Joint Stock Company Liquidation End Closing Transactions

1-) Petition

It must be signed by the liquidator with the company stamp and include the attached document breakdown.

2-) General assembly resolution (Article 86/2-b of the Trade Registry Regulation).

* A notarized copy of the general assembly resolution and discussion book.  

* The general assembly is called to a meeting by the board of directors.

* Pursuant to Art. 543 of the TCC with the reference to Art. 643 of the TCC, the general assembly may convene 3 (three) months after the date of the 3rd invitation to the creditors.  

* If a decision is to be taken to keep the commercial books, it is sufficient to include the statement “For the books that must be kept, it will take action in accordance with Article 82 of the TCC.”

* The nationalities and identification numbers of the partners/members of the board of directors must be specified in the resolution.

3-) The original list of attendees (Art. 16/3, 29/1 of the Regulation on the Procedures and Principles of the General Assembly Meetings of Joint Stock Companies and the Ministry Representatives to be present at these Meetings).

* In companies with a single shareholder, except for companies whose amendments to the articles of association are subject to the permission of the Ministry, it is not obligatory to prepare the list of those who can attend the general assembly meeting with the formation of the chairmanship (Article 14/2 of the Regulation on the Procedures and Principles of the General Assembly Meetings of Joint Stock Companies and the Ministry Representatives to be present at these Meetings).

4-) In meetings where the presence of a Ministry representative is obligatory, the original letter of appointment of the Ministry representative (Article 32 of the Regulation on the Procedures and Principles of the General Assembly Meetings of Joint Stock Companies and the Ministry Representatives to be present at these Meetings).

5-) End of liquidation balance sheet (Article 86/2-a of the Trade Registry Regulation).

* The last and final balance sheet issued as of the date of the general assembly and approved by the general assembly and signed by the liquidator with the company seal in case of liquidation (Article 86/2-a of the Trade Registry Regulation).  

* If the liquidation balance sheet cannot be approved by the general assembly (if the general assembly cannot convene), the liquidator may request the deletion of the registry records with the finalized decision of the commercial court of first instance regarding the approval of the liquidation balance sheet.

6-) The registry newspapers in which three calls are made to the creditors at one week intervals (Art. 86/2-c of the Trade Registry Regulation).

ATTENTION:

If there is a registered branch of the company, the application for the abandonment of the branch must be made before or at the latest together with the application for the abandonment of the registry.