Corporate and M&A

Introduction
The Turkish Commercial Code No. 6102 (“TCC”) introduces provisions on group companies on the basis of the concept of dominance between companies. Pursuant to these provisions, where a company directly or indirectly (a) holds the majority of voting rights in another company, (b) has a right in another company to appoint the number of members of its managing organ having the majority to adopt board resolutions,(c) owns the majority of voting rights in another company solely or together with other shareholders based on an agreement; or where a company controls another company through a dominance agreement or through other means, the first company is in a dominant position. The parent company and the subsidiaries under its control, which are party to a dominance relationship, constitute a group of companies (a corporate group). The Trade Registry Regulation[1] Art. 105/1 on the other hand stipulates that for a corporate group to exist pursuant to TCC Art. 195/4, there must be one parent company and at least two subsidiaries.

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