Representation of the joint stock company

As a requirement of legal policies regarding legal personality, a joint stock company is entitled to all rights and obligations except those that are inherently dependent on human characteristics. By having the organs determined by the law, the company gains the capacity to act and declares its will through its organs. One of the ways in which the company's capacity to act is used is the power of representation. Representation is when a person takes legal action on behalf of another person with legal consequences arising in the field of law. Transactions made by the organs having the authority to represent are considered to be made directly by the legal entity of the company. In this context, the company gains rights and incurs debt. Organ representation is one of the types of representation and is different from voluntary representation and legal representation. Those who are in the position of the organ are not the voluntary representatives of the company, but use their own will at first hand and without an intermediary. Therefore, organ representation plays an important role in ensuring the security of legal transactions and protecting the rights of the company, shareholders and third parties. As a rule, the representation authority of the joint stock company belongs to the board of directors. However, the power of representation is used by different organs and persons, depending on the stage of the company. The authority to represent belongs to the board of directors in the ordinary period between registration and liquidation, liquidator in liquidation, bankruptcy organs in bankruptcy, commissioner in concordat and trustee in trusteeship. In the study, the principles of representation of the joint stock company are discussed in a holistic and theoretical way, by making a literature review and in comparison with the laws of some countries, covering all stages from the establishment of the company to its cancellation. With the outputs, it is aimed to contribute as a note value to the scientific studies and judicial decisions to be made in the future. Keywords: Joint-stock company, capacity to act, subject of activity, representation, legal entity, ultra vires, agency without authority, board of directors.