A company may spend years building its customer portfolio, supplier relationships, pricing structure, technical know-how and commercial reputation. Then one of its shareholders establishes another company. The new company operates in exactly the same sector. The same customers begin receiving offers from the new business. Employees are approached. Suppliers are contacted. The shareholder appears to […]
A buyer acquires 100% of a Turkish company for EUR 15 million. The Share Purchase Agreement states that: Six months after closing, the buyer discovers a tax assessment relating to the pre-closing period, an undisclosed lawsuit and a substantial debt that never appeared in the financial statements. The seller responds: “You bought the shares, not […]
Introduction A founder raises investment, signs a term sheet, closes the funding round and finally sees significant capital enter the startup. Six months later, relations with the investors deteriorate. The board begins questioning the founder’s performance. The investor-appointed directors demand a new CEO. The founder is accused of missing targets, breaching reporting obligations or creating […]
Buying a company is rarely as simple as buying its visible assets. A buyer may complete the transaction, pay the purchase price and take control of the business only to discover months later that the company has: The buyer then asks the question that should have been addressed before closing: Who has to pay — […]
Introduction The death of a founder does not necessarily end a family business. It can, however, completely change the balance of power inside the company. A business that was previously controlled by one founder may suddenly have: The problem becomes particularly serious where the founder held a controlling interest. A company that effectively had one […]
A company manager has authority to represent the company. But does that authority allow the manager to sell company property to his brother, spouse, child, friend or another company controlled by someone close to him? Consider a typical dispute. A Turkish limited liability company owns: Relations between the shareholders deteriorate. The managing shareholder controls the […]
Introduction A company can remain legally alive while becoming practically impossible to operate. This is particularly common in closely held Turkish limited liability companies where two shareholders founded the business together, both participate in management, and the corporate structure was originally built on personal trust. Once that trust disappears, ordinary disagreements can develop into a […]
In high-net-worth divorce cases, the most valuable assets are not always apartments, bank accounts or company shares. A garage may contain a Ferrari purchased during the marriage. A spouse may own several Rolex, Patek Philippe or Audemars Piguet watches. Jewellery worth millions of Turkish lira may be kept in a bank safe-deposit box. Paintings, sculptures, […]
When divorce involves significant wealth, one of the first questions is often not what assets exist in Turkey, but what may exist abroad. A bank account in Switzerland, Germany, the United Kingdom, the United States, the United Arab Emirates or another jurisdiction may contain savings accumulated during marriage, investment proceeds, salary income, company distributions or […]
A common dispute in Turkish divorce proceedings begins with a seemingly simple statement: “Yes, we bought the house during the marriage, but my parents paid for it.” At first glance, many spouses assume that any property purchased during marriage must automatically be divided between the spouses. Under Turkish matrimonial property law, however, the date on […]