Various Legislative Amendments (2)
Amendment by Borsa Istanbul under Listing Directive on Star Market Listing
On July 31, 2017, Borsa Istanbul has made a few changes facilitating the requirements for companies to register to the Star Market.
Star Market is a market for trading of shares included in the BIST-100 index, with the market value of 100.000.000 TL and above based on the actual circulation rate.
The following conditions have already been required in order to be listed on the Borsa Istanbul’s Star Market;
(i) Record profits for the last two financial years
(ii) Equity to capital ratio greater than 0.75 for the Star Market Group 1 and 1 for the Star Market Group 2 listings.
With the changes made under this amendment, the companies which cannot satisfy the above requirements can now have the option to make public offerings on the Star Market by satisfying the following conditions;
i. Having operating profits between the precedent financial year and the relevant interim period;
ii. Having equity to capital ratio greater than 0.5;
iii. The public offering should not only involve the sale of the existing shares but also the issuance of new shares and some of the offering income should be injected to the company as capital;
iv. Compliance with the monetary requirements as listed under the table (An example this table is that the market value of publicly offered shares should be at least 250.000.000 TL for Star Market Group 1 and 100.000.000 TL for Star Market Group 2 listing); and
v. Board of Directors of Borsa Istanbul shall approve the listing of the company on the Star Market evaluating the company’s financial structure, business and the projected use of IPO income.
Depending on how well the issuer satisfies these conditions, the Board of Directors will decide as to whether the issuer fits in this exemption so that it can be listed on Star Market or not. Amendments made to the Borsa İstanbul Listing Directive have substantially eased the listing requirements for the Star Market, thus the volume and size of public offerings on the Star Market are expected to increase with the said amendment.
Amendments on Certain Regulations for the Purpose of Addressing the Operational Problems of Regional Courts of Justice and Regional Administrative Courts
Amendments on certain regulations for the purpose of addressing the operational problems arising out of Regional Courts of Justice and Regional Administrative Courts have been published in the Official Gazette numbered 30145 dated 5 August 2017 (“Amendment Regulation”).
Significant Criminal Procedure Law and Civil Procedure Law Amendments:
2 new clauses has been added to Article 280 of the Criminal Procedure Law No 5271 introducing additional grounds for the Regional Courts of Justice to refuse the first-degree appeal application (istinaf başvurusu) without reviewing the merits if;
(i) the first-degree appeal application is to be refused by correction of the illegality in case the Public Prosecutor approves to impose the lowest degree of sentence in one’s conviction for a crime subject to the appeal,
(ii) the first-degree appeal application is to be refused by correction of the illegality in cases of either it is resolved that there is no need for further investigation or the illegality is removed through correction of the security measures foreseen under the decree.
Statute of Limitations for Appeal has been extended 7 days to 15 days with the Amendment Regulation on Article 291 of the Criminal Procedure Law No 5271.
According to the Amendment Regulation made to Article 361 of Civil Procedure Law No 6100, both the final decrees rendered by the Regional Court of Justice Civil Chambers and the decrees rendered upon annulment of an arbitration claim shall be appealable in 2 weeks instead of 1 month after the date of service of notice.
Regulation Amending the Regulation of Paid Annual Leave
Regulation Amending the Regulation of Paid Annual Leave (“Regulation”) has been published in the Official Gazette numbered 30158 and dated 18 August 2017 and came into force on the date of publication.
The first article of the Regulation now allows the annual leave days to be used in freely determined periods depending on the agreement between the employee and the employer instead of pre-determined periods which had obliged using the leave days in three periods with one period being at least 10 days.
The second article of the Regulation sets forth amendment on the Annual Paid Leave Regulation which increases the annual paid leave period by 4 more days for the mine workers.
Regulation on Legal-Expertise
The Regulation on Legal-Expertise (“Regulation”) was published in the Official Gazette numbered 30143 and dated 3 August 2017 and came into force on the date of publication. The Regulation abolished The Regulation Regarding Setting out the Experts List by the Regional Court of Justice Judicial Justice Commissions and The Regulation regarding Setting out the Experts List by Judicial Justice Commissions of Province Considering the Law of Criminal Procedure.
The Regulation outlines the application and acceptance requirements for the legal-expertise role, qualifications of the experts, their trainings, registration and removal of the list and the registry, their working principles, audits and working procedures and principles of the Expertise Advisory Board, Expertise Head of Department and Expertise Regional Board.
The Regulation scope includes all kinds of legal-expertise activities carried out in the field of judicial and administrative jurisdiction, although state institutions to provide expert services by the law and state institutions and organisations to provide scientific and technical opinion upon a request by judicial authorities are excluded the Regulation.
While providing their expert services, the experts should be objective, neutral and independent.
The experts shall not accept expert opinion, consultancy, arbitration or any kind of duty which are requested or will be requested by the parties of the dispute in the term of expertise.
The experts shall analyse only special and technical information on their report, they shall not express legal assessments. No experts shall be consulted on the subjects that the judge can decide with the general knowledge or experience and professional knowledge.
The experts shall register to the registry and the list of experts and the experts who registered to these, must accept the given duty.
The experts are obliged to inform the commissioning authority that her/his knowledge and her/his experience is not sufficient for preparing a report and in the event of a reasonable excuse not to accept the duty.
The experts are obliged to keep the knowledge, documents and the secrets which were obtained while carrying out their professions during and after their duty.
Only one expertise report shall be prepared on the same subject. However, in case the prepared report has uncertainty and deficiency, an extra report can be requested.
Application and Acceptance Requirements
Persons who studied law shall not register to the registry or the list unless they certify that they have another expertise and have qualifications apart law. Moreover, there is no requirement to fulfil a duty for 5 years for authorized real estate appraiser under the Capital Markets legislation and the specialist who accomplished doctorate or master degree on immovable development as regards to admission requirements for expertise.
The Regional Board makes an announcement every year for the purpose of organising the expert lists or in the need of updating for the applicants who wants to register as an expert.
Assignment of the Expert
The experts shall be charged upon demand or ex-officio by the relevant authority. The scope of the subject and the limits shall be clearly notified to the expert in writing.
Depending on each case, more than one expert can be assigned by clearly expressing the ground of appointment.
The period of time for preparing a report shall be given to the relevant expert by the commissioning authority. If the given period of time is not sufficient, the extra time shall be given to the expert by request. In case the expert shall not give the report in the required period, then the expert shall be dismissed and another expert shall be appointed.
Removal the List and the Registry
The experts shall be removed the list;
- in case that they cease to satisfy the acceptance requirements or in subsequent determination that they had lacked the said requirements in advance on the acceptance date,
- if they breach their duty in the absence of any legal reason or they don’t deliver the required report by the deadline without any valid reason; or
- in case they behave in non-ethical way while fulfilling their duty or they are found to be insufficient in performance evaluation.
The expert’s status is a public servant within the meaning of the Turkish Penal Code and in case the expert makes false declarations on purpose, then he/she shall be responsible according to the related provisions of the Turkish Penal Code.
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