Özet:

Anonymous partnerships are made by shareholders for different reasons. In these agreements, the parties are also entitled to the right to prejudice. The study concerns the rights of advance included in contracts between anonymous partnership shareholders. In this case, the right to work in the contract is also assessed. In the center of the work is the problem of determining the rules to be applied in the events relating to the right to prejudice. Therefore, the provisions of the Turkish Debt Act on non-mobile contractual rights have been examined in particular. The subject was assessed to what extent the rules relating to the right of advance included in the contracts of shareholders could be applied. It is often focused on the reasons and form of the forecast contracts that are frequently encountered. The legal nature of the contract and its effects have been assessed. The obligatory contents of the contracts have been identified. The prerequisite for the exercise of the right to prejudice, in other words, is based on the obligation to report the prejudice, the incident has been examined and it has occurred. The study also discussed the way the right is used and the problems that will arise from the use of it. The effect of the right has been achieved between the parties and the use of the right will not result in the transfer of the share. The study also discusses the reasons that will require the termination of the right to prejudice and the effects of it.

Özet:

Shareholders’ agreements are made in joint stock companies for various reasons. These contracts feature the right of preemption of parties. This article deals with the rights of preemption, which can be found in contracts that have been made by shareholders of joint stock companies. The consequences of preemption rights, which can be found in articles of companies, are also examined in the study. The study focuses particularly on the problem of which rules are applicable for cases that include the right of preemption. Turkish Code of Obligations and Turkish Commercial Code have no rules for preemptive rights on shares of joint stock companies. But Turkish Code of Obligations has rules for preemptive rights on real estates. It is also taken as a subject of evaluation, to what extent these rules are applicable to the shareholders’ agreements, which include right of preemption. The reasons and the form of preemption contracts, often encountered in practice, are emphasized. The juridical quality of this contract and its reasons are also evaluated. The mandatory content of the preemption contracts are determined. The event of preemption, as a precondition in order to benefit from one’s right is analyzed and the obligation of its notification is also examined. Moreover, the article also deals with the form of benefiting from one’s right and problems, which come up because of its use. Making use of the right of preemption typically has an effect between the parties of the shareholders’ agreements and it does not come up with such a result as a takeover of company shares. The article includes also the reasons, which involve end of preemption right and effects of it.

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