Turkey amends the regulation on meetings for joint stock companies

On October 9, 2020, Turkey amended the "Regulation on the Procedures and Principles of General Assembly Meetings of Joint Stock Companies and Customs and Trade Ministry Representative to be Present in Assemblies", which contains significant changes to the general assembly meeting procedures.

The main changes in the amendment include

• Deletion of the requirement to chair a meeting and creation of a list of participants for companies with a single shareholder.
• Shareholder representatives will no longer be able to attend the general assembly meeting of non-public companies and represent a shareholder without presenting a notarized power of attorney. As a result of this change, it will no longer be sufficient to present a non-certified power of attorney signed by a person authorized to sign.
• The requirement for a representative of the Ministry of Commerce to be present at general assembly meetings and privileged general meetings of companies with sole shareholders has been removed (except for companies where the establishment and amendments to the articles of association are subject to the approval of the Ministry of Commerce).
• In cases of general meetings convened by the Board of Directors, an application for the participation of a representative of the Ministry of Commerce can now be made online. If the Board of Directors is not present or it is not possible to obtain a quorum of the Board of Directors, a notarized application from all shareholders or their representatives is sufficient to appoint a representative of the Ministry in a general assembly meeting not convened by the Board of Directors to select the Board of Directors.
• The amendment also removes the obligation to provide a list of authorized signatories for signatures on a petition when a representative of the Ministry is requested.

For more information on this amendment, please contact your regular CMS consultant or local CMS expert: Dr. Döne Yalçın.