The Ministry of Custom and Trade has designated the procedures and principles of the websites which the Stock Companies have to open. “The Directive in regard to the Stock Corporation’s Essential Websites” (hereafter it will be referred to as the Directive) published in the Official Gazette on 31 May 2013.
The Directive has been regulated in accordance with articles 210 and 1524 of the Code of Commerce (Turk Ticaret Kanunu-TTK) and it will enter into force on 1 July 2013 (Article 17). The stock companies, which are established after the Directive entered into force, have to open web-sites within three months after the registration of the companies’ establishment on the Turkish Trade Registry. A part of the web-sites need to be allocated for announcements which must be published by the stock companies.
According to the Directive, the stock companies can accomplish their obligations on their own; in addition they can take support from the CDSPs (1) (hereafter it will be referred to as MTHS). The websites are constituted in regard to the TTK will be registered under the Central Recording and Registration System Number (hereafter it will be referred to as MERSİS).
The Directive regulated that some points are essential to be published on the stock companies’ web-sites. These essential points are; (i) MERSİS number of the stock company, (ii) stock companies’ trade name, (iii) stock companies’ registered office, (iv) pledged and paid capital sum of the stock company, (v) if a stock company is a joint-stock company, the chairman’s and the members’ name and surname; if the stock company is a limited liability corporation, the manager’s name and surname of the administrative board; if the stock company is a limited partnership divided into shares, the managers’ name and surname, (vi) stock companies’ auditors’ name and surname, settlement place and registered branch if there is. If a legal entity will be chosen for a member of the administrative board of a joint-stock company or a manager of a limited liability corporation the followings need to be published in the companies’ website; (i) the legal entities’ MERSİS number, (ii) trade name, (iii) name and a surname of a real person with the registered office of the company.
According to the paragraph 3 of article 6 of the Directive these followings are the examples of the compulsory subjects that have to be published in the websites in six months; (i) in regard to the subparagraph (e), if a suit for annulment has issued against to the company, this matter need to be published in the companies’ website in five days after its publishing in the commercial registry gazette, (ii) in regard to the subparagraph (f), the court’s final order of the suit for annulment need to be published in the companies’ website in five days after it is published in the commercial registry gazette, (iii) in regard to the subparagraph (z), the representatives of the administrative board or manager’s board and the decision of their representation manners need to be published in the companies’ websites in five days after it is published in the commercial registry gazette.
(1) Central database Service Provider; Private Law Legal Entity which performs (i) keeping secure the content that has to be in the companies’ websites, (ii) carrying on the activities, like archival storage and accessibility, which is determined by the Ministry of Custom and Trade in regard to article 1524 of the TTK and this Directive.