Company Law
Frequently Asked Questions
What are the Differences Between Sole Proprietorship and Stock Company?
The main difference is that the partners of the sole proprietorship have personal responsibility for the debts of the company, whereas the shareholders of the stock company do not have any personal responsibility for the debts of the company. In stock companies, the partners only have debt to put capital. Exceptionally, in limited liability companies, which are stock companies, a certain amount of personal liability of the partners against public debts is foreseen.
Who Keeps Commercial Books?
Merchants often seek help from accountants/financial advisors in business bookkeeping. The commercial book is kept by the board of directors in joint stock companies, and the managing partners in collective companies.
How Long Do Commercial Ledgers Have to Keep?
Traders are obliged to keep the commercial books for 10 years from the last registration date.
What is an Ordinary Limited Partnership?
It is established with at least two people. This company has two types of partners: one of them consists of only real persons and is like a collective company partner with unlimited liability due to the company's debts, and its personal assets can be confiscated, these are called limited partners. They can bring as capital to the company anything that can be measured in money. The other type of partner consists of both real and legal persons and is limited to the amount of capital committed by the company due to its debts, and can bring anything that can be measured in money as capital to the company, except for personalization and personal reputation, which are called limited partners.
Does an ordinary company have legal personality?
An ordinary company is not a trading company and has no legal personality.
Ordinary company or ordinary partnership that does not have a separate entity from its owner, which is differentiated as the simplest company model is a common type of company due to its ease of establishment, lack of legal personality and no registration requirement. Ordinary companies are regulated in articles 620 – 645 of the Turkish Code of Obligations. All partners must act together in legal actions and transactions related to the company and its assets.
The fundamental basis of company law is the Turkish Commercial Code No. 6102 dated 2011.
Company law is a branch of law that covers the rules regarding the establishment, merger, division, transfer, type change and liquidation of commercial companies and examines the legal relations with commercial companies.
Company Law, which is considered as the legal rules regulating commercial enterprises and completely commercial relations for the establishment of healthy commercial relations, has been determined by keeping it separate from the special cases covered by the Turkish Code of Obligations due to the broad concept covered by commercial affairs.
Demir Law Firm aims to provide effective, fast, economical and solution-oriented services by protecting the interests of its clients in the field of Company Law.
Demir Law Firm provides legal services to its clients on the following matters regarding the Company Law:
- Providing all necessary services within the scope of company establishment procedures,
- Preparation of company articles of association, shareholders’ agreements, share transfer agreements, letters of intent,
- Providing consultancy services in merger and acquisition processes,
- Preparation of Due Diligence in merger and acquisition processes,
- Providing regular consultancy services for continuous transactions such as the regulation of internal directives and signature circulars,
- It is also within the scope of the services to follow up the processes before the institutions such as trade registry directorates, tax offices, provincial directorates of commerce.
- Negotiation and preparation of all major commercial contracts
- Execution of general assembly meetings, capital increase and capital reduction transactions,
- Providing consultancy services regarding board meetings,
- Providing consultancy and planning services on Joint Venture, mergers, acquisitions and asset sales,
- Providing consultancy services on structuring agreements, tax applications and preparation plan,
- Execution of company liquidation processes,
- Negotiation and preparation of comprehensive business agreements,
- Corporate management consultancy,
- Unfair competition law consultancy,
- Regulation and supervision of current account relations,
- Supervision and regulation of stocks and bonds and other capital market law transactions,
- Establishment of Liaison office and branches,
- Auditing commercial books,
- Preparation and supervision of dealership, distributorship, know-how, leasing, license, franchising, sponsorship, sales and all other contracts.