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Transactions for Conversion of Commercial Enterprises (Sole Proprietorship) into Limited or Joint Stock Company

Real Person Commercial enterprises; According to paragraphs 8 and 9 of Article 134 of the Trade Registry Regulation and Articles 182 to 193 of the Turkish Commercial Code, it can be transformed into a Joint Stock or Limited Company by changing type.

 

1-) MERSIS Application

 

2-) Chamber Registration Petition and Chamber Registration Declaration

 

- The tax office to which it will be affiliated must be specified, signed by the authorized person or by proxy, and the original or certified copy of the power of attorney must be attached.

 

3-) If the main contract prepared from Mersis will be signed by the partners, the partners must be present at the relevant unit at the appointment time. If the contract is to be signed by proxy, the partners do not need to come to the Directorate if the wet signed power of attorney is submitted, it is sufficient for the person who is given power of attorney to come.

 

4-) If there is an authorized person other than the shareholders, the authorized person must be present at the relevant unit at the appointment time. The signature declaration under the company title will be issued before the Trade Registry Directorate.

 

5-) CPA or SMM report and CPA / SMM activity certificate regarding the determination of the value of the assets of the commercial enterprise that changes type and the equity of the enterprise

 

6-) CPA or SMM report and CPA / SMM activity certificate including the list of goods and rights registered in the Land Registry, Ship and Intellectual property registries and similar registries that are permanently dedicated to the business changing type and the determination of their value.  In the report, it should be clearly stated that the goods to be notified to the special registry are permanently dedicated to the business that changes type. (1 original, as many photocopies as the number of authorities to be notified should be attached).

 

7-) Regarding the elements to be notified; the list of goods and rights registered in the Land Registry, Ship and Intellectual Property Registries and similar registries, the registries where they are registered and the declaration regarding the records of the said goods and rights in the relevant registries (1 original and as many photocopies as the number of authorities to be notified must be attached)

 

NOTE: In case there are no goods and rights that need to be notified to the aforementioned special registries; a statement that these issues do not exist must be submitted.

 

8-) Receipt that the Competition Authority share of four per ten thousand of the capital has been deposited in the Chamber cashier.

 

9-) Type Change Plan

 

10-) Change of Type Report

 

11-) If the company has a branch or branches registered in our directorate where the company headquarters is located or in another Trade Registry Directorate, the attached Branch information statement is signed and attached to the document,

 

Note: In case there are no branch(es), a signed declaration stating that there is no branch(es) must be submitted.

 

Note: If there is a capital increase with the change of type, documents regarding the capital increase should be attached.