Inal Law Office > Istanbul, Turkey > Firm Profile

Inal Law Office > Firm Profile

The firm: Inal Law Office is led by Ms Seyma Inal, whose reputation rests on more than 30 years of experience in corporate and commercial, banking and finance, joint ventures and M&A, competition, shipping, energy and aviation laws.

Based in Istanbul and with correspondent offices in Ankara, Izmir and Geneva, and a network of partners and experts all over the world, the firm specialises in providing legal assistance to multinational and international companies as well as banks and financial institutions.

Inal Law Office has been carrying out long-term and trustworthy relations with its clients, and is also providing services to its clients while investing out of Turkey with the assistance of its worldwide network and its market knowledge.

The firm is known for its fast, friendly and punctual service and functions as a bridge between Turkish and international laws.

Areas of practice
Corporate, commercial and M&A: Our firm advises  M&A, joint ventures, corporate governance, share purchase/sale, asset purchase/sale, competition and antitrust, privatisation and incorporation.

Banking and finance: project finance, export finance, ship finance, Islamic finance, syndications, restructuring and capital markets.

Litigation, dispute resolution and arbitration: commercial litigation, maritime litigation, contractual disputes, enforcement of foreign court decisions and arbitral awards, insurance litigation and commercial arbitration and mediation.

Shipping, ports and  transportation: shipbuilding contracts, recycling and demolition, defence industry and civil aviation.

Super yachts:  new building, sale/purchase, yacht finance, repair and refit, leasing and free zone advice, including litigation.

Energy and renewable energy:  wind turbine supply, installation, maintenance and service contracts and energy finance.

Real estate and construction: construction agreements, design and architecture services agreements, public and private tenders, leasing and construction disputes.

Employment and labour: employment contracts, employment policies, workplace regulations, collective bargaining and dismissal.

Lawyer Profiles

Photo	Name	Position	Profile
	Mr Baran Bas	Of Counsel	View Profile
	Mr Ahmet Bayraktar	Associate	View Profile
	Ms Seyma Inal	Founding Partner	View Profile
	Ms Yasemin Işık	Associate	View Profile
	Ms Pınar Kara	Senior Associate	View Profile
	Mr Cihan Misirli	Counsel	View Profile
	Ms Zeynep Özgültekin	Associate	View Profile
	Mr Ilyas Sahbaz	Of Counsel	View Profile
	Mr Memil Sarısözen	Managing Senior Counsel	View Profile

Doing Business In

GUIDE ON SHIP ARREST IN TURKEY

The rules and procedures for ship arrest in Turkey are specified under the Turkish Commercial Code no. 6102 (“TCC”) and the Enforcement and Bankruptcy Code no. 2004 (“EBC”) (The general rules of the EBC apply to the enforcement of ship arrest unless otherwise stated in the TCC.) This memo has been prepared to explain the fundamental points of ship arrest briefly.

By way of a general introduction, it needs to be highlighted that the 1999 Geneva “International Convention on Arrest of Ships” (“Convention”) has entered into force for Turkey on 11 December 2019. Indeed, Turkey’s letter of accession was deposited on 11 September 2019 in accordance with Article 12(3) of the Convention. Pursuant to its Article 14(2), the Convention became binding for Turkey 3 months following this step. On a strict literal reading of its Article 8(1), the Convention must now be applied by Turkish Courts directly. However, given that the Convention has already been implemented almost verbatim in the TCC, which has come into force on 1 July 2012, it is highly likely that the Courts will continue applying the provisions of the Convention as enacted in the TCC. There is also a rather practical reason for such approach: in the TCC, the provisions of the Convention are brought together systematically with many domestic rules on ship arrest. As such, it will presumably be easier for Courts and practitioners to continue referring to the TCC as a whole, rather than applying the Convention and the residual provisions of the TCC as two-tier-legislation. Therefore, we will continue to refer in this memo to the corresponding provisions of the Convention as enacted in the TCC.

Ship arrest

Article 1353 of the TCC provides that in order to secure maritime claims (described herein below), a vessel can only be arrested on the basis of a precautionary attachment (arrest order) (ihtiyati  haciz). This rule also applies for maritime claims secured by contractual or statutory lien rights. Thus, it is not possible to request the establishment of a precautionary injunction (ihtiyati tedbir) or the detention of the vessel by other means.

It is also not possible to rule for an arrest order (and therefore arrest a vessel) for receivables other than maritime claims.

Maritime claims

The maritime claims which are listed under Article 1352 of the TCC and which are protected by the right of the creditor to apply for the arrest of the ship are as follows:

1. loss or damage caused by operation of the ship;
2. loss of life or personal injury occurring, whether on land or on water, in direct connection with the operation of the ship;
3. salvage operations or any other salvage agreement, including, if applicable, special compensation relating to salvage operations in respect of a ship which by itself or its cargo threatened damage to the environment;
4. damage or threat of damage caused by the ship to the environment, coastline or related interests; measures taken to prevent, minimize, or remove such damage; compensation for such damage; costs of reasonable measures of reinstatement of the environment actually undertaken or to be undertaken; loss incurred or likely to be incurred by third parties in connection with such damage; and damage, costs, or loss of a similar nature to those identified in this subparagraph (d);
5. costs or expenses relating to the raising, removal, recovery, destruction or the rendering harmless of a ship which is sunk, wrecked, stranded or abandoned, including anything that is or has been on board such ship, and costs or expenses relating to the preservation of an abandoned ship and maintenance of its crew;
6. any agreement relating to the use or hire of the ship, whether contained in a charter party or otherwise;
7. any agreement relating to the carriage of goods or passengers on board the ship, whether contained in a charter party or otherwise;
8. loss of or damage to or in connection with goods (including luggage) carried on board the ship;
9. general average;
10. towage;
11. pilotage;
12. goods, materials, provisions, bunkers, equipment (including containers) supplied or services rendered to the ship for its operation, management, preservation or maintenance;
13. construction, reconstruction, repair, converting or equipping of the ship;
14. port, canal, dock, harbour and other waterway dues and charges;
15. wages and other sums due to the master, officers and other members of the ship’s complement in respect of their employment on the ship, including costs of repatriation and social insurance contributions payable on their behalf;
16. disbursements incurred on behalf of the ship or its owner, including the loans taken for the ship;
17. insurance premiums (including mutual insurance calls) in respect of the ship, payable by or on behalf of the shipowner or demise charterer;
18. any commissions, brokerages or agency fees payable in respect of the ship by or on behalf of the shipowner or demise charterer;
19. any dispute as to ownership or possession of the ship;
20. any dispute between co-owners of the ship as to the employment or earnings of the ship;
21. a mortgage or a “hypothèque” or a charge of the same nature on the ship;
22. any dispute arising out of a contract for the sale of the ship.

A receivable that is within the scope of the above-mentioned maritime claims constitutes a ground for an arrest order.

Court Procedure

Jurisdiction

An arrest order may be granted by a Turkish court both for foreign flagged vessels and for Turkish flagged vessels. However, the flag of the vessel is relevant in determining the jurisdiction of the court and the competent court.

Turkish flagged vessels

An arrest order for Turkish flagged vessels can only be granted by the court located at the place where the vessel is anchored at, moored to a buoy or a vault, is berthed to, or is taken into dry dock, or by the courts indicated below:

1. in case of vessels registered to a Turkish Ship Registry; the court at the place of the registry.
2. in case of vessels not registered to a registry; the court at the place of residence of the ship owner.
3. in case of vessels registered to the special registry retained in accordance with paragraph 3 of Article 941, the court at the place of residence of the charterer.

Foreign flagged vessels

An arrest order for a foreign flagged vessel in Turkey can only be granted by the court located at the place where the vessel is anchored at, moored to a buoy or a vault, is berthed to, or is taken into dry dock.

According to Article 1356 of the TCC, the competent court as provided above shall be authorised to grant an arrest order, even if, according to a jurisdiction or arbitration provision included in the relevant agreement or a jurisdiction or arbitration agreement which was separately made, an arbitration tribunal or a foreign court is authorised to grant a ruling in relation to the merits of the  maritime claim with respect to which an arrest order will be enforced, or the merits of the maritime claim is subject to the jurisdiction of a foreign state.

If no such agreement has been made between the parties, the court which is competent to grant the arrest order shall also have jurisdiction to hear the merits of the claim.

After a court action is commenced in Turkey in relation to a maritime claim, an arrest order can only be requested from the court hearing the said claim.

Power of Attorney

To make an arrest application, a power of attorney is necessary. The power of attorney can be granted before a notary public if the client is able to execute the power of attorney in Turkey. If not, the power of attorney needs to be notarized and apostilled in the relevant country.

Evidencing the Claim

Provided that the court has found that all the procedural requirements have been met (i.e. the power of attorney, jurisdiction, competence, etc.), the claimant will need to provide the court with prima facie evidence showing the existence of the relevant maritime claim as listed under Article 1352 of the TCC (as specified above). It is now settled by the courts that the claimant is not required to bring conclusive evidence for the claim; only a prima facie showing is required. In practice, it is noted that some courts construe this requirement in a rather sharp manner. Accordingly, the level of evidence may vary according to the approach of the court.

According to Article 1362 of the TCC, the applicant should submit documentation evidencing the value of the claim, and that, the claim falls within the scope of the mentioned maritime claims. The documents that are not in Turkish need to be translated by a sworn translator in Turkey; furthermore, any official documents (if any) need to be legalised by way of apostille and translated by a Turkish sworn translator.

Counter Security

The applicant who requests the arrest order is first required to deposit counter security to the court in the amount of 10,000 special drawing rights (SDR) unless otherwise specified in the TCC. It is now settled in case law that this requirement is a pre-condition for the court to review the application of the claimant.

The opponent party can request from the same court that the counter security amount be increased at any stage. In evaluating such request, the daily operation expenses in relation to the vessel and of the loss of earnings due to the arrest order shall be taken into account. If it is decided that the security amount will be increased, the court shall also determine the period within which the additional counter security will be submitted. Having said that, in practice, the courts are generally hesitant to increase or decrease the amount of the counter security. If the court rules for additional counter security and if it is not submitted by the applicant in time, the arrest order shall be automatically lifted. The claimant may also request from the same court for the counter security amount to be decreased.

Claimants making claims for wages and other sums due to seafarer in respect of their employment on the vessel, including costs of repatriation and social insurance contributions payable on their behalf, are exempt from the obligation of submitting counter security.

Time bars

As a matter of private international law, time bars are subject to the law that governs the underlying legal relationship. In the practice of ship arrest case, however, courts and parties tend to refer to the time bar provisions of the TCC alone. There are various time bars applicable to different maritime claims.

Enforcement Procedure

In case an arrest order is granted, the applicant should request the enforcement thereof within three business days from the date of the decision. Otherwise, the arrest order shall be ex officio lifted.

The application for enforcement should be made to the bailiff’s office at the location within the jurisdiction of the court which has granted the decision, or at the place where the vessel is located.

Following the application by the creditor, the bailiff’s office shall immediately implement an arrest order.

All vessels subject to an arrest order will be arrested by the bailiff irrespective of their flag and the registry they are registered with. The master or the owner or the disponent owner or representative of the mentioned persons will be notified of the fact that the vessel has been detained by way of an arrest order.

The bailiff will immediately notify the coast guard responsible for the region in which the vessel is located or the police as well as the harbour master’s office and the customs office. Furthermore, the bailiff will notify the registry of the vessel, or in case of foreign flagged vessels the consulate of the flag state of the vessel (if there is no consulate the flag state of the vessel in Turkey, they will inform the nearest consulate) on the first business day following the implementation of the arrest order.

If, at the time of execution of an arrest order, the vessel has actually set sail or is performing a voyage,

• in case of Turkish flagged vessels, the arrest order shall be served on the owner; the disponent owner and the person who is personally liable for the debt. Furthermore, it shall be notified that security must be provided for the maritime claim within ten days, and that the vessel must be delivered to the bailiff’s office during its first succeeding voyage if such security is not provided.
• in case of foreign flagged vessels, an arrest order can be applied until the time the vessel leaves Turkish territorial waters, by obtaining assistance of the coast guard.

Interviews

Şeyma İnal, Founding Partner

Ms. Şeyma İnal, the founding partner of Inal Law Office, explains her expertise over 35 years in the legal industry, and how she successfully maintains long-lasting relations with her clients.

What do you see as the main points that differentiate Inal Law Office from your competitors?

We, at Inal Law Office, aim to develop and maintain trustworthy relations with our existing long-standing clients, as well as our new clients. Based on this trust, our clients know that they can rely on us to promptly provide specific solutions tailored to their needs. As a full-service law firm, Inal Law Office provides legal services to its local and foreign clients by keeping in mind all aspects of the subject matter; whether legal, industrial, financial, commercial or corporate. While providing services to our international and multinational clients, we also consider the jurisdictional differences and provide in-depth comparison of the legal systems.

Based in Istanbul, Inal Law Office has correspondent offices in Ankara and Geneva, with a network of partners and experts all over the world, which enables to provide our clients a better access to our legal services while drawing a comprehensive set of solutions addressing their concerns. We respond to our clients’ needs both in Turkey and abroad with the assistance of our wide international network and market knowledge.

Which practices do you see growing in the next 12 months? What are the drivers behind that?

We expect a large number of M&A deals within the next 12 months, as foreign investments to Turkey have gained momentum recently. As a full-service law firm, we also expect to assist our clients with the Turkish Competition Board approvals as part of M&A transactions, which have been aligned with the EU competition law through the recent amendments. Indeed, we are expecting to witness mergers, acquisitions and joint ventures from diverse sectors, especially in shipping, FMCG, finance, logistics and the defence industries.

As a leading firm in shipping and yachting, we also expect a growth in this sector based on new projects and further investments. During the Covid-19 pandemic, the importance of shipping sector and the number of super yacht purchase transactions has increased, which we expect to continue steadily.

We also expect growth in the following fields:

• Data protection law: Data protection has been gaining importance for all businesses around the world and is expected to continue growing. Turkey also aims to align its data protection law with the EU legislation.
• Environmental law: As the environmental issues are becoming a priority globally, we believe that the green compliant methods, as well as the accompanying legal tools will be adopted progressively.
• Fin-tech law: The financial services are evolving with various methods, such as the block chain technology and its multiple use-cases in the legal industry including smart contracts.
• Competition law: Competition authorities worldwide are keen on keeping up with the dynamic structure of digital markets. As a reflection of this trend, the Turkish Competition Authority has just conducted wide spread sector inquires in digital marketplaces and financial technologies in payment services. Moreover, especially in the last 5 years, the TCA have been fiercely investigating the activities of the players in the digital markets.

Finally, the complex and intertwined structure of commercial and global relations of today create economies dependent on one another which in turn bears the risk of a domino effect pursuant to which an action imposed on a global market figure may cause a separate reaction on another figure in a completely different market. In this respect, sanctions are one of the hot topics that will gain prominence and we believe every international player will need to have a certain level of insight regarding sanctions, regardless of whether they are directly dealing with a person and/or jurisdiction that is actively targeted by sanctions. In the recent years, there have been several sanction target jurisdictions, such as Iran, alongside a list of persons targeted by sanctions imposed by the USA, the UN, EU, etc. Nowadays, Russia has become the target of a variety of sanctions as a result of the war and deadly attacks it has initiated against Ukraine. However, the sanctions do not only affect the targeted entities and/or persons but also affect the third persons which may be party to certain transactions with the targeted entities. In light of the foregoing, every international entity shall act with prudence in their transactions with respect to sanctions since any breach or violation of the same (regardless of whether such breach or violation has been conducted wilfully or as a result of negligence) may yield unrepairable damages to such entity. Therefore, we believe, international clients will seek more advice regarding sanctions in the coming days and years.

What’s the main change you’ve made in the firm that will benefit clients?

As the remote work has become part of the businesses following the outbreak of the Covid-19 pandemic, we have easily adapted our technological systems to be able to assist our clients whenever and wherever they need. This enables our team to provide legal solutions to our clients more efficiently and effectively. The team also conducts meetings and coordinate the submission of the necessary documents to the authorities electronically, rather than physically, if and when needed.

In order to keep our knowledge up to date, each member of the team reviews recent developments in their respective fields daily, and provide our clients with information as regards the amendments to the legislation, developments, recent decisions, etc. We also organise seminars, trainings and informative meetings for our clients and publish articles in this respect.

Is technology changing the way you interact with your clients, and the services you can provide them?

Most definitely, the technological developments have significantly changed the nature of the legal practice. We continue to invest in the digital transformation, such as video-conferencing and data accessibility systems, which have become a vital part of all businesses. Thanks to such technology, we maintain our services uninterrupted so that our clients are always able to reach us whether we work from the office or not.

Again, the technology also enables us to ensure that our clients are informed of all legal developments swiftly and accurately, through informative notes, seminars, trainings and published articles.

Can you give us a practical example of how you have helped a client to add value to their business?

The private and confidential nature of our works unfortunately does not allow us to provide precise examples, yet we have been assisting our clients through a strong global network, accessibility, efficiency, experience, sector knowledge, collaborators, and strong sense of confidentiality. In particular;

• We are able to provide assistance to our clients globally through our correspondent offices.
• We are always accessible to our clients and revert at the earliest convenience.
• We provide a dedicated and hands-on approach to our clients through tailor-made solutions by taking into account their needs and the specifics of the relevant matter.
• With a founding partner and a managing counsel who have vast experience in the legal industry, we provide services to our clients with a 40-year worth of know-how.
• We have significant sector knowledge and a well-established network, especially in the construction, terminal, shipping, logistics and yachting industries, which enables us to provide the most accurate information to our clients.
• We also collaborate with experts to meet the clients’ needs, such as accounting, financial and tax issues, and supervise the whole process to ensure its smooth operation.

Are clients looking for stability and strategic direction from their law firms – where do you see the firm in three years’ time?

It is unquestionable that the clients look for stability and strategic directions, just like all businesses and individuals. Our long-standing relations with the majority of our clients demonstrate the stability of our office, as well as our clients’ trust in the quality of our services.

We, as Inal Law Office, are pleased to be recognised as a leading firm in terms of the quality of our services, and we hope to continue our growth by ensuring that our law firm plays a leading role in the upcoming years, and further expand our network, while providing the highest-quality services to our clients.