Legal Remedies Against the Excessive Remuneration of the Directors in Corporations Pursuant to Turkish Law
The determination of directors’ remuneration under Turkish law can be determined in articles of incorporation or General Assembly. However, there is a lack of provisions specifying the principles governing the scope of corporation renumeration. This loophole poses the risk of transferring the corpor...
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| Format: | Article |
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Istanbul University Press
2024-05-01
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| Series: | Annales de la Faculté de Droit d’Istanbul |
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| Online Access: | https://cdn.istanbul.edu.tr/file/JTA6CLJ8T5/B05EF87B9D50484DA80B555F8A370E83 |
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| author | Esra Cenkci |
| author_facet | Esra Cenkci |
| author_sort | Esra Cenkci |
| collection | DOAJ |
| description | The determination of directors’ remuneration under Turkish law can be determined in articles of incorporation or General Assembly. However, there is a lack of provisions specifying the principles governing the scope of corporation renumeration. This loophole poses the risk of transferring the corporation’s profits to the majority shareholders under the guise of remuneration, thereby violating minority shareholders’ rights. To address this challenge, courts have sought to balance directors’ entitlement to remuneration with shareholders’ rights to dividends through legal rulings. Remuneration paid to directors may be deemed illegal if they violate the shareholders’ rights to dividends. This study aims to determine the nature of such illegality and explore the legal remedies available to victimized shareholders. Furthermore, it examines the feasibility of reclaiming payments already disbursed to directors as a result of a resolution deemed illegal by the founding body. |
| format | Article |
| id | doaj-art-c965d6a0fa5d4689bb57a496b6445d42 |
| institution | DOAJ |
| issn | 0578-9745 2687-4113 |
| language | deu |
| publishDate | 2024-05-01 |
| publisher | Istanbul University Press |
| record_format | Article |
| series | Annales de la Faculté de Droit d’Istanbul |
| spelling | doaj-art-c965d6a0fa5d4689bb57a496b6445d422025-08-20T03:11:50ZdeuIstanbul University PressAnnales de la Faculté de Droit d’Istanbul0578-97452687-41132024-05-017425127010.26650/annales.2024.74.0011123456Legal Remedies Against the Excessive Remuneration of the Directors in Corporations Pursuant to Turkish LawEsra Cenkci0https://orcid.org/0000-0001-5396-1591Akdeniz Üniversitesi, Antalya, TurkiyeThe determination of directors’ remuneration under Turkish law can be determined in articles of incorporation or General Assembly. However, there is a lack of provisions specifying the principles governing the scope of corporation renumeration. This loophole poses the risk of transferring the corporation’s profits to the majority shareholders under the guise of remuneration, thereby violating minority shareholders’ rights. To address this challenge, courts have sought to balance directors’ entitlement to remuneration with shareholders’ rights to dividends through legal rulings. Remuneration paid to directors may be deemed illegal if they violate the shareholders’ rights to dividends. This study aims to determine the nature of such illegality and explore the legal remedies available to victimized shareholders. Furthermore, it examines the feasibility of reclaiming payments already disbursed to directors as a result of a resolution deemed illegal by the founding body.https://cdn.istanbul.edu.tr/file/JTA6CLJ8T5/B05EF87B9D50484DA80B555F8A370E83directorremunerationexcessivesanction |
| spellingShingle | Esra Cenkci Legal Remedies Against the Excessive Remuneration of the Directors in Corporations Pursuant to Turkish Law Annales de la Faculté de Droit d’Istanbul director remuneration excessive sanction |
| title | Legal Remedies Against the Excessive Remuneration of the Directors in Corporations Pursuant to Turkish Law |
| title_full | Legal Remedies Against the Excessive Remuneration of the Directors in Corporations Pursuant to Turkish Law |
| title_fullStr | Legal Remedies Against the Excessive Remuneration of the Directors in Corporations Pursuant to Turkish Law |
| title_full_unstemmed | Legal Remedies Against the Excessive Remuneration of the Directors in Corporations Pursuant to Turkish Law |
| title_short | Legal Remedies Against the Excessive Remuneration of the Directors in Corporations Pursuant to Turkish Law |
| title_sort | legal remedies against the excessive remuneration of the directors in corporations pursuant to turkish law |
| topic | director remuneration excessive sanction |
| url | https://cdn.istanbul.edu.tr/file/JTA6CLJ8T5/B05EF87B9D50484DA80B555F8A370E83 |
| work_keys_str_mv | AT esracenkci legalremediesagainsttheexcessiveremunerationofthedirectorsincorporationspursuanttoturkishlaw |