The Communiqué on Keeping Commercial Books Not Related to the Accounting of the Business in Electronic Form
The Communiqué on Keeping Commercial Books Not Related to the Accounting of the Business in Electronic Form (Communiqué) was published in the Official Gazette dated 14.02.2025 and numbered 32813. The Communiqué will enter into force on 01.07.2025.
The Communiqué regulates the procedures and principles for the keeping, storage, and submission of the shared ledger, board of directors resolution book, board of managers resolution book, and general assembly meeting and negotiation book (Books) within the electronic book system (System) established by the Ministry of Commerce. The key aspects of the Communiqué are summarized below:
- Companies that will be registered with the trade registry as of 01.01.2026 and joint-stock companies whose establishment and amendments to their articles of association are subject to the approval of the Ministry of Commerce under the relevant legislation are required to keep their books electronically.
- Companies other than those specified above may voluntarily keep their books in electronic form. However, once the transition is made voluntarily, it is not possible to revert to physical books.
- Opening and closing approvals are not required for books kept in electronic form.
- For companies that maintain their books electronically from the date of incorporation, the books will be created in the System simultaneously with the company's registration in the trade registry. Companies that are obliged to keep electronic books shall apply to a notary public with a decision by the sample in the annex of the Communiqué within two months at the latest from the date the obligation arises, and companies that voluntarily wish to keep electronic books shall apply to a notary public within the accounting period in which the decision is taken, and have the closing approval of the physical books. After the relevant information is defined by the notary public in the system, the books are created in the system.
- A user (User) is authorized by the company’s management body to perform transactions on the books created in the System. More than one person may be designated as a User.
- The User makes the registration of the share transfer. In cases where the transfer will be valid with the company's approval, the information regarding the decision of the body containing the approval by the User is also recorded in the relevant section in the System.
- Electronic books are considered statutory books preserved by the Ministry of Commerce.
- The members of the company’s management body and executives are responsible for the accuracy of the records entered into the books created in the System and for any damages arising from discrepancies between the records.
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