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The Scope of Audit
The purpose of this Regulation is to determine the principles of
auditing, how it will be conducted and the transactions subject to audit.
Within this scope, the Regulation provides certain definitions.
Pursuant to the Regulation, the Ministry of Customs and Trade (the
“Ministry”) is the public institution authorized to conduct the audit.
Even before the amendments of Act no. 6335 were enacted, it was
already accepted that all references in Article 210 of the New TCC to
the Ministry of Industry and Commerce were, in fact, made to Ministry
of Customs and Trade. The Regulation embraced the amendment of
terminology introduced by the Act no. 6335.
Article 210 of the New TCC states that not only joint stock com-
panies but all corporations shall be evaluated within the scope of audit,
contrary to the Old TCC. Accordingly, the section of the Regulation
regarding definitions refers to all corporations. Moreover, Article 13 of
the Regulation also states that the Ministry may audit any corporations
who no longer are legal entities.
Transactions Subject to Audit
Transactions subject to audit are enumerated in Article 5 of the
Regulation. These are incorporation actions, transactions which are
necessary for the existence of the commercial enterprise (those relative
to the registration with the trade registry and announcements, with
respect to the trade name and enterprise name, and those concerning
the commercial ledgers), as well as mergers and acquisitions, de-merg-
er, type conversion transactions and actions regarding group compa-
nies. Moreover, the transactions regarding the general assembly and
administration of the company, acts regarding the appointment of the
auditor and those concerning the amendment of the articles of associ-
ation are also within the scope of auditing. Transactions concerning
shares and the obligation of subscription of capital, stock exchange
transactions, and transactions related to alteration of capital, financial
statements, annual activity reports and reserve funds, and also transac-
tions about profit, dividend and liquidation shares are among the long
list of transactions subject to auditing. Transactions related to elec-
tronic and knowledge-based society services are also within the scope
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NEWSLETTER 2012