Joint Stock Company Liquidation Procedures

1-) MERSIS Application

2-) Petition

- It must be signed by the authorized person or by proxy with the company stamp and the original or certified copy of the proxy must be attached.

3-) Agenda

4-) Notarized minutes of the general assembly meeting (1 copy)  

5-) List of attendees

If it is a called General Assembly meeting, the copy of the Trade Registry Gazette of the invitation announcement and the documents pertaining to the registered notice with return receipt, and if there is a special call procedure in the articles of association, the documents related to this procedure must also be attached.

Call procedure in cases where not all shareholders attend the meeting:

The general assembly meeting shall be called by the managers at least fifteen days (excluding the announcement and meeting days) prior to the meeting date. The articles of association may extend this period or shorten it to ten days. The general assembly meeting shall be called by means of an announcement published in the Turkish Trade Registry Gazette, in the manner specified in the articles of association, and - if necessary - on the company's website. The shareholders listed in the share ledger and the shareholders who have previously notified the company of their addresses by providing share certificates or documents proving their shareholding shall be notified of the date of the meeting, the agenda and the newspapers in which the announcement has been or will be published by registered mail with return receipt requested. Accordingly, in cases where not all shareholders attend the meeting, a copy of the Trade Registry Gazette of the invitation announcement and the documents pertaining to the registered mail notification must be attached to the registration application. In addition, if there is a special call procedure in the articles of association, documents regarding this procedure should also be attached.

6-) Original letter of appointment of the Ministry representative (in meetings where there is an obligation to have a Ministry representative)

7-) Signature declaration of the liquidators issued under the title of the company starting with the phrase “in liquidation” (2 copies)

Caution: At least one of the liquidators authorized for representation must be a Turkish citizen and must be domiciled in Turkey.

8-) In the event that the liquidators are elected from outside the shareholders or the board of directors, a declaration of acceptance of the duty of the officers appointed from outside.

9-) In companies where the permission of the Ministry or other official institutions is required for the decision to terminate the company in the general assembly, the original or notarized copy of the relevant permission letter After the registration of the entry into liquidation, it is necessary to make an announcement of the call to the creditors in the Turkish Trade Registry Gazette. If this is not done, the liquidation period may be prolonged. The Notice of Call to Creditors must be announced with the company stamp and the signature of the liquidator.