Commercial and Contract Law
Commercial and contract law is examined under 6 sub-headings. These are: Commercial Enterprise Law, Company Law, Negotiable Instruments Law, Transportation Law, Maritime Trade Law, and Insurance Law.
The purpose of commercial law is to protect the private interests of individuals (natural or legal) participating in commercial activities. For this, commercial law establishes supplementary legal rules. Therefore, there are fewer mandatory rules in commercial law.
Commercial law has fundamental characteristics that differ from civil law relationships. The reason for these different fundamental characteristics stems from the nature of commerce. For example, commerce requires speed and is dynamic; civil law relationships are static.
In commercial law, the statute of limitations and forfeiture periods are shorter compared to the law of obligations. (While it’s 10 years in the “Code of Obligations, it’s 6 months in the Turkish Commercial Code”)
In commercial law, to protect public interest, even customers have been given the opportunity to file lawsuits in cases of unfair competition.
Commercial law is an independent branch. Commercial issues cannot be resolved with civil law and the law of obligations.
Commercial Cases and Commercial Lawyer’s Case Follow-up
Commercial case does not mean that every commercial transaction will be seen as a commercial case. There are 3 different types of commercial cases:
1-Absolute commercial cases (regardless of whether the parties are merchants or not)
2-Cases related to remittance, storage, and intellectual and artistic works, provided that they are related to a commercial enterprise.
3-Cases where both parties are merchants and the dispute is related to their commercial enterprises. (Relative commercial cases)
A commercial lawyer should analyze the dispute they are dealing with well and guide the client according to the circumstances of the specific case. Determining the specific case is important even in terms of the jurisdiction and competence of the court that will resolve the dispute. An expert commercial lawyer can prevent the case from lasting for many years with the correct determination.
Company Law
In our legal system, companies with legal personality are commercial companies. These are joint-stock, limited liability, collective, limited partnership companies and cooperatives. The company without legal personality is an ordinary partnership. The ordinary partnership is included in the legislation within the scope of the Turkish Code of Obligations. Companies with legal personality are included in the Turkish Commercial Code. Among the provisions that constitute Company Law in the Turkish Commercial Code, the company that takes up the most space is the joint-stock company.
- Company Establishment and Preparation of Company Articles of Association by a Commercial Lawyer
According to Article 620 of the Turkish Code of Obligations; “It is a contract in which two or more persons undertake to combine their labor and goods to achieve a common purpose.”
In order for a commercial lawyer to establish a company, first of all, the company’s articles of association must be carefully prepared in accordance with the law and the intentions of the parties. It is extremely unlikely for the company’s articles of association prepared by commercial lawyers to carry legal risks.
After the founding partners sign the articles of association, the signatures need to be notarized. Subsequently, this articles of association, which can also be processed by the commercial lawyer, needs to be registered with the trade registry and this registration needs to be announced. As long as all these procedures are meticulously followed by the commercial lawyer, it is not possible for any problems to arise in the establishment of the company.
Management style in Joint Stock Companies, which are Commercial Companies: Since it has a legal personality, the joint stock company is managed through its legally mandatory organs. In JSCs, the decision-making body is the general assembly (general meeting), and the executive body is the board of directors (management board).
Contract Law
Our competent lawyer staff carries out processes related to all types of contracts to meet our clients’ needs, including articles of association for Joint Stock and Limited Liability Companies, employment contracts, workplace lease agreements, advertising contracts, franchise agreements, purchase and sale agreements, and construction contracts.
These contracts can be prepared by our law office in various languages as requested, primarily in Turkish and English.
