In Turkish M&A practice, intellectual property due diligence is rarely a side exercise. In many deals, it is one of the main drivers of price, structure, post-closing integration, and indemnity allocation. This is especially true in technology, consumer goods, manufacturing, media, e-commerce, healthcare, life sciences, SaaS, gaming, franchising, and export-oriented businesses, where the target’s value […]
In Turkish M&A practice, one of the most misunderstood issues in an asset acquisition is the transfer of commercial contracts. Buyers often assume that if they purchase a business line, a factory, a distribution network, or a going concern, the customer contracts, supplier arrangements, lease relationships, service agreements, and operational commitments will simply “follow” the […]
Employment law is one of the most important legal workstreams in any merger or acquisition involving a Turkish target. In many transactions, buyers initially focus on price, tax, regulatory approvals, and corporate control. Yet in practice, a poorly managed employment-law analysis can create post-closing liabilities that are just as serious as tax exposure or merger-control […]
Tax is one of the most important structuring variables in any merger or acquisition involving a Turkish target, Turkish assets, or a Turkish buyer. In many transactions, parties first focus on valuation, regulatory approvals, and corporate control. Yet in practice, the real difference between a successful deal and an unexpectedly expensive one often lies in […]
Turkey remains an important jurisdiction for strategic alliances, co-investments, market-entry projects, technology partnerships, infrastructure cooperation, industrial expansion, and cross-border growth. For many investors, the preferred route is not an immediate full acquisition but a joint venture in Turkey. That approach can be commercially attractive because it allows two or more parties to combine capital, know-how, […]
Minority shareholder rights are one of the most important legal issues in any merger, acquisition, control sale, or restructuring involving a Turkish company. In practice, an M&A transaction is rarely only about the buyer and the controlling seller. It also affects the shareholders who do not control the company, who may oppose the transaction, seek […]
In Turkish capital markets practice, a public takeover is never just a private share sale carried out on a larger stage. Once the target is a publicly held corporation, the transaction moves into a special legal regime built around investor protection, market transparency, equal treatment of shareholders, and control-based tender offer obligations. The starting point […]
When a buyer evaluates an acquisition in Turkey, the legal question is rarely limited to price, valuation, or the transfer mechanics of the shares. The more decisive question is often whether the transaction can legally close without one or more regulatory approvals. In Turkish deal practice, an acquisition may require review not only under competition […]
In Turkish deal practice, the most important distinction in an acquisition agreement is often not between signing and price, but between signing and closing. A transaction can be commercially agreed, fully negotiated, and even publicly announced, yet still remain legally incomplete until the agreed closing conditions are satisfied or waived. That is why closing conditions […]
In Turkish merger and acquisition practice, indemnity clauses are among the most commercially important and legally sensitive provisions in the entire transaction package. Parties may spend weeks discussing valuation, locked-box versus completion accounts, competition filings, and closing mechanics, yet the real economic consequences of the deal often surface later through indemnity claims. Once a buyer […]