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Removal and Withdrawal of Shareholders in a Limited Liability Company

Removal and Withdrawal of Shareholders in a Limited Liability Company

Under Turkish law, the withdrawal or removal of a shareholder from a limited liability company does not occur merely because there is a dispute between the shareholders. For both procedures, the applicable statutory provisions, the articles of association, general assembly resolutions, and, where necessary, court proceedings must be taken into consideration. Therefore, it should not be assumed that a shareholder can withdraw from the company or be removed simply by submitting a resignation letter, adopting a shareholders’ resolution, or sending a notarized notice. For the transaction to be legally valid, it is important to determine the procedure appropriate to the circumstances of the case, examine the applicable decision-making quorums, calculate the separation payment (squeeze-out/withdrawal compensation), and properly complete the relevant trade registry procedures. This article explains the ways in which a shareholder of a limited liability company may withdraw from the company, the circumstances under which a shareholder may be removed, actions for withdrawal for just cause, legal remedies against a removal decision, and matters concerning the separation p..

Major Legislative Amendments Introduced by the Judicial Reform Package Published in the Official Gazette on 31 July 2026

Major Legislative Amendments Introduced by the Judicial Reform Package Published in the Official Gazette on 31 July 2026

Key Amendments Introduced by Law No. 7589 in Enforcement Law, Civil Procedure, Administrative Procedure, Criminal Law, and the Law of Obligations Law No. 7589, published in the Official Gazette on 31 July 2026, introduced significant amendments across various branches of the Turkish legal system. The new legislation includes substantial changes affecting the practice of enforcement and bankruptcy law, civil procedure, administrative judicial procedure, criminal procedure, the law of obligations, and notarial procedures, among other areas. Below is a summary of the amendments that are expected to have the greatest practical significance...

How to Get a Work Permit in Türkiye? A Guide to Foreigners' Right to Work, Application Requirements, and the Turquoise Card

How to Get a Work Permit in Türkiye? A Guide to Foreigners' Right to Work, Application Requirements, and the Turquoise Card

As a rule, foreigners must obtain a work permit to work legally in Türkiye. A work permit is an official authorization granting foreign nationals the right to work within the borders of the Republic of Türkiye under a specific employer or independently under certain conditions. Pursuant to the International Labor Force Law No. 6735, work permits are issued by the Ministry of Labor and Social Security, and the participation of foreigners in the Turkish labor market is subject to specific rules. As Uzunpınar & Tüfek International Law Firm, we provide comprehensive legal consultancy services to our clients regarding work permit applications, extension procedures, appeals against work permit rejections, and Turquoise Card processes...

Fixtures (Muhdesat) and Actions for the Determination of Fixtures

Fixtures (Muhdesat) and Actions for the Determination of Fixtures

Actions for the determination of fixtures (muhdesat) are of significant importance, particularly in proceedings involving the dissolution of co-ownership (izale-i şuyu), urban transformation projects, and expropriation processes, as they serve to determine the ownership of structures or planted elements situated on immovable property. In practice, disputes frequently arise concerning the legal nature of fixtures, the concept of integral parts, the function of the declarations section in the land registry, the conditions for filing such actions, the burden of proof, and limitation periods.As Uzunpınar & Tüfek Law Firm, in this comprehensive study we examine the concept of fixtures in light of the Turkish Civil Code and the precedents of the Court of Cassation, the circumstances under which an action for the determination of fixtures may be filed, the rights and obligations of the parties, and the scope of claims based on unjust enrichment. In the field of real estate law, professional legal assistance is essential to prevent loss of rights in fixture-related disputes...

From What Date Can a Rent Determination Lawsuit Be Filed Under Article 344/3 of the Turkish Code of Obligations (TCO) If the Parties Have Executed a Supplementary Agreement on the Rent Amount?

From What Date Can a Rent Determination Lawsuit Be Filed Under Article 344/3 of the Turkish Code of Obligations (TCO) If the Parties Have Executed a Supplementary Agreement on the Rent Amount?

As Uzunpınar & Tüfek International Law Office, we provide comprehensive legal consultancy and litigation services in disputes arising from tenancy law. In particular, in rent determination lawsuits filed pursuant to Article 344/3 of the Turkish Code of Obligations, determining whether the tenancy relationship has exceeded the five-year period and assessing the effect of subsequent rent adjustment agreements on this period are of critical importance. In practice, disputes frequently arise regarding whether additional protocols or subsequently executed agreements between the parties restart the statutory five-year period. In this article, we examine the legal consequences of supplementary agreements increasing the rent amount, the circumstances under which a subsequent agreement may be considered a new lease agreement, the evaluation of comparable market rental values, and the current case law of the Court of Cassation and Regional Courts of Appeal. We also discuss from which date a rent determination action may be filed under Article 344/3 of the Turkish Code of Obligations...

Rental Assistance and Other Supports Provided Under Urban Transformation

Rental Assistance and Other Supports Provided Under Urban Transformation

As Uzunpınar & Tüfek International Law Office, we provide legal consultancy services to our clients regarding rental assistance, interest subsidies, and financing opportunities available to rights holders within the scope of urban transformation processes carried out under Law No. 6306. In order to encourage the redevelopment of buildings classified as risky structures, the legislation provides various financial support mechanisms, including rental assistance for property owners and, under certain conditions, tenants, assessment loans for risk determination procedures, demolition loans for the removal of risky buildings, construction loans for reconstruction projects, and interest subsidies for bank loans. Furthermore, tenants and holders of limited real rights who meet the statutory requirements may also benefit from housing or workplace allocations. In this article, we briefly examine the scope of these financial support mechanisms, the application requirements, and the key practical considerations arising within the urban transformation process...

Administrative Termination of a Construction Contract in Urban Transformation Projects

Administrative Termination of a Construction Contract in Urban Transformation Projects

As Uzunpınar & Tüfek International Law Firm, we provide comprehensive and professional legal services to our clients in matters concerning the administrative termination of construction agreements, which frequently arise in practice within the scope of urban transformation law, construction law, and real estate law disputes. Particularly in urban transformation projects carried out under Law No. 6306 on the Transformation of Areas Under Disaster Risk, the termination of construction agreements due to a contractor’s failure to fulfill its contractual obligations may lead to significant legal consequences for property owners, contractors, and public authorities alike. Accordingly, it is of utmost importance that the legal conditions for termination are properly assessed, that the application process is conducted in compliance with the relevant legal requirements, and that any resulting disputes are managed effectively. In this article, we will examine in detail the conditions under which a construction agreement may be terminated by the administration pursuant to Law No. 6306, the applicable application procedure, the calculation of the relevant statutory periods, and the legal i..

Conditions, Time Limits, and Methods of Proof in an Action for Recovery of Property (Istihkak Claim)

Conditions, Time Limits, and Methods of Proof in an Action for Recovery of Property (Istihkak Claim)

An action for recovery of property (istihkak claim) is a lawsuit filed when it is alleged that an asset seized during enforcement proceedings does not belong to the debtor but to a third party. In other words, a third party who claims ownership or another real right over the seized property files an action for recovery of property in order to protect that right.     ..

What Is a Penalty Clause in Construction Contracts? Delay, Disputes, and Legal Remedies

What Is a Penalty Clause in Construction Contracts? Delay, Disputes, and Legal Remedies

Ceza maddesi, taraflardan birinin sözleşmede belirtilen yükümlülüklerini yerine getirmemesi durumunda ödemeyi kabul ettiği önceden belirlenmiş bir tazminat miktarıdır. İnşaat sözleşmelerinde genellikle işin zamanında teslim edilmemesi veya inşaatın sözleşmesi şartlarına aykırı olarak yapılma durumlarında uygulanır...

What is an Inheritance Contract? How is it Made? Validity Requirements and Annulment

What is an Inheritance Contract? How is it Made? Validity Requirements and Annulment

An inheritance contract is a specific legal transaction through which the deceased regulates the disposition of their estate to take effect after death by means of a mutual and binding agreement, rather than a unilateral declaration of intent...

Action for the Annulment of a Demolition Decision

Action for the Annulment of a Demolition Decision

Actions for the annulment of a demolition decision are among the important types of lawsuits aimed at reviewing the lawfulness of administrative acts established by the administration and that directly affect the right of property. Decisions regarding the demolition of a structure are often based on technical reports and administrative assessments, and therefore this process must be carefully examined in terms of both procedure and substance. For this reason, actions for the annulment of a demolition decision stand out as an effective legal remedy against administrative acts that may give rise to irreparable consequences...

Dissolution of Joint Ownership (Izale-i Shuyu) Lawsuit

Dissolution of Joint Ownership (Izale-i Shuyu) Lawsuit

Dissolution of joint ownership (izale-i shuyu) lawsuits are significant legal processes that aim to eliminate uncertainty and de facto disputes among co-owners in immovable properties subject to shared ownership or joint ownership. The options of dissolving the joint ownership through partition in kind or through sale must be carefully evaluated in line with the nature of the immovable property and the interests of the co-owners. For this reason, izale-i shuyu lawsuits are among the types of cases that have both technical and legal aspects and require meticulous planning from the very beginning of the process...

Eviction Lawsuit Due to Need

Eviction Lawsuit Due to Need

Eviction lawsuits due to need are among the important areas of dispute that require the real and sincere need of the landlord for the immovable property to be evaluated within a legal framework. If the need for housing or a workplace is not presented in accordance with procedural requirements, the process may both be prolonged and lead to loss of rights. For this reason, eviction lawsuits due to need require a careful legal approach in which statutory conditions are meticulously addressed and evidence and legal grounds are constructed accurately...

Land Share Adjustment Lawsuit

Land Share Adjustment Lawsuit

Land share adjustment lawsuits are of great importance in ensuring the principle of fair distribution in immovable properties subject to condominium ownership Land shares that are determined in a manner incompatible with the location size and characteristics of independent units may over time lead to serious loss of rights and disputes For this reason lawsuits concerning the adjustment of land shares are among the types of cases that require technical examination and legal evaluation to be carried out together and demand careful attention and expertise..

Fraudulent Inheritance Lawsuit

Fraudulent Inheritance Lawsuit

Fraudulent inheritance (muris muvazaası) lawsuits are of great importance within inheritance law for protecting the rights of heirs. These lawsuits aim to determine when the deceased’s assets were disposed of contrary to their true intent and to render transactions that resulted in unjust enrichment invalid. As Uzunpınar & Tüfek International Law Firm, our experienced team carefully manages every stage of the legal process in fraudulent inheritance lawsuits, ensuring that your heirs’ rights are fully protected...

Title Deed Cancellation and Registration Lawsuit

Title Deed Cancellation and Registration Lawsuit

Disputes concerning immovable property ownership are serious legal processes that directly affect the right of ownership which is one of the most fundamental rights of individuals Erroneous or unlawful transactions recorded in title deeds may lead to consequences that are difficult to remedy at later stages therefore such disputes must be handled with great care..

CONTRACT LAW

CONTRACT LAW

  At Uzunpınar & Tüfek Law Firm, we provide our clients with comprehensive and reliable legal consultancy services throughout all stages of contract preparation, review, negotiation, and implementation. As Contract Law forms the foundation of both commercial and personal relations, it is of utmost importance that each contract is drafted in line with the client’s needs and legal security...

Constitutional Court’s Pilot Judgment on Additional Damages and Inflation Loss (2025)

Constitutional Court’s Pilot Judgment on Additional Damages and Inflation Loss (2025)

The pilot decision rendered by the Constitutional Court in 2025 regarding additional damages and inflation loss constitutes an important turning point in terms of protecting the real value of receivables. In an environment of high inflation, the effects of being limited solely to statutory interest on the right to property have been reassessed at the constitutional level through this decision. The said pilot decision sets forth a guiding framework both for judicial practice and for possible legislative amendments that may be made in the future...

Permission to Show the Leased Property Lawsuit

Permission to Show the Leased Property Lawsuit

Permission to Show the Leased Property lawsuits are among the special types of disputes aimed at preserving the balance of interests between the parties throughout the continuation of the lease relationship. Where the showing of the leased property to third parties for legally valid reasons such as sale or re-leasing is obstructed, the conditions under which this right may be exercised must be carefully assessed. For this reason, permission to show the leased property lawsuits constitute legal processes that must be addressed within the framework of lease-specific regulations, with due regard to the principles of proportionality and necessity...

Investment Consultancy

Investment Consultancy

  Reliable, comprehensive, and strategically planned legal consultancy is essential for individuals and institutions planning to invest both in Turkey and abroad...

Foreigners Law

Foreigners Law

  Foreigners Law is a branch of law that regulates the legal status of foreign nationals residing in Türkiye, in matters such as residence permit, work permit, citizenship, acquisition of immovable property, and deportation decisions. This area has gained significant importance in recent years, especially with the increase in migration processes. For foreigners who wish to live, work, invest, or acquire citizenship in Türkiye, proper management of these procedures is critical to prevent legal mistakes that may lead to irreversible consequences...

Steps For Application To Turkish Citizenship Through Real Estate Investment

Steps For Application To Turkish Citizenship Through Real Estate Investment

The process of applying for Turkish citizenship through real estate investment is a multi-stage procedure that must be conducted by jointly evaluating the legal and administrative consequences of the investment decision. From the selection of the property to the title deed transactions, and from obtaining the certificate of conformity to submitting the citizenship application, it is of great importance that each step is completed in compliance with the relevant legislation. For this reason, acquisition of citizenship through real estate stands out as a special type of application that requires a planned and careful legal approach from the very beginning of the process. ..

Marriage Of Foreigners In Turkey

Marriage Of Foreigners In Turkey

The marriage of foreigners in Türkiye is a multifaceted process that gives rise to legal consequences under both Turkish law and the foreign legal systems to which the parties are subject. Legal capacity to marry, the procurement of the required documents, and the complete fulfillment of administrative procedures are of great importance for the validity of the marriage. In this respect, the marriage of foreigners in Türkiye is not limited to mere formalities but constitutes a process whose legal consequences must be carefully evaluated...

Commercial Law

Commercial Law

Uzunpınar & Tüfek International Law Firm provides strategic legal consultancy in the field of commercial law to ensure that companies and investors conduct their commercial activities in a secure sustainable and legally compliant manner From commercial contracts to corporate structuring and the resolution of commercial disputes we deliver result oriented solutions that protect our clients commercial interests at every stage We stand by your side to minimize legal risks in your commercial relationships and to establish a strong legal foundation..

Consumer Law

Consumer Law

  It is a specialized branch of law that ensures the protection of consumers against unfair practices encountered when purchasing goods and services and is subject to regulations at both national and international levels...

Corporate Law

Corporate Law

  Corporate law goes far beyond company formation — it covers every stage from incorporation to liquidation...

Urban Transformation Law

Urban Transformation Law

  Urban transformation law is a specialized branch of law that regulates the legal relationships arising in the processes of identifying, evacuating, demolishing, and reconstructing buildings at risk of disasters..

Real Estate Law

Real Estate Law

  Real estate law is the branch of law that covers all transactions related to immovable properties such as land, plots, residences, and commercial properties, as well as the disputes that may arise from these transactions...