Companies Law

What is Corporate Law?

Corporate law is the branch of law that regulates the establishment, management, operation and termination processes of commercial companies. This field aims to protect the rights of company partners, ensure the effectiveness of company management and conduct commercial activities within a legal framework.

Companies, which are the main actors of the modern economy, have complex legal structures. Corporate law contributes to economic development by ensuring the orderly functioning of these structures. This field, regulated within the framework of the Turkish Commercial Code, adapts to the needs of the constantly developing business world.

Our Corporate Law Service Areas

Company Types and Features

Capital Companies

Partnerships

Company Establishment Process

Preliminary Preparation Stage

Preparation work to be done before company establishment is of critical importance.

Preparation Stages:

1. Business Plan Preparation: Determining activity subject and goals
2. Company Type Selection: Determining the most suitable company type
3. Partner Structure: Determining partners and capital shares
4. Title Determination: Selection and control of company title
5. Headquarters Address: Determining company headquarters

Establishment Procedures

Official procedures required for company establishment must be done in a certain order.

Procedure Order:

1. Preparation of articles of association
2. Capital deposit
3. Trade registry registration
4. Announcement in trade registry gazette
5. Notification to tax office
6. SSI procedures

Company Bodies and Duties

Joint Stock Company Bodies

Limited Company Bodies

Capital Transactions

Capital Increase

Companies can increase their capital in line with their growth and financing needs.

Types of Capital Increase:

• Cash Capital Increase: With cash payment
• In-kind Capital Increase: With assets
• Increase from Internal Resources: From reserves
• Debt to Equity Conversion: Converting debts to capital
• Conditional Capital Increase: Subject to certain conditions

Capital Decrease

Companies can reduce their capital under certain conditions.

Reasons for Decrease:

• Covering losses
• Return to partners
• Optimizing capital structure
• Tax advantages

Company Mergers and Divisions

Company Mergers

Companies can carry out merger transactions within the scope of their growth strategies.

Types of Mergers:

• Merger by Acquisition: One company acquiring another
• Establishing New Company: Two companies establishing new company
• Simplified Merger: Simplified procedure

Company Divisions

Division transactions can be made for companies to separate or optimize their activities.

Types of Divisions:

• Full Division: Complete division of company
• Partial Division: Separation of a part
• Division by Inheritance: Division with transfer

Company Disputes

Disputes Between Partners

We provide legal support for resolving disputes that may arise between company partners.

Common Dispute Topics:

• Profit distribution
• Management rights
• Information rights
• Leaving/expelling from company
• Non-compete violation

Manager Liability

Company managers become liable when they fail to fulfill their duties properly.

Types of Liability:

• Internal Liability: Liability to company
• External Liability: Liability to third parties
• Criminal Liability: Acts constituting crimes

Company Liquidation

Reasons for Liquidation

Termination of companies can occur for various reasons.

• Expiration of Term: End of term specified in articles of association
• Achievement of Purpose: Completion of company purpose
• Impossibility: Inability to achieve purpose
• Bankruptcy: Debts becoming unpayable
• Court Decision: Dissolution for justified reasons

Liquidation Process

1. Making liquidation decision
2. Appointment of liquidators
3. Call to creditors
4. Converting assets to cash
5. Payment of debts
6. Distribution of remaining assets to partners

Corporate Governance

Corporate Governance Principles

Application of corporate governance principles in modern company management is of critical importance.

Basic Principles:

• Transparency: Clear and understandable information
• Accountability: Management responsibility
• Fairness: Equal treatment of all stakeholders
• Responsibility: Social and environmental responsibility

Corporate Governance Practices

• Independent board members
• Establishment of audit committee
• Risk management system
• Internal control mechanisms
• Ethics rules and codes of conduct

Advantages of Our Corporate Law Consultancy