Comparison Table of Joint Stock Company and Limited Company

TOPIC
JOINT STOCK COMPANIES
LIMITED COMPANIES
Minimum Capital
250,000 TL In the registered capital system: 500,000 TL
50,000 TL
Capital Payment Period
25% of the cash capital must be paid before registration; the remaining must be paid within 24 months.
Cash capital must be paid within 24 months from registration.
Capital System
A registered capital system is envisaged.
Capital Increase
Capital Increase A conditional capital increase is envisaged.
Nominal Value of Share
The minimum is 1 kuruş.
It could be at least 25 TL.
Number of Partners
Minimum 1; no upper limit. If there are 500 or more partners, it becomes a public corporation.
Minimum 1; maximum 50.
Type Requirement
Banks, brokerage firms, investment partnerships, insurance, financial leasing and factoring companies are required to be established as a joint stock company.
They cannot carry out activities prescribed by law, such as banking and insurance.
Compulsory Bodies
General Assembly and Board of Directors
General Assembly and Board of Managers
Independent Audit
An independent audit has been organised.
Provisions regarding joint stock companies will be applied during the audit.
General Assembly Invitation
The general assembly must be invited at least 2 weeks before the meeting date.
The general assembly must be invited at least 15 days before the meeting date. This period may be extended or shortened to 10 days by contract.
Board Members
All members of the board of directors may be individuals who are not partners of the company.
At least one of the members of the board of directors must be a partner of the company.
Superior Vote
The chairman is not given a superior vote on the board of directors.
In case of a tie in the voting of the board of directors, the vote of the chairman shall be deemed superior.
Share Transfer
It is possible to transfer shares by written contract.
For the transfer of shares, a contract must be drawn up at a notary and unless otherwise stipulated in the company’s articles of association, the approval of the general assembly is required.
Responsibility of Partners
Partners are not liable for company debts.
Partners can only be held liable for the public debts of the company.
Partners’ Debt
The only obligation of the partners is to pay the capital amount they have committed.
The commitment and non-competition clauses of the partners are regulated.
Partners’ Right to Termination
Minority shareholders are given the right to file a lawsuit for termination with just cause
Each partner is given the right to file a lawsuit for dissolution for just cause.
Lawyer Requirement
Joint stock companies with a capital of 1,250,000 TL and above are required to have a lawyer on contract.
Share Transfer Income Tax
If the stock is sold after 2 years from the date of acquisition, it is not subject to income tax.
When shares are sold, the gain is subject to income tax.

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