NEWSLETTER-2017

23 COMMERCIAL LAW ing to apply the registered capital system. This provision intends that the Ministry of Customs and Trade examine the justifications of the board of directors’ authorization to restrict the pre-emptive right, and acts as an auditing authority. Conclusion In the capital increases of joint stock companies through capital subscription, the TCC grants each shareholder the right to acquire new shares in accordance with the ratio of his/her current shares to the company’s share capital. This right has been regulated with clearer provisions compared to the abrogated Turkish Commercial Code numbered 6762 14 , and new rules have been introduced. Restriction or removal of the pre-emptive right by the general assembly is only possible with the affirmative votes of at least 60% of the share capital, and provided that just cause exists. Reasons such as public offering, acquisition of enterprises, parts of enterprises and subsidiaries, par- ticipation of the employees in the company, as well as the company’s financial interests, recovery from repayment difficulty, and purchase of technology shall be also considered valid; however, in any event, an evaluation shall be made taking into consideration the conditions of each specific case. 14 Turkish Commercial Code numbered 6762 (Official Gazette July 9, 1956, No. 9353) has been abolished through the entrance into force of the TCC.