According to the news published by Central Bank of Republic of Turkey, fees that banks can charge their commercial clients for products and services, offered under four categories as “Commercial Loans”, “Foreign Trade”, “Cash Management” and “Payment Systems”, have been limited to 51 items.

Pursuant to the Council of Ministers Decision No. 2006/11188, the Central Bank of the Republic of Turkey issued the “Communiqué No. 2006/1 on the Deposit and Loan Rates, the Profit and Loss Participation Rates for Participation Accounts, and Other Non-Interest Benefits to be Received via Credit Transactions”. Article 4 of this Communiqué stipulates that the characteristics and limits of other non-interest benefits to be received and charges to be collected shall be determined freely. However, it was observed over time that banks collect numerous fees, commissions and charges of the same characteristic under different names, and the collected amounts are far from being comparable and might lead to overcharging. Consequently, client complaints have increased significantly.

Therefore, the Banking Regulation and Supervision Agency (BRSA) issued the “Regulation on Procedures and Principles Regarding the Fees to be Charged on Financial Consumers” on 3 October 2014, which simplified the fees that can be charged on financial consumers, and ensured transparency in charges. However, problems persisted regarding the charges imposed on commercial clients.

Following comprehensive evaluations, it has been decided to make a regulation to render the fees that can be collected more transparent, lucid and comparable by determining the types and characteristics, maximum amounts or rates of fees that banks can charge their commercial clients for products and services as well as the standards thereof. To this end, the “Communiqué No. 2020/4 on Procedures and Principles Regarding the Fees That Banks Can Charge Their Commercial Clients” has been published.

In this Communiqué,

• Fees that banks can charge their commercial clients for products and services, offered under the four categories as “Commercial Loans”, “Foreign Trade”, “Cash Management” and “Payment Systems”, have been limited to 51 items,
• Quantitative or qualitative restrictions have been introduced to some fee items,
• Obligation to inform has been imposed on banks for transparency purposes.

Provisions in the Communiqué shall be effective as of 1 March 2020. These provisions shall also apply to transactions to be conducted after the effective date under the contracts made before this date.

The amounts and rates limited in the Communiqué are upper limits, and the fees and rates to be applied will certainly be determined by competitive market conditions as well as by the business relations between banks and commercial clients.

Moreover, it has been decided to repeal the Communiqué No. 2006/1 on 1 March 2020 and to replace it with the “Communiqué No. 2020/3 on the Deposit and Loan Rates and the Profit and Loss Participation Rates for Participation Accounts”, to be effective 1 March 2020. With the Communiqué No. 2020/3, the provisions of the repealed Communiqué excluding those on other non-interest benefits to be received are broadly preserved, and provisions are changed regarding the profit and loss participation rates to be applied in participation accounts, taking into account the BRSA regulations and international interest-free finance principles and guidelines.

Source: Central Bank of Republic of Turkey / link: https://www.tcmb.gov.tr/wps/wcm/connect/EN/TCMB+EN/Main+Menu/Announcements/Press+Releases/2020/ANO2020-07
Legal Notice: The information in this article is intended for information purposes only. It is not intended for professional information purposes specific to a person or an institution. Every institution has different requirements because of its own circumstances even though they bear a resemblance to each other. Consequently, it is your interest to consult on an expert before taking a decision based on information stated in this article and putting into practice. Neither MuhasebeNews nor related person or institutions are not responsible for any damages or losses that might occur in consequence of the use of the information in this article by private or formal, real or legal person and institutions.

The determined ratio and amount enters into force on  the date of issue and takes effect as of 01.01.2019.

Source: İSMMMO
Legal Notice: The information in this article is intended for information purposes only. It is not intended for professional information purposes specific to a person or an institution. Every institution has different requirements because of its own circumstances even though they bear a resemblance to each other. Consequently, it is your interest to consult on an expert before taking a decision based on information stated in this article and putting into practice. Neither MuhasebeNews nor related person or institutions are not responsible for any damages or losses that might occur in consequence of the use of the information in this article by private or formal, real or legal person and institutions.

Before the enactment of New Turkish Commercial Code, the companies with foreign partners could use foreign letters in their company titles. However, companies consisting of Turkish shareholders couldn’t use those letters. This restriction was abrogated with this amendment.

Now, everyone can use letters that are not included in Turkish Alphabet in the root of the company title.

Moreover, on condition that the shareholders of a company were consisting of Turkish citizens, they couldn’t use foreign names corresponding in Turkish according to the previous communique (such as, White Tarım Co. Ltd.). Nevertheless, all of the companies might use foreign words in the company title with this amendment.

The amendments done with the communique and some points about the new implementation are indicated below.

1- Business Names;
One can designate business names without constraint only if the field of operation and the expressions related to the kind of Corporation is Turkish.

SAMPLES

• Blue Sea Denizcilik Ltd. ŞTİ. (Proper)
• Blue Sea Maritime Ltd. ŞTİ. (NOT proper. The sector name should be Turkish. There should be written ‘’Denizcilik’’ instead of ‘’Maritime’’.

2- It is not allowed to use information that might give false impressions in business names of the company.
The expressions in the business name that might give false impressions about the identity of the trader, the scale, importance and financial condition of an enterprise for the third parties cannot be used and contrary to facts.

3- The expressions in business names cannot be contrary to local legislation, implementation and values.
(3) The expressions in business names cannot be against public order, national interests and morals and tarnish cultural and historical values.

4- Some words used in business names are subject to approval of Council of Ministers.
Words that are “Türk(Turkish)”, “Türkiye(Turkey/Turkiye)”, “Cumhuriyet(Republic)” and “Milli(National)” should be used plain, simple and thorough with the approval of Council of Ministers.

In accordance with articles 41 and 42 of the Turkish Commercial Code, If these words are involved in the name or the surname of the real person that should be used in business name, then it will not be obligatory to get the approval of Council of Ministers.

5- At least one sector should be stated in the company title.
It is obligatory to state at least one sector in the title of corporations and limited companies. There shouldn’t be any abbreviations in the expressions about the field of operation.

6- Pay attention to the incorporation of Holdings…
There should be written “holding” in the title of corporations whose primary objective is incorporating into another enterprises.

7- Place names can be used, but country names are subject to approval.
Officially identified place names can be used in business names; however, it is obligatory to get an approval from the competent authorities of related countries in order to use country names.

8- It is forbidden to use the names of state institutions and organizations.
It is forbidden to use the names of state institutions and organizations, other national and international agencies or abbreviated names defining those institutions in business names. Nevertheless, state institutions and organizations are allowed to use their own names and abbreviations in business names of the companies which they operate or in which they have shares.

9-If the record of a company is cancelled in the Trade Registry, someone else might use that title 5 years later.
The title of a company which is cancelled in the Trade Registry cannot be used by another trader again, because he/she should wait 5 years from the date when the declaration regarding to the disenrollment is published in Turkey Trade Registry Gazette.

10- What is the condition of using a title registered previously?

• If a business name is registered previously in a registry of commerce in Turkey, it cannot be registered without making a distinctive addendum in order to distinguish it from the previous one.
• If a business name registered previously has the same addendum and the first expression indicating the field of operation with the newly-established company, it cannot be registered without making distinctive amendments within the scope of article 46 of the Turkish Commercial Code.

Sample-1: If a title called “A İnşaat Otomotiv Tekstil Sanayi ve Ticaret Anonim Şirketi” is registered previously, the title called “A İnşaat Tekstil Turizm Sanayi ve Ticaret Anonim Şirketi” cannot be registered without making a distinctive addendum.

• If the two companied share the same addendum in their titles, but their first expressions indicating the field of operation are different, that title can be registered without making an addendum.

Sample-2: If a title called “B İnşaat Otomotiv Sanayi Anonim Şirketi” is registered previously, the title called “B Turizm İnşaat Sanayi Anonim Şirketi” can be registered without making an addendum.

• If the two companies have the same expressions indicating company type in their titles, that title cannot be registered without making a distinctive addendum.

Sample-3: If a title called “C Turizm Limited Şirketi” is registered previously, a title called “C Turizm Anonim Şirketi” cannot be used without making a distinctive addendum.

Source: The Communique about Business Names Established in the Official Gazette Numbered 28913 and Dated 14.02.2014
Date: 26 January 2017

Legal Notice: The information in this article is intended for information purposes only. It is not intended for professional information purposes specific to a person or an institution. Every institution has different requirements because of its own circumstances even though they bear a resemblance to each other. Consequently, it is your interest to consult on an expert before taking a decision based on information stated in this article and putting into practice. Neither MuhasebeNews nor related person or institutions are not responsible for any damages or losses that might occur in consequence of the use of the information in this article by private or formal, real or legal person and institutions.

1- WHICH BOOKS ARE SUBJECT TO CLOSURE RATIFICATION IN LIMITED COMPANIES?
(1) Day Book

2- THE PERIOD OF CLOSURE RATIFICATION OF THE BOOKS
* the closure ratification of day books should be made until the end of June (sixth month) of the subsequent year.

3- IF ONE WOULD LIKE TO USE THE BOOKS IN THE FOLLOWING YEAR, WHEN HE/SHE SHOULD MAKE THE CLOSURE RATIFICATION OF THE BOOKS?
* If one would like to use the book being entitled to closure ratification in the following year; firstly he/she should make the closure ratification on January of the subsequent year and then he/she should make an interim ratification until the end of January in order to use it in the New Year. It means closure ratification will not be made in June, but it should be made in January.

4- IS THE MINUTE BOOK OF BOARD OF DIRECTORS SUBJECT TO RATIFICATION?
No.
Limited Companies do not have to keep Minute Book of Board of Directors. They may keep decision books for the decisions taken.

On the other hand, if one ratifies the Minute Book of Board of Directors along with the Decision Book, the Decision of Board of Directors should be recorded in that book and those books are subject to closure ratification in January of the subsequent year.

After the closure ratification of Decision Book of Board of Directors if company wouldn’t like to use it, the new book shouldn’t be ratified and Decision Book should be used in the subsequent year instead of that.

5- HOW MANY YEARS SHOULD A LIMITED COMPANY KEEP ITS BOOKS?
Limited Companies should keep their commercial books that they have to keep and the documents related to the recordings of those books for 10 years by classifying them.

Even if period of limitation for books and documents is 5 years according to the Tax Procedure Law, it is obligatory to keep them for 10 years according to Turkish Commercial Code. (-253)

Source: the Communiqué about Commercial Books established in the Official Gazette dated 19 December 2012 and numbered 28502 and prepared by the Ministry of Customs and Trade and the Ministry of Finance

Date: 20 March 2017

Legal Notice: The information in this article is intended for information purposes only. It is not intended for professional information purposes specific to a person or an institution. Every institution has different requirements because of its own circumstances even though they bear a resemblance to each other. Consequently, it is your interest to consult on an expert before taking a decision based on information stated in this article and putting into practice. Neither MuhasebeNews nor related person or institutions are not responsible for any damages or losses that might occur in consequence of the use of the information in this article by private or formal, real or legal person and institutions.