Companies need to carry out various legal transactions in order to expand their operations, restructure, or change their ownership structure. Among these transactions, share transfers, company demergers, and mergers hold an important place. According to the provisions stated in the Turkish Commercial Code, these transactions are carried out with certain procedures and legal requirements.

Share Transfers:
In joint-stock companies, share transfers are subject to the rules specified in the company’s articles of incorporation. Article 488 of the Turkish Commercial Code states:
“The shares of a joint-stock company are acquired. The transfer of shares must be made in accordance with the procedure and conditions specified in the company’s articles of incorporation. If the articles of incorporation do not impose any restrictions on share transfers, the decision on the transfer is made and announced by the board of directors.”
According to this article, share transfers must be made in accordance with the procedure and conditions specified in the articles of incorporation. The articles of incorporation can impose restrictions on share transfers or grant the power to decide on the transfer to the board of directors.

Company Demergers:
Company demergers are regulated under Article 1241 of the Turkish Commercial Code, which states:
“Demerger is defined as a transaction that results in the acquisition of the legal personality or a part of a company. Demerger transactions are carried out by preparing a demerger plan and a demerger agreement. These documents are registered with the trade registry.”
For demerger transactions, a demerger plan and a demerger agreement are prepared, and these documents are registered with the trade registry. Demerger is a transaction that results in the acquisition of the legal personality or a part of a company.

Company Mergers:
Company mergers are regulated under Article 1263 of the Turkish Commercial Code, which states:
“Merger is the process of merging the legal personality of two or more companies. Merger transactions are carried out by preparing a merger plan and a merger agreement. These documents are approved by the general assemblies of the merging companies and then registered with the trade registry.”
For merger transactions, a merger plan and a merger agreement are prepared, and these documents are approved by the general assemblies of the merging companies and then registered with the trade registry. Merger is the process of merging the legal personality of two or more companies.

These legal transactions are important for companies to effectively manage and, if necessary, restructure their operations. However, compliance with legal requirements is crucial in each transaction, and seeking expert advice is recommended. In this way, companies can ensure legal compliance while achieving secure growth and development.

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