Özet:

In joint stock companies, the board of directors is the management and representative body. The management authority refers to the internal relations of the company, and the representative authority refers to the external relations. The management authority refers to the internal relations of the company, and the representative authority refers to the external relations. As a rule, the authority to call the general assembly meeting belongs to the board of directors. Decisions of the board of directors are in the nature of legal action. Therefore, the decisions must comply with the general and special validity conditions. In case of violation of the validity conditions, the decision of the board of directors will be invalid. The decisions taken at the general assembly convened on the basis of the invalid board of directors will be affected by this invalidity. General assembly resolutions are also in the nature of legal action. The validity of the resolution of the board of directors is a founding element in terms of general assembly resolutions. The founding element of the general assembly meeting based on an invalid board decision will be missing. For this reason, the resolutions of the general assembly are considered null and void.

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