GÜRPINAR, Bünyamin Beykent Üniversitesi - Hukuk Fakültesi - Ticaret Hukuku Anabilim Dalı, Turkey

The Form of Board Meetings of Joint-Stock Companies and Electronic Meeting System

20731

One company might be operating regional, national or international. Whichever, it is the inevitable result of globalisation to operate mostly out of its scope. For this reason, there might be difficulties about board meetings to held physically due to some or even all members of board, especially joint-stock companies might consist of foreigners residing abroad and expected number of meetings is not posible due to making decisions. Article 1527.1 of 6102 n. New Turkish Commercial Code allows to set forth provisions in articles of association and memorandum of association enabling members of board of managers and board of directors to join and vote in meetings by transfer of visuals and sounds in foreseen situations. Within the framework of new regulations of the new code, visual and vocal transfer meeting format is required to held board of directors meetings of a J.S.C., not a format of typing chat room that doesn’t allow transfer of sound and visuals. Prerequisite of taking place in meetings of electronic board of directors is to provide this opportunity in articles of association. Secondly, it is required to prove conveniance of the electronic media tools and preserving of identities of voters. Principles regarding to interpretation of all these subjects will be determined by a regulation issued by Ministry of Custom and Commerce. Validity of online meetings and decisions of board, possibility of electronic signature and post facto original signature usage for these decisions is phrased in the preamble of this provision.

1101

Joint , stock company , Board of director’s meeting , Virtual meeting , Electronic meeting system.

Hukuk Araştırmaları Dergisi

1125