The board of directors [“Board”] stands out as a body that undertakes the management and representation duties of a joint stock corporation and is endowed with the power that can affect the interests of the corporation as well as its related parties. Such broad authority brings with it the same degree of responsibility. Although such responsibility mostly results in legal liability, the legislator did not remain silent on the fact that the activities of the Board are directly related to the market economy, and thus, imposed criminal sanctions in connection with the actions of the members. In this respect, the use of management and representation powers by the Board members or their personal actions may lead to criminal liability.

From promoting a new brand to preserving the market presence of an already established one, User Generated Content (“UGC”) has become an uncanny tool to initiate and preserve consumer engagement. With that, social network providers have transformed from mere conduits of social interaction between individuals, to multifaceted platforms that enable businesses to reach their consumers. As UGC became more and more mainstream, pulled millions of users and created some of the biggest tech companies, many countries try to catch up with regulations such as Turkey.

Significant amendments were introduced to the Communiqué of the Competition Authority on Mergers and Acquisitions Requiring Authorization of the Turkish Competition Board, numbered 2010/4, with the Communiqué published in the Official Gazette on March 4, 2022. In this respect, while the turnover thresholds taken into account in mergers and acquisitions to determine whether Competition Board’s approval is necessary are increased, exceptional rules are adopted in relation to transactions involving technology companies. These amendments will become effective two months after their publication, i.e., as of May 4, 2022.

On April 5, 2022, leading lawyers from across all of CEE will be coming together for the Dealer's Choice Conference and Deals of the Years Awards Banquet. Leading up to the event, we spoke with Oana Ijdelea of Ijdelea & Associates to learn what they are looking forward to the most.

As announced last week, the Turkish Competition Authority has recently amended the legislation relating to the Turkish merger control regime through an amendment communiqué. This piece of additional analysis is to explore the scope of sectors that will be exempt from certain local turnover thresholds, and therefore the concentrations in which will be notifiable in Turkey regardless of magnitude of Turkish operations.

In November 2021, the Green Debt Instrument and the Green Lease Certificate Guidelines Draft [the “Draft Guide”] was submitted to the public opinion. The draft was approved and published with the Principal Decision of the Turkey’s Capital Markets Board [“CMB”] dated February 24, 2022 and numbered 10/296, with some revisions made as per the comments by the market actors.

Turkish Commercial Code No. 6102 (“TCC”) sets forth that in accordance with the articles of association or by changing the articles of association, general assembly of shareholders of a joint stock company may decide to issue dividend right certificates in favor of the owners, creditors or those related to the company for a similar reason. In this article, we will focus on the purpose and types of dividend right certificates within the framework of Article 348, 502 and 503 of the TCC.

Succession is essentially the passing of the legator's personal assets during their lifetime to the estate, subject to joint ownership upon the legator’s death, and then to individual heirs. Prior to the death of the legator, the legator preserves all of their property rights, while the future heirs do not attain heirdom, let alone any rights on legator’s property. The titles of legator and heir are gained only upon the death of a person, and from then on, the heirs are entitled to the inheritance. For this reason, the most contentious aspects of inheritance law are succession, which is the transfer of the inheritance and possible interventions to the heirs’ inheritance shares.

On January 19, 2022, Turkish Competition Authority (“Authority”) has published a highly anticipated decision of the Competition Board (“Board”) regarding the investigation against retail grocery chains and suppliers of such chains, active in the fields of retail food and cleaning products (“Investigation”). The Investigation involved leading global suppliers of food and cleaning products such as Henkel, Unilever, Nestle, Johnson & Johnson, Procter & Gamble and Nivea as well as almost all retailers active in fast moving consumer goods (“FMCG”) business in Turkey including but not limited to the major players such as BİM Birleşik Mağazalar A.Ş. (“BİM”), CarrefourSA Carrefour Sabancı Ticaret Merkezi A.Ş. (“Carrefour”), Migros Ticaret A.Ş. (“Migros”) and Yeni Mağazacılık A.Ş. (“A101”).

Former Cakmak Partner Kemal Aksel has joined the International Finance Corporation - the private sector finance arm of the World Bank.

Following the launch of a military operation against Ukraine by the Russian Federation; EU, US, UK and several other countries began imposing broad economic sanctions against Russia. Another recent and critical sanctions is the European Council’s decision and regulation of March 2, 2022, which removes 7 Russian banks from the SWIFT system.

In Turkey, 2021 continued to be dominated by the COVID-19 pandemic and the various legal difficulties and ambiguities that it brought. This raised several questions on how to apply the Turkish data protection law and related legislation, in particular about how to properly process data on health, vaccination status, and PCR tests.

Despite uncertainty due to the pandemic, the pace of merger activity in Turkey has not decreased and merger control is still one of the Turkish Competition Authority’s (TCA) key enforcement areas. The Law on Protection of Competition (Competition Law) amendment in June 2020 was a milestone for merger control in Turkey as it changed the substantive test for assessment of mergers. Below are some observations regarding the adoption of the new test and the TCA’s recent approach to merger control and remedies.

Crowdfunding is a new generation funding and investment system which allows different individuals to invest in a project in exchange for shares or interest. Crowdfunding offers an alternative funding market that creates a win-win situation for entrepreneurs and investors.

Turkey is the world’s tenth largest agricultural producer and a hub for many top global players in food production. The country is accelerating the integration of sustainability principles into the sector’s growth strategies.

It is not often that a CEE law firm decides to expand beyond the borders of its home market. Seeking out clients abroad and maintaining a standard of quality service is not only taxing but may also prove harmful – if not planned correctly.

When much was happening around the world, especially with the global pandemic, we decided to start our firm – Guleryuz & Partners – in September 2020. We made a major investment ignoring all the current challenges, including COVID-19 and the sluggish Turkish economy.

After the Russian Federation had launched a military operation against Ukraine; the U.S., the EU, the UK, and a number of other countries began imposing broad economic sanctions against Russia. Those imposed by the United States are among the most economically effective sanctions.