MERGER / SPIN-OFF CORPORATE ARCHITECTURE

Company Merger Transactions

Companies may decide to merge in order to diversify their business areas, increase market share, influence supply chains, reduce costs, and encourage development and growth. According to the Turkish Commercial Code, company mergers can be carried out in the form of a takeover merger or a new entity merger.

At the end of the merger, at least one of the companies ceases to exist without liquidation. The acquiring company continues its activities with a strengthened balance sheet structure, having acquired the assets of the acquired company as a whole.

When planning merger transactions, the tax and legal situations of the companies participating in the merger are carefully examined to create the architecture of the new company.

Company Division Procedures

Company divisions can involve an existing company or a new company to be established through the division. The division of all of the company's assets into parts and their transfer to other companies is described as a full division, while the transfer of one or more parts of the assets to other companies is described as a partial division.

Companies can subject their equity shares listed on their balance sheets and held for at least two full years, or one or more of their production or service businesses, to division without taxation.

Companies can differentiate between sectors by subjecting their production or service businesses to division.

Planning the Effective Establishment of Businesses and Companies

Planning the establishment and organization of companies, considering all commercial and financial matters, evaluating the type of company and which businesses should be included in which companies.

Reorganization of Group Companies

Holding structure, functional company structure, business integrity, consolidation of different businesses into a single company, or creation of different companies for different businesses within existing companies or corporate groups, depending on the situation

Company Acquisitions, Mergers, and Divestitures

Our firm has significant field experience in this area. Company acquisitions, mergers, and divestitures are planned in every aspect, and all reporting and documentation processes, including official YMM reports related to the subject, are prepared. The transaction is completed with great care by our team of experts from start to finish.

Family/Company Charters

We work with our lawyer partners on family/company charters. The potential financial rules of the process are evaluated together with the legal side and integrated with the legal aspect created by the lawyers.

Holding Structure

Consultancy is provided taking into account the impact of the holding structure on the tax situation, and if necessary, the establishment of holding companies is facilitated.

Stock Certificates

Stock certificates in joint stock companies provide significant tax advantages. All processes related to the preparation of the infrastructure for stock certificates, the management and printing of the process, and their use as a tax advantage are monitored.

Note: All transactions are carried out within the limits of the laws and regulations, primarily Law No. 3568, and in full compliance with these regulations.