Corporate Law and Corporate Governance
Overview
The proper structuring of a company's ownership and management shapes the whole of its subsequent commercial life, from incorporation onward. Our work in this field is directed at establishing a structure suited to the company's needs, and at maintaining it in a manner consistent with both the legislation and commercial reality.
We provide legal support to our clients in Turkey and abroad from the company's establishment onward. We carry out fundamental transactions such as company formation, branch opening, preparation and revision of the articles of association, establishment of management structure, and determination of representation powers, with the commercial needs of the transaction in view. In addition, we provide consultancy on matters such as structuring the partnership, defining the framework of shareholder relations, and clarifying the distribution of internal authority.
Matters concerning capital increase, dividend distribution, share transfers, the functioning of company organs, and the protection of the financial structure that companies encounter over time also constitute a significant part of our work. In matters of capital loss and insolvency in particular, we assist in determining the legal status and identifying appropriate steps within the framework of relevant regulations, primarily Article 376 of the Turkish Commercial Code.
We also act for our clients throughout share transfers, share sales, and company acquisition transactions. We handle each stage of the process, including conducting legal due diligence, preparing transaction documents, negotiating contracts, and managing the closing phase. In each transaction, we focus on producing solutions that are both legally sound and practically applicable, by jointly evaluating the company's structure, the relationship between the parties, and commercial objectives.
Matters we handle in this area:
• Establishment of joint stock and limited liability companies
• Establishment of joint venture structures
• Opening of branch and liaison offices
• Change of address
• Preparation and amendment of articles of association
• Appointment of board of directors and managers
• General assembly and board of directors processes
• Preparation of internal regulations
• Appointment of signatories with limited authority
• Shareholders' agreements
• Capital increase and decrease
• Dividend distribution
• Merger, demerger and change of type
• Company acquisition and takeover transactions
• Share sale agreements
• Insolvency and technical bankruptcy situations under TCC art. 376
• Liquidation