DIGITALIZATION OF COMPANY LAW IN TURKEY

The Ministry of Commerce (the “Ministry”) has introduced a new practice that enables, in limited liability companies, the resolutions of general assembly meeting of shareholders to be adopted online via MERSIS (Mersis is a central registration online system) through expanding the scope of the digitalization of internal trade transactions.

This new practice of enabling the shareholders to pass general assembly resolution online through their electronic signature via MERSIS without being required to be physically present has been adopted as of 1 July 2022.

Accordingly, adoption of such resolutions through circular (by way of hand circulation), which aims to quickly approve the resolutions of the general assembly in limited liability companies, can now be realized online via MERSIS. In this way, according to the announcement of the Ministry, it will be possible to pass the resolutions of the general assembly in limited liability companies in a fast, easy and secure way.

With this novel development, any of the shareholders can sign the draft resolution to be prepared through MERSIS by an electronic signature and submit it to the opinion of the other shareholders, and the subject shareholders can enter this system at different times and state their opinions on the decision with the electronic signature thereby enabling general assembly resolution to be approved smoothly.

As it has been put in effect since 1 July 2022, resolutions now can be easily passed, especially in cases where it is not possible for the shareholders to be present physically. Therefore, the presence of shareholders in different countries and cities will not create hinderance for their decision-making anymore, provided that they have their own Turkish electronic signature.

Our Law Firm remains at your disposal for any further clarifications you may need.