Branch Address Change of a Limited Company

Trade Registry Regulation (Article 104 - Article 86/2):

REQUIRED DOCUMENTS

Petition
(Must be signed by the liquidator)
Notarized General Assembly Meeting Minutes
(1 original – 1 photocopy)
- In companies with a single shareholder, the shareholder present at the meeting, or the shareholder's representative, must also sign the meeting minutes. (Regulation Article 26)
- In companies with a single shareholder (Amended wording: Official Gazette 9/10/2020-31269), it is sufficient to elect a Meeting Chair; there is no need to elect a minute secretary or a vote collector. If no minute secretary or vote collector is elected, their duties are performed by the meeting chair. (Regulation Article 14)
- The corporate body resolutions submitted to our Trade Registry Directorate by companies that have started keeping their commercial books through the ETDS must contain the verification code issued by the ETDS. For these resolutions submitted in applications to your directorate, the necessary registration procedure will be carried out after verification through the "Document Verification" section at https://etds.ticaret.gov.tr, and no separate notarization will be required for these resolutions.
- Notarization will not be required for resolutions adopted electronically (MERSİS and similar applications).
List of Attendees
(1 original). In companies with a single shareholder, it is not mandatory to prepare the list of persons entitled to attend the general assembly meeting (Amended phrase: RG-9/10/2020-31269). (Regulation Article 14)
Notarized power of attorney, if participation is by proxy
In order for company partners to be represented at the meeting through their proxies, the power of attorney must be issued in notarized form (Repealed wording: Official Gazette 9/10/2020-31269) (…). (Regulation Article 18/7)
Agenda Resolution in General Assemblies held by invitation
(1 photocopy)
Photocopy of the trade registry gazette in which the agenda was published, together with photocopies of the registered mail with return receipt, in General Assemblies held by invitation
Final and definitive balance sheet approved by the general assembly
The liquidator will sign the balance sheet after writing beneath it the statement "The company has no debts, receivables or pending lawsuits." The balance sheet signed by the liquidator and submitted to the general assembly will be signed by the chair of the meeting on behalf of the general assembly. Obtain the stamp duty receipt from the tax office for the balance sheet.

NOTE-1:

Unless otherwise provided in the articles of association, a dissolution resolution may be adopted after 3 months have elapsed from the 3rd of the announcements published in the Türkiye Trade Registry Gazette at one-week intervals.

NOTE-2:

If there are partners and creditors who cannot be reached despite the announcements and calls made during the liquidation process, the list of creditors prepared by the liquidator must be submitted to the registry directorate so that their receivables and rights can be paid.