Acquisition of holding company shares by subsidiary company

The rules, exceptions and consequences of a company's acquisition of its own shares have been subject to a detailed regulation in the Turkish Commercial Code No. 6102 with the transfer of the EEC Directive No. 77/91 to our domestic law. In this context, joint stock companies are, other than exceptional circumstances, prohibited from acquiring their own shares in principle; but acquisition of up to 10% of the total nominal values of the company's capital is allowed under certain conditions. The acquisition of the shares of the holding company by the subsidiary is also subject to the rules and conditions of the company's own share acquisition. The institution, which is an appearance of qualified mutual-shareholding, is also subject to the rules regarding the group if it is under the roof of the group of companies. However, the fact that the rules governing the acquisition of the shares of the holding company by the subsidiary were determined is not sufficient alone to eliminate the uncertainties regarding how the relevant rules should be applied in terms of such acquisitions. In this study, the general principles of the subsidiary acquiring the shares of the controlling company, how the acquisition rules and exceptions should be applied in such an acquisition, and the legal consequences of the acquisition in question are examined. The aim of this thesis is to deal with the rules regarding the acquisition of own shares by a company, the group of companies and mutual shareholdings, within the specific context of the acquisition of the shares of the holding company by the subsidiary; to determine the issues that are not discussed in detail in the legal doctrine and prepare a qualified discussion ground; and to produce appropriate legal solutions for these issues. Keywords: Acquisition of Own Shares by a Company, Holding Company, Subsidiary Company, Mutual Shareholding, Group of Companies