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tors, who do not deposit the equivalent of disputed credits to a notary
pursuant to Art.541/4 of the TCC, shall be liable as per Art.553 of the
TCC.
The liability stipulated in said Article is based on the fault of the
liquidators and it shall be determined if the liquidators have performed
their duties in diligence. The claimant shall prove if the liquidators are
in fault.
Although said liability in the relevant Article is a joint liability in
principle, the joint liability occurs only when the liquidators manage
and represent jointly. Where the distribution of duties is realized by a
general assembly resolution and liquidators are separately authorized
to execute actions with regard to the liquidation, each is only liable for
the results of the action they executed.
The company, shareholders or creditors of the company can file a
liability suit against the liquidators in case they violate their obliga-
tions as provided in law or the company articles of association. The
lawsuit shall be initiated within two years from the date of becoming
aware of the damage and responsibility, and in any case, within five
years from the date of the act causing the damage. These time limita-
tions constitute a prescription for the right of action. However, if the
action causing the damage constitutes a crime pursuant to Turkish
Criminal Law No. 5237 where there is a longer time limit on the right
to take action, then the liability lawsuit may be opened within such
term. (TCC Art.560)
Conclusion
Liquidators shall be appointed to a company that enters into liqui-
dation pursuant to the TCC. Within this scope, liquidators do not only
play a major role, but also hold important responsibilities in this
process.
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NEWSLETTER 2014