Şahin | Doğan Law, provides services in the field of Corporate Law, which encompasses legal regulations and practices related to the establishment, management, and termination of commercial enterprises, with its expert team.
Corporate Law in Turkey is a branch of law that covers the rules regarding the establishment, management, and termination of commercial enterprises. Corporate law is based on the Turkish Commercial Code, Turkish Commercial Code Regulation, and other relevant legislation.
The Turkish Commercial Code regulates various aspects, ranging from the establishment to the management of companies, commercial books, and ownership rights. According to the Turkish Commercial Code, companies operate in line with the purpose determined in their articles of association and aim to generate commercial profits. The activities of companies are also limited by the applicable laws and other legal regulations.
The most commonly used types of companies in Turkey are as follows:
- Joint Stock Company (JSC)
- Limited Liability Company (LLC)
- Commandite Company (CC)
- Cooperative (Coop)
- Sole Proprietorship
A joint-stock company is the most common type of company. It can be established by at least 5 founders, and its fundamental characteristic is that it consists of individuals who share a certain portion of its capital in the form of shares and are only liable for the losses arising from the company’s activities up to the extent of their capital.
A limited liability company can be established by at least two partners, and each partner determines their capital share in a specified proportion. The most important feature of a limited liability company is that the partners are liable for the company’s debts only up to the extent of their capital shares.
A commandite company consists of two types of partners: limited partners and general partners. Limited partners are not liable for the company’s debts since they participate in the company only with their capital. General partners, on the other hand, actively participate in the management of the company and are fully liable for its debts.
A cooperative is a type of company formed by a group of individuals to protect their common interests and develop economic activities. Cooperatives are characterized by active participation of the members in activities, joint decision-making, and sharing of the collective profits.
A sole proprietorship is a type of company that can be established and managed by a single individual. The owner of a sole proprietorship makes all decisions on their own and is personally liable for all of the company’s debts.
Joint-stock companies can be established by at least 5 founders, and their capital is divided into shares. Limited liability companies, on the other hand, are established by at least 2 founders, and their capital is not divided into shares. The liability of the partners is also limited.
In Turkey, the activities of companies are recorded and monitored by the Trade Registry Directorates. Additionally, companies are also monitored by the Revenue Administration due to their tax obligations.
The management of companies is carried out in accordance with the provisions specified in the articles of association. The management body is usually determined as the board of directors or the executive, and it manages the company’s activities. Shareholders gather in the general assembly to supervise the management of the company and make decisions.
Corporate law also includes regulations regarding mergers and acquisitions, liquidation procedures, capital increases and reductions, and other related matters. These transactions are conducted within specific legal processes and conditions.
In Turkey, corporate law also covers many issues regulated by the Capital Markets Board (CMB). The CMB establishes the necessary regulations for public companies to operate in the capital markets. These regulations include capital increases, public offerings, investor information disclosure, selection of board members, and supervision by the CMB.
Furthermore, within the scope of corporate law, legal issues and disputes that companies may encounter are also addressed. These issues include violations of shareholders’ rights, breaches of duties by board members, contract violations, and rights of employees and workers.
