Internal regulation in corporation (In terms of determination of the scope of the power of the attorney and transfer of the management)

The internal regulation institution is not regulated in the Turkish Commercial Code No. 6762, but in practice, it has established the management structure and operation of corporations. In the new Turkish Commercial Code numbered 6102, the concept of internal regulation has reached legal ground. As it is a new legal regulation, it is a necessity to determine how this concept will be regulated in practice, the relationship of the institution with other concepts and rules in corporate law, the size and quality of the impact and the legal dimension of the impact it will have on the management and operation of companies. In fact, internal regulations were being prepared in the period of Turkish Commercial Code numbered 6762. However, with the enactment of the new Turkish Commercial Code, in some cases, it was made compulsory to prepare internal regulations. The fact that the internal regulations are texts showing the management structure and operation of corporations reveals the importance of the subject. It is extremely useful and important to put the management of the corporation under a certain order and discipline and to prepare internal regulations to ensure institutionalization, transparency and audit and accountability. One of the most important transactions with the internal regulation is the regulation of the delegation of the management authority. Because one of the legal basis and infrastructure of the delegation of management authority is the internal regulation of the corporation. Therefore, an internal regulation must be prepared for the delegation of management. In other words, it is not possible to delegate the management authority without preparing the internal regulation. In addition, the internal regulation is a very important document where the duties and rights of persons appointed as a limited authorized commercial agent or other merchant assistant are determined.