Corporate Lawyer

A corporate lawyer is a specialist legal professional who protects the entire life cycle of a business, from formation to liquidation, and regulates the company's internal bodies and external relationships.

Grounded in the Turkish Commercial Code, this expertise covers a company's shareholding structure, capital transactions, contract preparation and the management of commercial disputes with third parties.

Conducting commercial activities on a lawful footing, protecting the shareholding structure and minimising operational risks are essential for every business.

A transaction carried out contrary to the legislation, or articles of association that were not properly drafted, without the guidance of a corporate lawyer, leads to serious legal and financial losses for businesses in the medium and long term.

At Bursa Mudanya Law Office, we provide professional services to secure your company's corporate structure, prevent commercial disputes before they arise and ensure full regulatory compliance.

What Does a Corporate Lawyer Do? Core Areas

A corporate lawyer manages all the legal processes a commercial structure may need in light of the Turkish Commercial Code (TTK).

They treat the company as a separate "legal person", independent of its founders, and oversee the business from formation to liquidation.

The core processes managed by a professional corporate lawyer are:

• Company formation: Choosing the type of company (joint stock company, limited company, etc.) and preparing tailor-made articles of association that protect the shareholders' rights.

• Shareholding structure and share transfers: Shareholders' rights, profit distribution, voting rights and the lawful registration of share transfers.

• Governance: Adopting board resolutions, organising general meetings and defining the limits of representative authority.

• Structural changes and capital transactions: The legal groundwork for capital increases and reductions, mergers and acquisitions (M&A), conversions and demergers.

• Liquidation: Managing the dissolution of the company or bankruptcy proceedings smoothly.

What Is Company Law?

Company law is the core branch of law governing the formation, operation and dissolution of legal entities (companies) formed by people who come together for a commercial purpose.

Its main source is the Turkish Commercial Code (TTK), and it treats the company as a separate "legal person", independent of its founders.

Its main purpose is to protect the company's legal personality, clarify shareholders' responsibilities towards each other and third parties, standardise the company's governance and ensure that commercial life runs with confidence.

Company law regulates the process from a business's "birth" (formation) to its "death" (liquidation).

The Lawyer's Role in the Main Types of Company in Türkiye

Under Turkish commercial law, businesses are distinguished by their capital structure. Choosing the structure best suited to the entrepreneurs' commercial goals is critical for taxation and the protection of personal assets.

A corporate lawyer ensures that the right legal entity is chosen for the size of the business.

Joint Stock Companies (A.Ş.)

The ideal company type for large-scale investments and corporate structures. Its capital is divided into shares, and shareholders' liability is limited to the capital they have committed. These structures can go public, and their strict general meeting rules should be handled with a specialist lawyer.

Limited Companies (Ltd. Şti.)

The most common company model in Türkiye, generally preferred by small and medium-sized enterprises (SMEs). Although shareholders' liability is limited to their capital contribution, they may be held personally liable for the company's unpaid public debts such as taxes and social security premiums. Managing these risks requires legal advice.

Partnerships and Ordinary Partnerships

In these structures, where the partners' personal effort and mutual trust come first, liability is as a rule unlimited. Ordinary partnerships, which have no legal personality, carry the risk of joint and several liability, so their agreements must be drafted within very strict legal limits.

Commercial Disputes and Litigation

During their commercial activities, it is inevitable that companies will have disputes with shareholders, employees, competitors or customers.

A corporate lawyer resolves these disputes in the best interests of the business. Preventing unfair competition, debt collection, actions to annul general meeting resolutions and the exclusion of shareholders are among their core areas of activity.

In Türkiye, "mandatory mediation" is a precondition for filing most commercial cases. At the mediation table, a corporate lawyer resolves the dispute faster and at lower cost, without taking it to court.

If no settlement is reached, the process continues before the Commercial Courts of First Instance.

Data Protection (KVKK) and Regulatory Compliance

In today's digital business world, personal data protection (KVKK) is not an option but a legal obligation carrying heavy sanctions.

Companies must comply with legal limits when processing the data of customers, employees and business partners.

Compliance covers not only data protection but also anti-corruption, environmental regulations and sector-specific rules. Regular legal audits minimise operational risks and administrative fines.

The Obligation for Companies to Retain a Lawyer

Under the Turkish Commercial Code and the Attorneyship Law, companies of a certain size are required to retain a lawyer under contract.

This obligation applies in particular to joint stock companies whose share capital exceeds a certain threshold. A corporate lawyer manages not only data but also compliance with anti-corruption, environmental and sector-specific rules.

Regular legal audits bring operational risks down to a minimum.

• Criterion: Joint stock companies whose share capital is at least 5 times the minimum capital required for joint stock companies (current 2026 limits should be taken into account).

• Sanction: Companies that fail to comply face heavy administrative fines of a multiple of the minimum wage for each month.

• Advantage: Beyond the legal obligation, working with a lawyer protects every contract the company signs and every decision it takes from the outset.

Conclusion

Company law is not only a commercial business's legal armour but also the cornerstone of its growth strategy.

Every step taken from formation onwards, every contract drafted and every board resolution adopted must comply with the Turkish Commercial Code.

A company with weak legal foundations risks major financial losses in even the smallest shareholder or commercial dispute. Corporate governance should therefore be seen not as a "formality" but as an investment that protects the company's future.

To reach your commercial goals without legal obstacles, protect your rights and build a fully compliant corporate structure, Bursa Mudanya Law Office is ready to be your professional solution partner.

Frequently Asked Questions