Özet:

As a rule, the shareholders of a limited liability company are only liable to the limited liability company. This liability arises from the capital share debt that the shareholders undertake to bring to the company and from additional payment and additional fullfilment obligations, if provided in the articles of association. One of the exceptions to the said liability of the shareholders is contained in Article 35 of the Law on the Procedure for the Collection of Public Receivables (AATUHK). According to the article; “The shareholders of the limited liability company are directly liable for the public receivables that cannot be collected or that is understood to be not possible to collect from the company, fully or partially, in proportion to their share and they are subject to legal proceedings pursuant to the provisions of this Law. It is controversial whether the prior proceeding of the legal representatives of the company is necessary in regard to the liability of the limited liability company shareholders for public debts. With the decision of unification of case-laws numbered 11.12.2018 T., 2013/1 E., 2018/1 K., Council of State decided that it is not necessary to carry out proceedings for the legal representatives of the company before the shareholders. In this study, the liability of the limited liability company shareholders for the public debts of the company will be examined in the context of the said decision of the Council of State.

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