The prohibition of borrowing from the joint-stock company

Some shareholders and board members exploited to treasury of the company as own treasury from first years of the foundation of the Republic of Turkey to the date the Turkish Commercial Code No: 6102 (TCC) entered into force. These people withdrew funds from the treasury of the company whenever and in the amounts they wished for their own purposes. Furthermore, they hid themselves behind business entity concept not to be held responsible for any corporate debt. Since the TCC came into force, the winds have changed. For the first time, promissory transactions were enacted as "prohibited" in three different articles in the TCC. The regulations aim to protect corporate assets and benefits of the joint-stock company's interest group. However, as a result of public criticism, the regulations have undergone radical changes. Along with the amendments, even though the prohibition of borrowing was deviated from its purpose and its scope was narrowed, the prohibitions on borrowing from the corporation still remain as a "column" regulation which carries the TCC to a set of modern commercial laws. In this work, the prohibition of borrowing from the joint-stock company is examined by considering the legal regulations in the comparative law and relationship between conflict of interest groups of joint-stock company and the prohibition of borrowing from the company by examining the regulations in the TCC and by considering the principles of conservation of assets and corporate governance. The goal of the prohibition of borrowing from the joint-stock company is examined in the light of shortcomings in the decree and opinions on doctrine with regard to shareholders and non-shareholders, board members and their relatives. In addition, the study analyzes the regulations of the prohibition of borrowing from the company in the group of companies, banking companies and public companies and the prohibition of borrowing from the company in tax regulations. Keywords: Joint-stock company, Promissory Transactions, the Prohibition of Borrowing from the Joint-Stock Company, Shareholders, Board Members