Restriction Or Solution? Amendments With Regards To The Representation Authority Under The Turkish Commercial Code

An Omnibus Bill that entered into force September 11 has made several amendments to various laws and regulations under the Turkish Commercial Code. Under the new regulation numbered 6552, amendments in regards to representation authority in joint stock companies and limited liability companies under Articles 131 and 132 of the new regulation were made to the Turkish Commercial Code numbered 6102 ("TCC"), which came into force on July 1, 2012.

Representation Authority under the TCC

Pursuant to the TCC, as a rule, the board of directors is the authorized body to manage and represent a joint stock company. The TCC regulates issues such as how to use the management and representation authority, the registration processes and the delegation and transfer of such authorities. Unlike the former Turkish Commercial Code numbered 6762 ("fTCC"), the TCC makes a clear distinction between the management of a company and the representation of it and regulates such authorities