Limited Partnership
Company Establishments Limited Company Establishment
Limited partnerships are defined in the Turkish Commercial Code. Yasada is divided into two types as "Ordinary Committed" and "Committed by Split". Since there is not much practice in the companies with Split Limited Partnerships in Capital Shares, only Ordinary Limited companies will be mentioned in this article.
The most prominent feature of the Limited Partnership is that the responsibility of some of the partners is limited, and the responsibility of some of them is unlimited. In this way, it is possible to earn profit without dealing directly with trade, as well as commercial ability and knowledge, and the opportunity to deal with trade for those who do not have enough capital.
Definition
A Limited Partnership is a joint venture that is operated by two or more persons with the right to operate a business with a license to operate a business in the name of a joint trade and which is not restricted in the share of the partners against the buyer's shares and limited in the liability of some shareholders by a certain amount is a trading company with limited, legal personality.
The defining elements of the Limited Partnership are:
For the establishment of a Limited Partnership, the incorporation of two or more real or legal persons,
The establishment of the company for a specific economic purpose and subject,
Establishment of a commercial enterprise for the enterprise,
At least two partners must come together to establish a Limited Partnership. By determining the responsibilities of the partners, the partners must determine the responsibility of at least one partner as a limited partner (common partner) and the responsibility of at least one partner as unlimited (common partner)
In the establishment of the company, the partners have the right to unite and cooperate for equal rights,
The partners should have agreed to bring in capital,
The fact that the operation of the company is a title and that this title is "Commandand"
Contracting between partners,
Only real persons Commodities can be partners, and real or legal persons who are against it can be Commodore partners.
title
The title of the com- manding company shall consist of the name and surname of one of the committee members, and a statement indicating the company and its affiliation.
It is forbidden to have the name of a partner in a company title. However, if the title is somehow taken as the commandant partner of the title, it is liable as an unlimited liable partner against the partner.
Capital Debtor
Commitment partners, all kinds of capital assets, labor and commercial reputation can be put into the company as capital.
On the other hand, the capital invested by the com- mercial partners must be cash or easily convertible cash. They can not put labor or commercial reputation as capital in the company.
Organization
A) Preparation of the contract The partners may register their wishes with the company agreement provided that they do not contradict the legal provisions of the law.
The compulsory elements to be found in the Convention are:
1. The names and surnames of the partners, residence addresses and nationalities,
2. The quality of the company as a limited partnership,
3. The company's title and headquarters,
4. The company's issue,
5. The amount of the Company's capital, the share of capital each of the partners undertakes to place as capital,
6. The names and surnames of the persons authorized to represent the company and their representation.
The elements that are useful to be found in the Convention are also;
1. The date of issuance of the contract,
2. The duration of the company,
3. Share of profit and loss sharing by partners
B) Signing of the contract The signing of the contract must be signed by all partners and the signatures must be approved by the notary public.
C) Registration and Announcement It is obligatory for the shareholders of the Limited Partnership to request the registration of the company by applying to the Trade Registry at the place where the company headquarters is located within fifteen days after the approval of the company agreement by the notary.
The Registry Officer must be applied with a petition and the following documents must be attached to the petition:
1. Two notarized contracts,
2. Notarized signature samples of the persons authorized to represent the Company,
3. Notarized copies of identity cards of the Founding Commitment Partners,
4. The Commercial Status Document to be taken from the relevant municipality,
5. The receipt of the establishment fee deposited in the relevant tax office,
Upon application, the contracting company is registered in the register. The company gains legal personality with registration.
In cases where it is not designated as a limited partnership under the company's contract, that company is considered a collective company. In addition, a limited partnership company whose contract is not legally established or one or more of its obligatory elements is incomplete or invalid is a joint company corporation and the provisions of the Code of Obligations of the ordinary corporation apply.
Management of Limited Partnership
The management of the Limited Partnerships shall be held by the partners in accordance with the provisions to be determined by the contract. Provisions relating to collective undertakings shall apply to matters not included in the convention.
