Ordinary General Assembly Process In Companies: A Practical Guide

1. General Framework and Timing

The ordinary general assembly is the principal body where the company’s annual activities are evaluated by the shareholders and where the management is held accountable. The timing of this process is explicitly regulated under Article 409 of the Turkish Commercial Code (“TCC”), which provides that the general assembly must convene within three months following the end of each financial year. Accordingly, for companies operating on a calendar-year basis, the general assembly should, in principle, be held by the end of March.

However, in practice, many companies prefer to hold their ordinary general assembly in April or May. This is mainly because exceeding this period is not directly subject to severe sanctions, and because the finalization of financial statements—often aligned with corporate tax return preparations and year-end closing procedures—frequently extends into these months. Although this approach is common in practice, it should not be