FORMATION AND PROCESS OF BOARD OF MANAGERS IN LIMITED LIABILITY COMPANIES

With the Turkish Commercial Code of 2012, the natural organ principal in limited liability companies (LLC), whereby all of shareholders are per se managers, has been abandoned and the elected organ principal has been adopted. Pursuant to Turkish Commercial Code, if there is more than one person assigned as manager in LLC, they will form a board. Board of managers has a great significance in relation to holding meetings and taking decisions. However, there are no detailed provisions laid down regarding formation and process of board of managers. In accordance with the preamble to the Turkish Commercial Code, board of managers in LLC and board of directors in joint-stock companies have many similar features. Taking these common features into consideration, formation and process of board of managers should be analyzed on the basis of legal regulations regarding board of directors in joint-stock companies, without considering the differences between limited liability companies and joint-stock companies.