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Communiqué Pertaining to the Principles related to the
Registered Capital System for the Non-Public Joint Stock
Companies
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Att. Naciye Yilmaz
Introduction
One of the novelties that the Turkish Commercial Code No. 6102
(“TCC”) brings is the adoption of the registered capital system for the
non-public joint stock companies. The Communiqué Pertaining to the
Principals related to the Registered Capital System for the Non-Public
Joint Stock Companies (“Communiqué”) was published in the Official
Gazette dated 19.10.2012 and numbered 28446, and entered into force
by being published.
Registered capital system may be defined as the system where it is
possible by a board of directors’ resolution to increase the capital of the
company until the capital cap determined and stipulated in the articles
of association. Therefore, the legal dispositions related to the capital
increase in the principal capital system while increasing the capital,
shall not be applied.
The outline of the registered capital system for the non-public joint
stocks companies is regulated under the article 460 of the TCC while
detailed provisions and rules are set forth with the relevant
Communiqué.
Scope and Purpose of the Communiqué
The relevant Communiqué shall be applied to the non-public joint
stocks companies which have been adopted the registered capital sys-
tem.
The purpose of the Communiqué is set forth in the first article as
follows:
“this communiqué aims to establish procedure and principles
pertaining to the adoption of the registered capital system, capital
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NEWSLETTER 2012
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Article of October 2012