Corporate & Commercial Law Practice
Legal representation in Joint Stock & Limited Liability Company formation, corporate governance, General Assembly annulments, Shareholders' Agreements, and commercial litigation in Kuşadası and Aydın.
Kuşadası Corporate & Commercial Law Guide
Corporate Law safeguards commercial enterprises throughout their lifecycle, from incorporation to liquidation, balancing shareholder rights, ensuring statutory compliance, and mitigating business liability. Governed by Turkish Commercial Code No. 6102 (TCC) and Turkish Code of Obligations No. 6098 (TCO), corporate operations demand precise contract architecture. Hocaoğlu Law Firm, led by Attorney Barış Hocaoğlu, provides retainer legal counsel and litigation services to domestic and foreign corporations across Kuşadası, Aydın, Söke, Didim, and İzmir.
1. Company Formation & Capital Structuring (TCC Art. 329 - 644)
Incorporation tescil and articles of association drafting for Joint Stock Companies (JSC / A.Ş.) and Limited Liability Companies (LLC / Ltd. Şti.):
- Capital Minimums: TRY 50,000 for LLCs and TRY 250,000 for JSCs. For step-by-step procedures, review our guide on How to Incorporate a JSC or LLC Company in Turkey.
- Capital Increases & Re-structuring: Managing capital increases, share transfers, and converting sole proprietorships into capital corporations before the Trade Registry.
2. Shareholders' Agreements (SHA) & Minority Protection (TCC Art. 411)
Drafting comprehensive Shareholders' Agreements (SHA) to prevent shareholder deadlock. We structure tag-along / drag-along exit clauses, pre-emptive purchase rights, board nomination rights, dividend distribution policies, and minority information rights (Art. 437).
3. General Assembly Operations & Annulment Litigation (TCC Art. 445)
Organizing ordinary/extraordinary General Assembly meetings, securing Ministry representation, and litigating Annulment and Nullity Lawsuits before Commercial Courts within 3 months against unlawful general assembly resolutions.
4. Board Member & Director Personal Liability (TCC Art. 553 & 376)
Handling personal financial liability lawsuits against JSC Board Members and LLC Directors for breach of duty of care or loyalty. Managing statutory notifications under TCC Art. 376 regarding capital loss and insolvency.
5. Unfair Competition & Commercial Contracts (TCC Art. 54 - 63)
Protecting corporate trade secrets, litigating unfair competition claims, and drafting cross-border distributorship, agency, franchising, supply, and non-disclosure (NDA) agreements.
6. Mergers, Acquisitions (M&A) & Due Diligence (TCC Art. 134 - 194)
Managing corporate mergers, asset/share purchase agreements (SPA), legal Due Diligence reporting, spin-offs, and company type conversions before the Trade Registry and Competition Authority.
7. Company Dissolution & Liquidation (TCC Art. 529 - 548)
Handling formal corporate dissolution, liquidator appointments, creditor call announcements, asset liquidation, and trade registry deregistration.
8. Retainer Corporate Counsel & Compliance Risk Audit
Providing monthly retainer legal counseling to audit daily commercial operations, internal corporate compliance, KVKK data governance, employment contracts, and board resolution validity.
9. Corporate Insolvency & Concordat Restructuring (EBL Art. 285)
Assisting financially distressed capital corporations with Concordat (Konkordato) debt restructuring applications, obtaining temporary moratorium protection, and negotiating creditor repayment plans before Commercial Courts under Enforcement and Bankruptcy Law No. 2004.
10. Cross-Border Trade & Commercial Contracts (CISG & Incoterms)
Drafting international sales contracts under the United Nations Convention on Contracts for the International Sale of Goods (CISG), integrating Incoterms 2020 delivery terms, and resolving international commercial payment disputes.
11. Mandatory Pre-Trial Commercial Mediation (Law No. 7155)
Under Law No. 7155, applying for statutory commercial mediation prior to filing litigation for monetary claims is a mandatory prerequisite.
12. Judicial Jurisdiction (Aydın Commercial Courts)
Under TCC Article 5, commercial disputes fall under exclusive Commercial Court jurisdiction. Kuşadası, Didim, and Söke corporate litigation is tried before Aydın Commercial Courts of First Instance.
Frequently Asked Questions
What are the minimum capital requirements for establishing a company in Turkey?
Under Turkish Commercial Code No. 6102 and relevant Presidential Decrees, minimum capital thresholds are TRY 50,000 for Limited Liability Companies (LLC / Ltd. Şti.) and TRY 250,000 for Joint Stock Companies (JSC / A.Ş.).
Who can file a lawsuit for annulment of General Assembly decisions and what is the deadline?
Under TCC Article 445, shareholders attending the general assembly meeting and casting recorded dissenting votes can file an annulment lawsuit before the Commercial Court of First Instance within 3 months of the general assembly date.
Under what circumstances do board members incur personal financial liability in Turkey?
Under TCC Article 553, board members and managers are personally liable to the company, shareholders, and corporate creditors for damages caused by negligent breach of statutory duties or articles of association.
What is a Shareholders' Agreement (SHA) and how does it differ from Articles of Association?
A Shareholders' Agreement (SHA) is a confidential contract executed among shareholders under contract law. Unlike Articles of Association, SHAs are not published in the Trade Registry and govern tag-along/drag-along rights, veto powers, and internal management.
Which court holds jurisdiction over commercial disputes in Kuşadası and Aydın?
Under TCC Article 5, commercial disputes originating from corporate law fall under the exclusive jurisdiction of Commercial Courts of First Instance. Kuşadası corporate litigation is tried before Aydın Commercial Courts.
Hocaoğlu Law Firm provides comprehensive corporate counsel and commercial litigation services to domestic and international companies across Kuşadası, Söke, Didim, Aydın, and İzmir.