Corporate Governance and Compliance: Articles

How should a working arrangement with a company lawyer be set up? The client’s identity, initial documents, review of decisions and contracts, tracking of risks, reporting and the scope of fees are explained with concrete tools.

The employer's duty to prevent mobbing: TBK Article 417, Circular No. 2025/3, impartial internal investigation, confidentiality and legal liability.

Examines how a veto right is built in limited liability and joint-stock companies, through reserved matters, aggravated quorums, privileges, powers of corporate bodies and deadlock mechanisms.

A comprehensive guide to the risks of authorization, conflict of interest, arm's length price, tax and damages when a shareholder or manager deals with the company or through related persons.

Explains when a shareholder must pay when the company needs money, distinguishing a capital increase, an additional contribution obligation and a voluntary shareholder loan.

A guide comparing the legal, tax and social security consequences of payments made to a shareholder for services in the company, for a management role and for shareholding.

A guide to permission to call a meeting, trustees for representation and management, remedying the deficiency, and dissolution when a company has no manager or board of directors.

A company's articles of association are more than a registration document. This guide explains the mandatory and strategic provisions of the articles of a joint-stock company and of a limited liability company.

A guide to determination of share ownership, correction of the share ledger, and voting and dividend rights where the company fails to register a share transfer or an inheritance.

Dissolution of a limited liability company for just cause is a last resort. Instead of dissolution, the court may order the claimant shareholder to be bought out at real value, or another workable solution.

Choosing between a limited liability company and a joint-stock company involves far more than the amount of capital. This guide compares the two structures in terms of liability, management, tax, investment and share transfer.

Explains the equal treatment principle in joint-stock companies and the means by which a minority shareholder is protected against selective disclosure, non-distribution of profit, dilution and majority pressure.

Dissolution for just cause in a joint-stock company is an exceptional route protecting the minority against majority pressure. The court first considers a real-value payment or other solutions that keep the company alive.

A comprehensive guide to the call to meeting, quorum, written resolutions, authority, non-existence and the grounds of nullity under TCC Art. 391 in board of directors resolutions, with the action and injunction dimension.

20 important mistakes to review before a company is set up, and the legal, financial and managerial methods of preventing them.

A guide that separates access to financial reports from the right to inspect commercial books, and explains KOOPBİS, written applications, audit, personal data and litigation options with a concrete example.

Capital loss, over-indebtedness, the interim balance sheet, capital make-up, the exchange-difference exception extended to 2028 and management's responsibility under TTK 376.

Pre-emptive rights in a capital increase, dilution of the shareholding and protection of the shareholder: quorums, exercise periods, evidence and legal remedies in joint-stock and limited companies.

Capital reduction in joint-stock and limited companies: returns to shareholders, loss offsetting, creditor notices, cancellation periods and the tax ordering under CTL Article 32/B.

By what resolution may a company's significant assets be sold? The general assembly quorum in joint-stock and limited companies, representation, invalidity of the sale and the shareholders' rights of action.