e-book2013

NEWSLETTER 2013

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documents such as a business plan and articles of association is necessary

to gain tax support. Notwithstanding the requirement in Article 5 of

the Regulation regarding the obtainment of a license, Article 21 of the

Regulation sets forth the necessity of the application with other documents

to the Undersecretariat to benefit from the support. Therefore, it may be

concluded that the documents to be submitted and the procedures to be

followed in order to benefit from state support are not specified in a clear

and orderly manner under the Regulation.

Specific Regulations for the Angel Investor

The Regulation sets forth different provisions and regulations for

angel investors.

Among the provisions, the one regarding angel investors’ participation

in the management of the venture company is of importance. Pursuant to

this provision, the investors’ participation in company management is

limited to participation in the official management body. Angel investors

cannot have any duty in the company except the board of directors and

cannot work as company personnel in the venture company. Moreover,

angel investors may not receive remuneration and salary. Therefore, the

participation of angel investors in a start-up company is limited.

The Regulation provides an opportunity to angel investors for making

investments into venture companies as a group. These joint investments

are defied as “angel groups”. In such cases, pursuant to the Regulation,

the shareholders shall be subject to the provisions regarding joint-stock

companies in the Turkish Commercial Code.

The angel network is defined in the Regulation as the structures

where entrepreneurs come together with the angel investors. The

Regulation governs the accreditation, accreditation criteria and the

authority provided to the networks as a result of accreditation. The

application to the Undersecreteriat is submitted through such accredited

networks. These networks are authorized to file and finalize applications,

supervise, audit the networks’ members and report any irregularities to

the Undersecretariat.

The Regulation sets forth certain reporting and notification obligations

for venture companies. Pursuant to the Regulation, the venture company