Merger of joint stock companies by acquisition

The merger of joint-stock companies by acquisition is frequently seen in application due to its economic advantages as reducing risk and competition , providing savings, enhancing market shares and tax saving.Article 452 et seq as special provisions and Article 146 et seq as general provisions of Turkish Commercial Coda are applied to the merger of joint-stock companies by acquisition. When special and general provisions of Turkish Commercial Code for joint-stock companies are taken together into consideration, it is seen that the essential components of the term ?merger? are association agreement, dissolution without liquidation, universal succession, the merger of property and continuity of shareholding. The mergers of enterprise and properties which do not provide the conditions of merger subjected in Turkish Commercial Code, the Code of Obligations as general provisions would be applied.Over against the probability of giving rise to anticompatitive effects in markets by monopolization or causing dominant position or abusement of dominant position, merger is controlled by Competition Board under the conditions determined in the Act on the Protection of Competition.Series:1 No:31 ?The Comminuqué of Components Concerning Merger Transactions? which is anticipated by Capital Markets Board shall be applied to the merger of publicly held joint-stock companies by acquisition. When there is no provision in above mentioned comminuqué, Capital Market Code and provisions of other codes would be applied.In Draft of Turkish Commercial Code, the untidy and inadequate merger provisions of Turkish Commercial Code are regulated as special and seperate provisions and several new provisions are subjected.In thesis, after explaining the conditions, dominant principles and process of The merger of joint-stock companies by acquisition, how the groups who have interest would be effected and how they are protected are examined. In final chapter the process and the regulations of merger of publicly held joint-stock companies by acquisition are studied.