-
Common Features of Limited & Joint Stock Companies:
-
It can be established by both natural and legal persons, with one or more shareholders. The founder does not have to be a citizen or resident.
Both types of companies can be established in any field of activity for any economic purpose and subject that is not legally prohibited.
- (Companies that will operate in some fields such as financial leasing, banks, insurance may need to be established as joint-stock companies (a.ş).
- In both types of companies,(a.ş-ltd) the name of the partners do not have to be included in the company name.
- Both types of companies can be single shareholders.
- Company partners are not responsible for company debts.
- Partners’ sole responsibility to the company is to pay the capital share they have committed, partners in e limited companies if specified, it must fulfill other additional payments obligations.
- At the same time, the limited company partners are responsible for their own assets in proportion to the capital share they have committed to the company’s public debts.
- (For example, a partner who puts a capital of 25,000 TL in a company with a capital of 100,000 is personally responsible for her own assets for 2.500 TL of the company’s public debt of 10.00 TL.)
-
10 Differences between Limited (ltd) & Joint Stock Companies (a.ş):
- 1-While the minimum capital required for the establishment of the limited company is 10.000 TL, the minimum capital sought for the joint-stock company is 50.000 TL.
- 2-Companies that will operate in areas such as financial leasing, banks, and insurance should be established as joint-stock companies.
- 3- The number of partners in a limited company can be up to 50. In a joint-stock company, there is no limit in terms of the number of partners. ((If the number of partners in joint-stock companies exceeds 250, the company is subject to the Capital Markets Law.)
- 4- In principle, in both types of companies, company partners are not responsible for corporate debt, but in limited companies, company partners are responsible for the company’s public debts with their assets in proportion to the capital they commit. In joint-stock companies, partners do not have responsibilities due to public debts.
- 5- Limited companies need at least one partner to have the right to manage and represent the company, but this does not apply to joint-stock company partners.
- It is only possible for a member of the board of directors to have full representation, not among partners.
- 6- Limited company shares are linked to the stock written on the name. Shares in joint-stock companies can also be attributed to bearer shares.
- In limited companies, notary approval is required for the transfer of shares, while in joint-stock companıes notary approval is not required for the transfer of shares.
- 7- While transfer of shares may be prohibited in limited companies, share transfer cannot be prohibited in joint-stock companies but may be limited in some cases or in cases provided for in the Turkish Commercial Code, provided that it is stipulated in the articles of association.
- 8- In joint-stock companies, a share of up to fifteen votes can be granted, while limited companies do not have such restrictions. In the company contract, shareholders can be granted the right to veto.
- The quorum of the joint-stock companies is generally lower than the limited companies.
- 9- While joint-stock companies can be established for an unlimited period, limited companies can be established for a maximum of 99 years.
- 10- The shares of the limited company, regardless of the number of years old, are subject to income tax; The shares of the corporation are subject to income tax only if sold within two years. If it is sold after two years, there is no such thing.
