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Commercial Law
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TRANSITION FROM LIBOR TO ALTERNATIVES IN GLOBAL FINANCE 2 April 2024
For decades, the London Interbank Offered Rate (“LIBOR”) has been one of the cornerstones of the global finance ecosystem, serving as the benchmark interest rate for a multitude of transactions worldwide. This article discusses the foundation of LIBOR, its significant role, its mechanics, and the shift of the industry towards alternative interest types due to the cessation of LIBOR. It provides a comprehensive evaluation of the evolving landscape of reference interest rates in finance, elucidating the complex and dynamic nature of LIBOR.
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RIGHT TO EXIT FROM PARTNERSHIP IN LIMITED LIABILITY COMPANIES 2 April 2024
Exiting a partnership refers to a partner voluntarily leaving a limited liability company. The provisions related to exit are regulated by Article 638 of the Turkish Commercial Code (“TCC”), while the participation in exiting is specifically regulated in Article 639.
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GENERAL ASSEMBLY OF JOINT STOCK COMPANIES TO BE HELD VIA ELECTRONIC MEANS 21 March 2024
In joint-stock companies, the general assembly is where shareholders with voting rights or their representatives declare their intentions, exercise their rights related to the company, and receive information. The general assembly can be convened either physically at a specified time and location or electronically. The regulations for electronic general assemblies are outlined in Article 1527 of the Turkish Commercial Code No. 6102 ("TCC") and Article 30 of the Capital Markets Law No. 6362 ("CML"). According to Article 1527/5 of the TCC, “Attending to the general assembly of joint stock companies via electronic means, giving opinion and voting result in all judicial conclusions of voting and attending physically”.
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DAMAGE TO THE COMPANY CAUSED BY AN AUTHORIZED DIRECTOR IN A LIMITED LIABILITY COMPANY AND ITS CONSEQUENCES 12 October 2023
WHAT ARE THE BODIES OF A LIMITED LIABILITY COMPANY?
Limited liability companies have two mandatory bodies: the General Assembly and the Board of Managers. According to Article 623 of the Turkish Commercial Code No. 6102 ("TCC"), managers are authorized to make decisions on all matters related to management that are not reserved by law or the company's articles of association for the general assembly and to execute these decisions.
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PROCEDURE FOR REDEMPTION OF BANK LETTERS OF GUARANTEE 10 October 2023
1. WHAT ARE BANK LETTERS OF GUARANTEE USED FOR?
In the absence of a separate legal regulation, the legal basis of bank letters of guarantee is Article 128 of the Turkish Code of Obligations No. 6098 (''TCO''). With a bank letter of guarantee, the bank undertakes to make a certain amount of payment to the addressee (guarantor) in the event that the beneficiary (customer) fails to perform its obligations or other risks specified in the contract are realised. This commitment creates an independent contractual relationship between the bank and the addressee. The beneficiary is not a direct party to the letter of guarantee.
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DAMAGE TO THE COMPANY CAUSED BY A MEMBER OF THE BOARD OF DIRECTORS IN A JOINT STOCK COMPANY AND ITS CONSEQUENCES 9 October 2023
WHO ARE THE MEMBERS OF THE BOARD OF DIRECTORS AND HOW ARE THEY ELECTED?
According to the abrogated Turkish Commercial Code No. 6762 (''Former TCC''), the members of the board of directors must be shareholders of the company at the same time; however, according to the Turkish Commercial Code No. 6102 (''TCC''), the requirement for the members of the board of directors to be shareholders at the same time has been abolished.
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PROTECTION OF PERSONAL DATA IN MERGER AND ACQUISITION PROCESS 12 December 2022
PROTECTION OF PERSONAL DATA IN MERGER AND ACQUISITION PROCESS
I. INTRODUCTION
The concepts of personal data and the protection of it have started to be of great importance for both legal entities and natural persons with the increasing technological developments in the recent period. In this context, access to the personal data in question, the establishment of the security of the transactions regarding the storage and transfer of these data are among the legal issues that need to be focused on today. One of the most important steps taken to emphasize this importance is the Law on the Protection of Personal Data, which entered into force in Turkey on April 7, 2016, and the secondary legislation enacted by the Personal Data Protection Authority afterwards.
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TRANSITION OF MINORITY SHAREHOLDINGS UNDER THE COMPETITION LAW 18 October 2022
TRANSITION OF MINORITY SHAREHOLDINGS UNDER THE COMPETITION LAW
1. INTRODUCTION
Transition of minority shareholdings is mostly handled within the scope of mergers and acquisitions, and in this context, it is examined in the light of Article 7 of the Law on the Protection of Competition (“RKHK”) numbered 4054, which regulates mergers and acquisitions.
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THE LIQUIDATION OF LIMITED COMPANIES 10 January 2022
THE LIQUIDATION OF LIMITED COMPANIES
I. INTRODUCTION
Limited Companies are terminated by the following reasons such as the realization of one of the reasons for termination written in articles of association of the company, the resolution of the general assembly, the adjudication of bankruptcy, and other termination cases stipulated in the law.
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THE REQUIREMENT TO NOTIFY AND REGISTER BEARER SHARE CERTIFICATES TO THE CENTRAL REGISTRY AGENCY 24 December 2021
THE REQUIREMENT TO NOTIFY AND REGISTER BEARER SHARE CERTIFICATES TO THE CENTRAL REGISTRY AGENCY
1. INTRODUCTION
“The Communique on Notification and Registration of Bearer Share Certificates to the Central Registry Agency (“Communique”) was published in the Official Gazette No. 31446, dated April 6, 2021, and entered into force. The Communique provides the procedure and principle regarding the notification and registration of bearer share certificates of joint-stock companies to the Central Registry Agency (“CRA”).
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