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Communiqué on the Principles Regarding Security
Investment Companies
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Att. Ozgur Kocabasoglu
The Communiqué on the Principles Regarding Security
Investment Companies (III-48.5) (“Communiqué”) published in the
Official Gazette dated 27.05.2015 and numbered 29368. The
Communiqué abolishing the Communiqué on the Principles Regarding
Security Investment Companies (III-48.2) sets forth provisions on
Investment Companies with Variable Capital (“ICVC”) for the first
time in Turkish law. The Communiqué regulates the investment com-
panies with fixed capital and also introduces provisions on those with
variable capital. Except for regulating investment companies with
fixed capital, the Communiqué regulates the establishment and share-
holders, issuance of the shares, transfer and redemption of founding
shares, redemption of the investment shares, the required qualifications
of the holders of the founding shares and directors, governance princi-
ples, activity principles, restriction regarding portfolio, custody and
utilization of the assets of the portfolio, liabilities on public disclosure
and informing investors, distribution of the dividends, liquidation and
dissolution of the ICVC, and transformation of investment companies
with fixed capital to the ICVC, along with the principles and proce-
dures regarding other relevant liabilities. Art(s). 50 and 51 of the
Capital Markets Law (“CML”) provides certain principles regarding
the ICVC; however, the Communiqué sets forth detailed provisions
on security investment companies with variable capital. We will
assess these reforms adopted by the Communiqué in general in this
newsletter.
CAPITAL MARKETS LAW
237
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Article of May 2015