Introduction Independent audit requirements in Turkish capital markets are one of the main legal mechanisms protecting investors, shareholders, creditors and market confidence. Public companies, listed companies, investment institutions, collective investment schemes and other capital market participants prepare financial statements that directly affect investor decisions. If those financial statements are unreliable, incomplete or misleading, capital markets […]
Introduction Related-party transactions in Turkish public companies are one of the most sensitive areas of Turkish capital market law. In a publicly held company, transactions between the company and its controlling shareholders, group companies, subsidiaries, board members, executives or other related persons may create serious conflicts of interest. Such transactions may be commercially legitimate, but […]
Introduction Mergers and demergers of public companies in Turkey are among the most complex transactions under Turkish Capital Market Law. A merger or demerger may change the legal structure, shareholding composition, asset base, liabilities, corporate control, market value and investor expectations of a public company. For this reason, Turkish law regulates these transactions through a […]
Introduction Share buyback regulations in Turkey under CMB rules are an important part of Turkish capital market law. A share buyback, also known as a share repurchase, occurs when a public company purchases its own shares directly or through its subsidiary. In Turkish practice, this is generally called “pay geri alımı” or “geri alınan paylar”. […]
Introduction Dividend distribution rules for public companies in Turkey are an important part of Turkish Capital Market Law. Dividends directly affect shareholder return, investor expectations, company valuation, corporate governance and market confidence. For this reason, public companies in Turkey cannot distribute profits freely without considering the Capital Markets Board of Türkiye rules, the Turkish Commercial […]
Introduction Squeeze-out and sell-out rights in Turkish capital markets are special legal mechanisms designed to regulate the relationship between a dominant shareholder and minority shareholders in publicly held corporations. In Turkish practice, the squeeze-out right is generally called “ortaklıktan çıkarma hakkı”, while the sell-out right is known as “satma hakkı”. These rights become relevant when […]
Introduction Takeover bids in Turkey are a central part of Turkish capital market law, especially where the control of a publicly held corporation changes. In Turkish practice, the mandatory tender offer regime is known as “zorunlu pay alım teklifi”. Its main purpose is to protect minority shareholders when a person, a company, or a group […]
Introduction Material event disclosure in Turkey is one of the most important obligations of issuers, listed companies, public companies and related parties under Turkish Capital Market Law. In Turkish practice, material event disclosure is generally referred to as “özel durum açıklaması”. It is the mechanism through which market-sensitive information is disclosed to investors, shareholders, creditors […]
Introduction Corporate governance principles for listed companies in Turkey are a central part of Turkish capital market regulation. A company whose shares are traded on Borsa İstanbul is not managed only for the interests of controlling shareholders or board members. It must operate under a transparent, accountable, fair and responsible governance structure that protects investors, […]
Introduction Public disclosure obligations in Turkish capital markets are one of the most important pillars of investor protection, market transparency and fair price formation. In capital markets, investors make decisions based on information disclosed by issuers, public companies, investment funds, intermediary institutions and regulatory authorities. If information is inaccurate, delayed, incomplete or selectively disclosed to […]