Contact: Att. Nilay Celebi; Erdem & Erdem (Turkey)
The duties, obligations and liabilities of liquidators who play a major role in the dissolution and liquidation of companies in Turkey are briefly explained below.
Liquidators, Their Duties and Obligations
The duties to be performed by liquidators are determined in the relevant articles of the Turkish Commercial Code (TCC). In principle, liquidators shall exercise their authority themselves and cannot transfer their authority to third persons. However, in case there is more than one liquidator, a liquidator may grant representative authority to his co-liquidator or to a third person for the purposes of fulfillment of some specific transactions (TCC Art. 539/1).
Liquidators represent companies with regard to the issues on liquidation before courts or in external relations. In this respect, they can appoint attorneys, conclude settlement agreements, or bring the dispute to arbitration.
The liquidator shall act as a diligent director.
First Inventory and Balance Sheet
The liquidators shall first examine the status of the company concerning the liquidation at the time of their appointment. They shall prepare an inventory and balance sheet disclosing the financial and asset status of the company by consulting with experts for the assessment of assets, and submit these to the approval of the general assembly.
Following the approval of the inventory and balance sheet by the General Assembly, the liquidators shall seize all of the assets, documents and books of the company that are included in the inventory.
