and television programs about the Turkmen language;

 

2 – 2.15: To translate and distribute Turkmen literature heritage;

 

2 – 2.16: To develop a library of Turkmen books;

 

2 – 2.17: To organize and attend scientific conferences about the language.

 

 

3.  The Language Foundation Properties

 

3 – 1.  In the Language Foundation balance, the land, the building, the construction and other real or personal properties, including valuable documents and objects, money and foreign exchanges, are all considered as the sole property of the Language Foundation.

 

3 – 2.  The monetary sources of the Language Foundation include, but are not limited to:

§  Monthly membership fees of the members and other financial donations;

§  Donations received through real and legal persons;

§  Other funds raised from the selling of goods, services or other work performed;

§  Other sources of income, as permitted by law.

 

3 – 3.  Any profits of the Language Foundation are not entitled to be divided; they must be used towards achieving the objectives set forth in the Articles of Association.

 

3 – 4.  The financial and statistical quarterly reports of the Language Foundation must be submitted according to the determined rules and regulations.

 

3 – 5.  The fiscal year is to end on December 31st of each year.  Before the 1st of March of the following year, the Board of Directors of the Language Foundation must prepare the annual report to be approved during the general meeting.

 

 

4.  The Supreme Element of the Language Foundation

 

4 – 1.  The supreme element of the Language Foundation is the members of the general assembly.

 

4 – 2.  In order t manage the Language Foundation activities within the intervals that fall between the General Assemblies, 5 members of the General Assembly shall be elected as the Board of Directors for a period of one year.

 

4 – 3.  Duties and authorities of the General Assembly shall consist of the following:

 

4 – 3.1: To supervise the execution of the Language Foundation activities and observation of the current laws;

 

4 – 3.2: To modify and add to the Article of Association which is valid, if legally registered;

 

4 – 3.3: To determine the main focus of the activities, and to decide on developing the principles of promoting thereof;

 

4 – 3.4: To review and approve the annual report as well as the accounting balance sheet;

 

4 – 3.5: Supervision over the supreme element approvals, its chairperson, the report of the inspector’s commission and the execution and approval thereof;

 

4 – 3.6: Making decision regarding the dissolution of the Language Foundation;

 

4 – 3.7: Management of the accountant’s opinions and fixing his salary;

 

4 – 3.8: Approval of the financial plan of the Language Foundation and any related changes undergone;

 

4 – 3.9: Making decision regarding the establishment of other branches and representative agencies of the Language Foundation and approval of the Articles of Association thereof;

 

4 – 3.10: Making decisions regarding establishment;

 

4 – 3.11: Any other issue not expressed in this Article of Association.

 

4 – 4.  Any membership withdrawal must be submitted in writing.

 

4 – 5.  The general meeting is being held twice a year. One third of the general meeting members and the executive element shall call for extraordinary general meeting.  The location, date and time of the general meeting and the agenda shall be communicated to the members 15 days prior to the meeting by Executive Element or any other authorized member.

 

4 – 6.  In the general meeting, the decision makings are based on the majority of the votes.

 

 

5.  The Executive Element of the Language Foundation

 

5 – 1. The Executive Element, organizational body of the Language Foundation.  In accordance with the Article of Association, the executive element is responsible for the Language Foundation’s current activities that are not in the scope of the duties of the general meeting and the Executive Chairperson.  The Executive Element is chaired by the Executive Director.

 

            5 – 2.  The scope and duties of the Executive Element consist of the following:

 

            5 – 2.1: Planning for the activities determined by the general meeting;

5 – 2.2: Prioritize and plan for the achieving of the objectives of the Articles of Association of the Language Foundation; estimating the financial needs thereof;

 

5 – 2.3: Any purchase or sales contract of the properties worth less than the 25% of the balance sheet, in accordance with the objectives of the Article of Association;

 

5 – 2.4: Invitation of General Assembly;

 

5 – 2.5: Approval of internal documents that are not included in the scope of the authorities of the general meeting and the chairperson of the Executive Element;

 

5 – 2.6: Proposals to establish the Language Foundation branches and representative agencies as well as preparing the Article of Association thereof, in order to be discussed and approved in the general meeting;

 

5 – 2.7: Preparing the annual and financial reports to be submitted to the General Assembly;

 

5 – 2.8: Providing financial plans to be discussed in the General Assembly, as well as proposals with regard to any changes to the existing financial plan;

 

5 – 2.9: Proposal to establish third legal persons; managing and determining the scope of responsibilities;

 

5 – 2.10: Constituting scientific and professional groups to perform activities planning in accordance with the Articles of Association for the Language Foundation;

 

5 – 2.11: Any other issue not stated in this Article of Association;

 

5 – 2.12: Electing the chairperson of the Board.

 

5 – 4. All other issues in the scope of the Executive Element responsibilities and are not subject to be dealt in other Elements.  

 

5 – 5. The Quorum necessary for the formality of the Executive Element meeting shall be + 50%.

 

5 – 6.  Decision making at the Executive Element meeting shall be the majority of the votes.  Decision making in regards to 1, 3, 8 and the sub article 5 – 3 of article 5 of this Article of Association shall meet the minority of 2/3 of the votes.

 

6. Chairman of the Executive Element of the Language Foundation.

 

6.1. The chairman of the Executive Element is considered as the sole person to manage the daily activities of the Language Foundation.

6.2. The chairman of Executive Element has the responsibility to preside and undertake the daily activities.

6.3. Election and removal of the chairman of the Executive Element is of the Executive Element responsibility.

6.4. Responsibilities of the chairman of the Executive Element:

·         To undertake and supervise the daily activities of the Language Foundation, as well as Organizing the execution of the ratifications of the general meeting;

·         Within the county or other countries, s(he) acts on behalf of the Language Foundation without power of attorney. With regard to real and legal persons, governmental organizations, the Chairman of the Executive Element protects the interests of the Language Foundation and acts as its representative;

·         To make decisions and act along with the government, and independent local and international organizations;

·         To prepare the Language Foundation reports;

·          To undertake the responsibility to manage the Language Foundation properties within limits of his/her authorities, to open and close accounts in financial and credit unions;

·         To determine the procedure of using the foundation properties according to the objectives set in this Articles of Association;

·         To supervise over the activities of branches and representatives of the Language Foundation;

·         To hire individuals, including his/her assistant and accountant as well as assigning other duties of the Language Foundation and to determine their limit of responsibilities;

·         To sign contracts and approval of the internal documents and other related activities;

·         To have responsibility in organizing the Executive Element meeting and to inform the members there of one week prior to the meeting;

·         To prepare the agenda of the general and Executive Element meetings;

·         To guarantee, according to the Executive Element ratifications, achieving the goals of scientific and specialized groups;

·         To resolve any other related issues to the Language Foundation activities.

6.5. The Chairman of the Executive Element is entitled to give authorization to his/her assistant with the consent of the members of the Executive Element.

6.6. The Chairman of the Executive Element shall report quarterly on the performance of the Executive Element as well as the general meeting.

6.7. Financial documents shall be valid with two (2) signatures: The Chairman of the Executive Element and the accountant.

 

7. The Language Foundation activities inspection.

 

7.1. The responsibility of the supervision or inspection of the Language Foundation shall be executed by an inspection committee consisting of 7 members of the Language Foundation. This committee is entitled to supervise the Language Foundation activities, the ratifications there of, the execution and financial procedures.

7.2. The financial activities of the Language Foundation shall be supervised by the inspection committee every six months and a report shall be submitted to the general meeting.

7.3. The inspection committee may ask for all financial documents and related explanation from the chairman of the Executive Element.

7.4. The inspection committee shall its report to the general meeting.

7.5. All the information received by the inspection committee shall be confidential.

7.6. The inspection committee shall perform its duties within 10 days. In some specific conditions this duration may change by permission of the general meeting.

 

8. Change and dissolution of the Language Foundation.

 

8.1. Any change in the structure of the Language Foundation shall be carried out through sharing and unifying.

8.2. The Language Foundation may be legally dissolved only by court order.

8.3. The order to dissolve the Language Foundation may be effective according to the laws of Canada.

8.4. All the money raised by selling the properties shall be submitted to the general meeting only after clearing all debts,  the general meeting will decide about the remaining money.           

 

General Meeting attendants

The Language Foundation Founder