INTRODUCTION On 12 October 2021, the Communiqué (Communiqué No: 2021- 32/62) was published in the Official Gazette by the Ministry of Treasury and Finance on the amendment of the “Communiqué No. 32 on the protection of the Turkish currency value (communiqué no: 2018/32/45)”.   ARTICLE 1 – Sub-paragraph (g) of the first paragraph of Article 3 of the Communiqué No. 32 on the Protection of the Value of Turkish Currency published in the Official Gazette dated 30/1/2018 and numbered 30317 (Communiqué No: 2018-32/45) The following paragraphs have been added to the same paragraph with the phrase “or commissioned from outsourced service” to come after the phrase “recruited”.   “p) Activity region: Regions created by provinces or districts included in Annex-3,   r) KEP address: Registered e-mail address,   s) Persons related to the legal entity partner: legal entity partner; To elect a number of members who have ten percent or more of the voting rights, have the usufruct right on ten percent or more of their shares, have ultimate control, have the right to receive more than half of the distributable profit, or form the majority to take decisions in the management body in accordance with the articles of association.   ş) Cashier officer: Employees of the authorized institution working in the cash desks where transactions are made in the authorized institution,

t) Regulation: Regulation on Fees to be Collected under the Law on Protection of the Value of Turkish Currency No. 1567, published in the Official Gazette dated 12/10/2021 and numbered 31626,

 

ARTICLE 2 – Subparagraph (ç) of the first paragraph of Article 4 of the same Communiqué has been amended as follows, the following subparagraph has been added after subparagraph (ç) to the same paragraph and the other subparagraph has been continued accordingly, subparagraph (a) of the second paragraph of the same article has been amended as follows, The following paragraph has been added to the same paragraph after paragraph (a) and other paragraphs have been supplemented accordingly, the second sentence of the third paragraph of the same article has been repealed, the phrase “on behalf of and/or account of its customers” has been added to the fourth paragraph after the phrase “institutions”. The phrase “and” in the paragraph has been changed to “they cannot perform” and in the same paragraph, “Authorized institutions can only carry out forward transactions with banks on their own behalf and/or account.” sentence was added to the same article, the following paragraph was added to come after the fourth paragraph and the other paragraphs were continued accordingly, the phrase “(f)” in the current fifth paragraph of the same article was changed to “(g)”, and the existing sixth and seventh paragraphs of the same article were repealed. has been removed.

 

“ç) To trade in ornaments, coins and similar printed gold produced by the General Directorate of Mint and Stamp Printing House.”

 

“d) To physically trade in standard unprocessed gold (24 carat and above) in the form of bars under 1 kilogram.”

 

“a) Operational Principles of Precious Metals Exchange Intermediary Institutions and the Regulation on the Establishment of Precious Metals Intermediary Institutions and relevant legislation published in the Official Gazette dated 21/5/2007 and numbered 26528, provided that they obtain an operating license from the Ministry to become a precious metals intermediary institution and become a member of the exchange o import and export precious metals and stones, standard and non-standard unprocessed precious metals and to carry out transactions regarding precious metals and stones that are carried out in the exchange, within the framework of its provisions.

“b) To make physical trading of standard unprocessed gold (24 carat and above) in the form of ingots and bars of 1 kilogram and above.”

“(5) Authorized institutions cannot accept Turkish currency, foreign currency, documents providing payment with them or precious metals and goods made of or containing them, or any movable or immovable property as trust, and cannot keep them on behalf of someone else, even for a short time.”

ARTICLE 3 – The following article has been added to the same Communiqué to come after article 4.

 

“Other obligations

ARTICLE 4/A – (1) In the commercial titles of authorized establishments, business and working licenses, advertisements and advertisements, business cards, workplaces, signboards, websites, Foreign Currency Purchase Certificate, Foreign Currency Sale Certificate, invoice and all other similar documents, they cannot use any words, phrases or signs that will create the impression that they are doing transactions other than the activities listed in the article.

 

(2) Among the activities listed in the second paragraph of Article 4, those related to buying and selling foreign currency are followed in separate cash desks and accounts from other activities.

 

(3) Unless authorized by the Ministry, authorized institutions cannot charge commissions or fees under any name other than the prices calculated from the buying and selling rates they freely determine and announce in foreign currency trading transactions.

 

(4) Authorized establishments cannot acquire any real estate other than the workplace where they operate.”

 

ARTICLE 4 – In the second paragraph of Article 5 of the same Communiqué, the phrase “and working” has been added to the same article after the phrase “opening a workplace”.

 

“(3) Those who have obtained an establishment permit and are in the process of applying for an operating permit are exempt from the second paragraph in terms of information and documents requested by the Ministry within the scope of the application.”

 

ARTICLE 5 – The phrase “5” in subparagraph (ç) of the first paragraph of Article 6 of the same Communiqué was changed to “10”, the phrase “1” was changed to “5”, and the phrase after the phrase “ten percent” in subparagraph (d) of the same paragraph The phrase “or” has been changed to “and”, and the phrase “persons related to the legal entity partner” has been added after the phrase “persons”; In the sub-clause (2) of the same clause, the expression “crimes enumerated in Article 5 of the Law on the Prevention of the Financing of Weapons of Mass Destruction dated 27/12/2020 and numbered 7262” was added following the expression “financing of terrorism”, the phrase “seventh” in the sub-clause has been changed to “ninth”, to come after the phrase “not submitted” in the same sub-clause; In the period when he was a shareholder of the companies in which he had fifty percent or more shares, or when the workplaces in which he was authorized to represent, the phrase “in the period when he was authorized to represent” was added, and the phrase “tax debt” in sub-paragraph (4) of the same subparagraph was added to the “tax offices”. It has been changed as “Overdue debt within the scope of the Law on Collection Procedure of Public Receivables dated 21/7/1953 and numbered 6183”.

 

ARTICLE 6 – The phrase “company general manager, members of the board of directors, employees with signing authority and internal control officers for A group authorized institutions” in subparagraph (b) of the first paragraph of Article 7 of the same Communiqué has been changed to “persons related to legal entity partners”,  The phrase “seventh” in sub-paragraph (2) of the same sub-paragraph was changed to “ninth”, and the phrase “itself, the companies of which it is a shareholder, or the workplaces where it was authorized to represent” was added after the phrase “with not  present” in the same sub-paragraph. , the phrase “tax debt” in sub-clause (4) of the same subclause has been changed to “overdue debt to tax offices within the scope of Law No. 6183”, and the phrase “information and” comes after the phrase “other” in sub-clause (6) of the  same subparagraph. has been added

ARTICLE 7 – The document proving that it has been deposited in one of the State-owned Banks or State-owned Participation Banks in subparagraph (ç) of the second paragraph of Article 9 of the same Communiqué or the phrase “the document proving that it has been deposited in one of the public banks or to be taken from public/private banks” (d) subparagraph was amended as follows, the phrase “or” in subparagraph (e) was changed to “and”, subparagraph (g) was amended as follows, the following subparagraphs were added to the same paragraph to come after subparagraph (g), and the other subparagraph Accordingly, the phrase “information and” has been added to the current subparagraph (ğ) of the same paragraph to come after the phrase “other”, and the third paragraph of the same article has been amended as follows. “d) Document proving that the application fee specified in Annex-1 of the Regulation regarding the activity region to which the application will be made for authorized institutions of A and B groups, has been paid, “g) The documents regarding the appointment of the members of the board of directors of the company, the employees who have the authority to sign, and the documents specified in subparagraph (b) of the first paragraph of Article 7 for the said persons,” “ğ) The resolution of the board of directors stating that the general manager and one or more internal control officers have been appointed and equipped with the necessary powers for authorized group A institutions, and the documents specified in subparagraph (b) of the first paragraph of Article 7 for the said persons, h) Documents to be submitted in accordance with the circulars published within the scope of this Communiqué,”

“(3) As a result of the examination carried out by the Ministry, an operating license is given to the authorized establishments whose conditions are deemed appropriate, and an “Authorized Institution Activity Permit” is issued on behalf of the company.”

 

ARTICLE 8 – The following article has been added to the same Communiqué after the 9th article.

“Group transformation

ARTICLE 9/A – (1) The transition from group A to group B or transition from group B to group A of authorized establishments that have received an operating license from the Ministry is subject to the permission of the Ministry.

(2) It is obligatory to attach the decision of the board of directors, the draft amendment to the articles of association, documents proving that the conditions required to be fulfilled in accordance with Article 6 and other information and documents deemed necessary by the Ministry are attached to the application to be made to the Ministry.

(3) In applications for permission to be made pursuant to this article; If the fee specified in Annex-1 of the Regulation for the group to be transformed is higher than the fee determined for the current group, it is obligatory to submit the document proving that the difference between the fees has been paid before the activity permit is granted. If the fee determined for the group to be converted is lower than the fee determined for the current group, no difference reimbursement will be made to the applicant.”

 

ARTICLE 9 – The third paragraph of Article 10 of the same Communiqué has been repealed.

 

ARTICLE 10 – Following the phrase “decision” in the first paragraph of Article 11 of the same Communiqué, the phrase “and other information and documents deemed necessary by the Ministry” has been added to the same article.

“(3) The following rules are applied for branch opening permit applications of A group authorized establishments:

a) Group A authorized establishments, whose headquarters are located in the operating region number 1, can open branches in all operating regions.

b) A group authorized establishments, whose headquarters are located in the operating region number 2, can open branches only in the operating regions numbered 2, 3 and 4.

c) Group A authorized establishments, whose headquarters are located in the operating region numbered 3, can open branches only in the operating regions numbered 3 and 4

ç) A group authorized establishments, whose headquarters are located in the operational zone number 4, can open branches only in the operational zone number 4.

d) A group authorized establishments cannot apply to open a branch or open a new branch, except for the conditions in (a), (b), (c) and (ç).

 

ARTICLE 11 – The phrase “2” in subparagraph (a) of the second paragraph of Article 12 of the same Communiqué has been changed to “3”, sub-paragraphs (b) and (c) have been changed as follows, in sub-paragraph (f) the phrase “other” has been replaced with “other”. The phrase “information and” has been added, the phrase “Activity” has been added to the third paragraph of the same article to come after the phrase “Branch”, the fourth paragraph of the same article has been repealed, the phrase “B group authorized establishments and A group authorized” in subparagraph (c) of the fifth paragraph is ” Authorized” and the following paragraph has been added to the same paragraph. “b) For each branch, a document proving that the amount corresponding to one tenth of the additional paid-in capital amount in subparagraph (a) of this paragraph has been deposited in one of the state-owned banks within the scope of the provisions of Article 14 on behalf of the company, or a guarantee of the same amount to be obtained from public/private banks letter, c) Document proving that the fee specified in Annex-1 of the Regulation regarding the activity region to be applied for for each new branch has been paid, “e) Fees specified in Annex-1 of the Regulation are not collected for operating permits granted in merger transactions within the scope of this article.”   ARTICLE 12 – In the fourth paragraph of Article 13 of the same Communiqué, the phrase “in the workplaces or their signboards” has been changed to “in the workplaces within the principles to be determined by the Ministry”.

ARTICLE 13 – In the first paragraph of Article 14 of the same Communiqué, the expression “From Public-Equity Banks or Public-Equity Participation Banks” has been changed to “from public-capital banks”. ” phrase has been added, the phrase “letter” in the same paragraph has been changed to “letters”, the phrase “With State-owned Banks or State-owned Participation Banks” in the third paragraph of the same article has been changed to “with public banks” and the fifth paragraph of the same article has been changed as follows.

“(5) In case the blocked account or letter of guarantee is changed, it is obligatory to open a blocked account with the same amount or to receive a letter of guarantee by the authorized institution and this situation must be notified to the Ministry with supporting documents. Following the said notification, the Ministry notifies the relevant banks or returns the letter of guarantee for the necessary actions to be taken.”

ARTICLE 14 – In the subparagraph (e) of the third paragraph of Article 15 of the same Communiqué, the phrase “appointing one or more board members as internal control officers on condition that an internal control officer is appointed or transferred clearly and in writing” is stated as “one or more internal control officers”. control officer, the following paragraph has been added to the same article.

“(4) It is not possible for persons who do not have a share in authorized institutions to be authorized to represent the company individually. It is possible for these persons to be authorized to represent jointly with the shareholder or shareholders holding at least fifty percent or more of the company.”

ARTICLE 15 – The following article has been added to the same Communiqué after article 16.

“Minimum paid-in capital amounts

ARTICLE 16/A – (1) The total amount of shareholders’ equity of the authorized institutions must not fall below the minimum paid-in capital amount. The minimum paid-in capital amount consists of the sum of the amounts specified in subparagraph (ç) of the first paragraph of Article 6 for each authorized institution and the amounts in subparagraph (a) of the second paragraph of the article 12 for each branch in the authorized establishments with a branch.

 

ARTICLE 16 – Article 17 of the same Communiqué has been amended as follows.

 

“ARTICLE 17 – (1) Headquarters and branches of authorized establishments cannot operate in a place other than the addresses they have notified to the Ministry.

 

(2) Head office or branch address changes to be made by authorized establishments outside the same operating region are subject to the permission of the Ministry.

 

(3) In applications for change of address of authorized institutions; If the fee specified in Annex-1 of the Regulation is higher than the fee determined for the activity region where the current address is located for the activity  region where the address is to be moved, it is obligatory to attach the document proving that the difference between the fees has been paid to the address change permit application. If the fee determined for the activity region where the address wants to be moved is lower than the fee determined for the activity region where the current address is located, no difference refund is made to the applicant

.

(4) Regardless of whether it is subject to permission, in case of changes in the head office or branch address of the authorized establishments, within 30 days from the date of starting work at the new address, together with the documents to be obtained from the relevant tax offices that the old address has been abandoned and the work has been started at the new address, the telephone number of the relevant center and branch, fax, It is obligatory to notify the Ministry by e-mail, KEP address, information of independent accountant, certified public accountant or certified public accountant, and other information and documents requested by the Ministry.

 

In addition, a copy of the Turkish Trade Registry Gazette, in which the new address is registered and announced, must be sent to the Ministry within 30 days from the date of commencement of work at the new address. If there is no other determination as the starting date of the business, the date of registration of the address in the Trade Registry is taken as the basis.

 

(5) A group authorized establishments and B group authorized establishments merging within the scope of the fifth paragraph of Article 12 are obliged to publish this situation on the website of the merged or acquired company under the addresses of their headquarters and branches. Changes in the published addresses are announced on the website as of the date of commencement of work at the new address.

(6) The change of title of authorized institutions is subject to the permission of the Ministry.

(7) A copy of the Turkish Trade Registry Gazette, in which the new title is registered and announced, and the documents proving that the fees for the current year for the new title and the last five years, including the current year, for the old title, to be obtained from the relevant tax office following the permit for the change of title of the authorized institution, shall be requested. Other information and documents must be sent to the Ministry within 30 days.

 

ARTICLE 17 – Article 18 of the same Communiqué has been amended as follows

 

“ARTICLE 18 – (1) Share transfers of authorized institutions are subject to the permission of the Ministry.

 

(2) In the applications for permission to be made to the Ministry, the real persons who will take over the shares and the partners who have ten percent or more partnership shares in the legal entities that will take over the shares must meet the conditions sought for the founding partners and this situation must be confirmed with the documents specified in subparagraph (b) of the first paragraph of Article 7.

 

(3) It is obligatory to send a copy of the Turkish Trade Registry Gazette, in which the change is registered with the notarized board of directors decision regarding the share transfers made within the scope of this article, or a notarized copy of the relevant pages of the share book regarding the share transfers, to the Ministry within 30 days from the date of the share transfer

 

(4) In the event that there is an ongoing examination of the authorized institution within the scope of the foreign exchange legislation and other relevant legislation, share transfer permission is not granted until the examination is concluded.

 

(5) In case of a foreclosure, enforcement proceeding or precautionary measure against the authorized institution, share transfer permission shall not be granted until the foreclosure, enforcement proceeding or injunction is lifted.

(6) It is obligatory for the transferee to make a protocol with the transferor in order to take over all the assets of the company and all kinds of archives, books, accounting records and documents before the share transfer.

(7) In applications for permission to transfer the shares of authorized institutions to persons other than existing partners; It is obligatory to attach the document proving that the fee determined in this scope in the regulation has been paid. However, no fee is charged if the said shares are inherited or if the person to take over the shares is a

 

ARTICLE 18 – In the first paragraph of article 19 of the same Communiqué, the phrase “or information systems” has been added to come after the phrase “on the website”, the third paragraph of the same article has been changed as follows, the phrase “at least 10 days before the submission” in the fifth paragraph of the same article is ” within 10 days from the date of issue, the phrase “in paragraph” in the eighth paragraph of the same article has been changed as “subparagraphs (ç), (e) and (g)” of the same article, the phrase “or” in the ninth paragraph is replaced with “and”. amended and the following paragraph has been added to the same article.

 

“(3) Shareholders of authorized establishments, persons with ten percent or more shareholding in legal entity partners, persons related to legal entity partners, chairman and members of the board of directors, general manager or managers, employees with signature authority, internal control officers, independent accountants/ It is obligatory to notify the Ministry within 10 days from the date of change of the changes in the information and contact information of the certified public accountants/sworn financial advisors and the changes in the information regarding the teller officers and all other employees.”

 

“(10) Authorized establishments are obliged to notify the Ministry of foreign currency trading accounts opened pursuant to Article 23 and all other accounts of the company in banks within 30 days following the account opening and closing.”

 

ARTICLE 19 – Subparagraph (b) of the first paragraph of Article 20 of the same Communiqué has been amended as follows, the phrase “to keep the documents and records kept for at least 5 years” has been added to the subparagraph (c) after the phrase “to keep it appropriately” and to the same article. The following paragraphs have been added.

 

“b) As soon as foreign currency, TL or precious metals are accepted for each transaction, to issue DAB, DSB, Precious Metals Purchase Certificate, Precious Metals Sale Certificate, Foreign Currency and Precious Metals Purchase Certificate or Foreign Exchange and Precious Metals Sale Certificate,

 

“(2) Authorized institutions are obliged to give a unique transaction number to each transaction they carry out. The procedures and principles regarding the unique transaction number are determined by the Ministry.

(3) The cashiers are obliged to show due diligence in arranging the necessary documents according to their interests and delivering these documents to the customers.

(4) Except for the physical deliveries made by the authorized establishments at the workplace with the customers, it is obligatory to record all cash entrances and exits at the time of entry and exit with delivery note and similar documents.

(5) In transactions carried out within the scope of subparagraph (b) of the first paragraph of Article 4, the customer’s T.C. It is obligatory to record in a separate account or ledger for each transaction, showing the Identity Number/Passport Number and/or Tax Identification Number, date, time and amount of the transaction.

(6) Authorized institutions make sure that the customer’s T.C. It has to obtain the Identification Number/Passport Number and/or Tax Identity Number from the customer and record it for each transaction. T.C. declared by the customer. Identity Numbers/Passport Numbers are checked and recorded by the cashiers on the Republic of Turkey Identity Card or Passport with the photograph of the person, and the Tax Identity Number is checked and recorded over the documents indicating that the person is authorized to act on behalf of the company in question. The said information is recorded on the documents arranged according to its relevance.

 

ARTICLE 20 – The phrase “they determine the identity information of their customers and other requested information within the framework of the procedures and principles” in the first paragraph of Article 21 of the same Communiqué has been changed to “must fulfill their obligations”.

 

ARTICLE 21 – The phrase “(b)” in the first paragraph of Article 22 of the same Communiqué has been changed to “(c)”.

ARTICLE 22 – Article 23 of the same Communiqué has been amended as follows

“ARTICLE 23 – (1) The following principles apply to foreign currency purchase and sale transactions made by authorized group A institutions through institutions that can make transfers and by transfers made by B group authorized institutions through banks:

a) It is obligatory to give the transfer order or to make the physical delivery subject to the transaction within the same business day. b) A group authorized institution provides foreign currency trading services to its customers by transfer via transfer institutions, and to be used only for trading, separately for each currency, a current account or a current account with banks, a payment account with payment institutions, and must open an account with electronic money institutions. c) Group B authorized institution, while providing foreign currency trading services to its customers by transfer via banks, must open a current account or a special current account with banks, separately for each currency, to be used only for trading. ç) Accounts can be opened in different banks for each currency type. However, more than one account for one currency cannot be opened in a bank. Separate accounts can be opened for the head office and branches. These accounts cannot be used for any transaction other than foreign currency trading. The amounts sent to these accounts by customers for foreign currency trading cannot be evaluated in any way by the authorized institution until the transaction is carried out.   d) Authorized institutions must notify when opening an account to the institutions that can make the relevant transfers for Group A and to banks for Group B that the said accounts will only be used for foreign currency trading.   e) The authorized institution keeps the records of the amounts in the foreign currency trading accounts in such a way that it can be followed on a customer basis.

f) Authorized institutions are obliged to take the necessary measures regarding the continuity of the activities they will carry out within the scope of this Communiqué and the security and confidentiality of foreign currency trading accounts and customer information.

g) A group authorized institutions are obliged to ensure the reconciliation of the records by comparing their own records of the amounts in their foreign currency trading accounts with the account statements to be received from the institutions that can make the transfer. Group B authorized institutions are obliged to ensure the reconciliation of the records by comparing their own records regarding the amounts in their foreign currency trading accounts with the account statements to be received from banks. Except for the discrepancies arising from the timing difference, it is obligatory to keep a record of any corrections made regarding the reconciliation.

ğ) Statements regarding reconciliation transactions of foreign currency accounts are kept electronically by authorized institutions for 8 years.

h) The authorized institution in foreign currency purchase and sale initiated by the customer is responsible for transferring the full amount of the foreign currency purchase and sale to the customer. In case the amounts do not pass to the customer due to technical difficulties arising from the institutions that can make the transfer, it is obligatory to obtain a certifying letter from the relevant bank and to keep the relevant letter for 5 years by the authorized institution.

ı) Foreign currency trading accounts cannot be used or used as collateral for any business or transaction other than foreign currency trading or transferring the amounts related to these transactions to the said accounts.

i) Under any name, interest and/or dividends cannot be charged to foreign currency trading accounts.

j) Bank accounts that do not belong to the authorized institution cannot be used in foreign currency purchase and sale transactions.

(2) In precious metal purchase and sale transactions, in case the precious metal price is transferred through banks or institutions that can make transfers, bank accounts that do not belong to the authorized institution cannot be used.”

 

ARTICLE 23 – Article 26 of the same Communiqué with its title has been amended as follows.

 

“Camera and image recording system

ARTICLE 26 – (1) Authorized establishments must have a functioning camera and video recording system installed within the framework of the procedures and principles determined by the Ministry.

Records obtained with camera and video recording systems must be kept for at least 1 year from the date of recording.

(3) Authorized establishments are obliged to carry out the necessary checks on the functioning of the camera system every day within the framework of the procedures and principles determined by the Ministry and notify the Ministry and the companies that undertake the maintenance of the system.

(4) It is obligatory to obtain a document from the companies that install the said systems, stating that the camera and video recording system has been installed in a way that will meet the conditions set forth in this Communiqué.

(5) It is obligatory for authorized establishments to back up the recordings obtained with camera and video recording systems on a weekly basis in a different location than the current workplaces or with the same image quality by using cloud computing services and to keep these data for at least 1 year.”

ARTICLE 24 – The following article has been added to the same Communiqué after article 26.

“Signage layout and workspace

ARTICLE 25 – The first paragraph of Article 27 of the same Communiqué has been amended as follows, and the phrase “published on the website” in the second paragraph has been changed to “determined by”.

“(1) Authorized institutions are obliged to open a website and keep it accessible.”

ARTICLE 26/A – (1) Authorized establishments are obliged to fulfill the conditions regarding signage layout and working area within the framework of the procedures and principles to be determined by the Ministry.”

ARTICLE 26 – In the third paragraph of Article 28 of the same Communiqué, the phrase “camera images” has been added to come after the phrase “records related to them” and the following paragraph has been added to the same article.

 

“(4) Authorized establishments are obliged to temporarily suspend their operations and maintain the necessary order in the workplace for the inspection, until the cash counting and all similar procedures deemed necessary by the inspectors are completed during the inspections.”

ARTICLE 27 – The following article has been added to the same Communiqué to come after article 28.

“Those who act or transact without authorization

ARTICLE 28/A – (1) Authorized establishments cannot employ persons who previously engaged in unauthorized foreign exchange trading. Persons who have ten percent or more shares or work as authorized representatives cannot be employed by authorized institutions in the company or workplace that carried out the unauthorized activity during the period of unauthorized foreign exchange trading activity.

ARTICLE 28 – Article 29 of the same Communiqué has been amended as follows.

“ARTICLE 29 – (1) The establishment permit of the authorized institution that started operating before the “Operating Permit” is issued is revoked by the Ministry and legal action is initiated against the founders and the company in accordance with the Law No. 1567

 

(2) The establishment permit of the branch that became operational before the “Branch Activity Permit” is issued is revoked by the Ministry and legal action is initiated against the company in accordance with the Law No. 1567

 

3) If it is determined that there is no activity within 90 days from the date of operating permit and branch operating permit, the authorized institution is given up to 60 days to start operating. If the activity is not started despite the expiry of this period, the activity permit of the authorized institution will be cancelled. The canceled “Authorized Institution Operating Permit” and/or “Branch Operating Permit” must be sent to the Ministry within 5 days from the notification of the cancellation. Otherwise, legal action will be initiated against the company in accordance with Law No. 1567.

 

(4) If it is determined that the head office or branch of the authorized institution has suspended its activities for more than 120 days without interruption, the authorized institution is given a period of up to 60 days to start operating. If the activity is not started despite the expiry of this period, the activity permit of the authorized institution will be cancelled. However, in case of force majeure and its confirmation, the Ministry is authorized to evaluate the issue of not canceling the operating license.

 

(5) Legal action shall be initiated against the authorized institution, which is found to be in violation of the provisions in the third, fourth and fifth paragraphs of Article 4, pursuant to Law No. 1567. If a violation of the same paragraph is detected for the second time, the operating license of the authorized institution is revoked. The authorized establishment and its shareholders whose operating permit has been revoked within the scope of this paragraph cannot apply for a new authorized institution establishment or operating permit for 5 years. The Ministry is authorized to directly cancel the authorized institution’s operating license, depending on the nature and importance of the violations.

 

(6) If it is determined that the transactions contrary to the provisions in the first and second paragraphs of Article 4/A are detected, legal action is initiated against the authorized institution in accordance with the Law No. 1567 and a period of up to 60 days is given to remedy the said contradiction. If the said violation is not remedied despite the expiry of this period, the authorized establishment’s operating license will be cancelled.

(7) If it is determined that the transactions contrary to the provision in the fourth paragraph of article 4/A are detected, legal action is initiated against the authorized institution in accordance with the Law No. 1567 and a period of 6 months is given for the sale of the relevant immovable property

 

(8) No other natural or legal person may operate at the address where permission has been obtained to operate by the authorized institution. In case of detection of this situation, legal action is initiated against the authorized institution in accordance with the Law No. 1567 and a period of up to 60 days is given to end the situation in question. Within this period, it is obligatory to send the documents to be obtained from the relevant tax office indicating that the other activity carried out at the address where permission is obtained is terminated. If it is understood that the other activity is continued despite the expiry of this period or if the said violation is repeated, the activity permit is cancelled.

 

(9) If it is determined that false documents or statements are made in the applications and notifications made to the Ministry in writing or through information systems, as well as in the examinations, audits and surveillance, legal action shall be initiated against the authorized institution and persons who submitted false documents or declarations pursuant to Law No. 1567. In the event that the persons who give false documents or statements are partners of the company, they are excluded from the partnership; In case of general manager, board member, employee with signature authority, internal control officer or other employees, a period of up to 60 days is given for  dismissal. In case the necessary actions are not taken at the end of the specified period or the person giving false documents or declarations is the sole partner of the authorized establishment, the authorized establishment’s  operating license is revoked. However, the Ministry is authorized to evaluate the issue of not revoking the operating license, taking into account the error situations and other justified situations.

 

(10) In case it is determined that the authorized institution or the legal entity partner of the authorized institution is actually owned or managed by the person or persons who do not have the title of partner, the authorized establishment’s operating license is canceled without any further warning.

(11) Authorized establishment founder, partner, persons with ten percent or more partnership share in legal entity founding partners, persons related to the legal entity partner, general manager, member of the board of directors, employees with signing authority or internal control officer in the relevant provisions of Article 6 In the event that it is determined that it has lost the specified conditions or that it has been authorized in violation of the fourth paragraph of Article 15, legal action is initiated against the authorized institution pursuant to the Law No. 1567 and 60 minutes for the removal or dismissal of the said person or legal entity founding partner from the partnership or to remedy the violation of the fourth paragraph of Article 15. until the day is given. In case the necessary actions are not taken within the given time or the person is the sole partner of the authorized establishment, the authorized establishment’s operating license is revoked. However, in case it is determined that the condition in sub-clause (4) of subparagraph (d) of the first paragraph of Article 6 has been lost, the process of dismissal from the partnership or dismissal from duty is not carried out if it is proved that the said debt has been paid within 30 days.

(12) If it is determined that the total equity of the authorized establishments is less than 1/3 of the minimum paid-in capital amount, the authorized establishment’s operating license is cancelled. If it is determined that the total shareholders’ equity is more than 1/3 of the minimum paid-in capital amount but less than the minimum paid-in capital amount, a period of up to 90 days is given to ensure that the deficiency in equity is completed, and legal action is initiated against the authorized institution in accordance with the Law No. 1567. If the said deficiency is not completed within this period, the authorized establishment’s operating license will be cancelled.

(13) If it is determined that the authorized institution operates outside of the headquarters, branch and internet addresses listed in the Ministry’s records, legal action is initiated against the authorized institution in accordance with the Law No. 1567 and the authorized institution’s operating license is revoked. The authorized establishment and its shareholders whose operating permit has been revoked within the scope of this paragraph cannot apply for a new authorized institution establishment or operating permit for 5 years

 

(14) In case the authorized institution is a sole proprietorship, legal action shall be initiated against the partner and authorized institution in accordance with the Law No. authorized establishment operating license is revoked. The authorized establishment and its shareholders whose operating permit has been revoked within the scope of this paragraph cannot apply for a new authorized institution establishment or operating permit for 5 years.

(15) If it is determined that other companies, in which the shareholders of the authorized institution own all shares, are engaged in unauthorized foreign exchange trading activities, legal action shall be taken against the partners and the authorized institution in accordance with the Law No. The authorized establishment and its shareholders whose operating permit has been revoked within the scope of this paragraph cannot apply for a new authorized institution establishment or operating permit for 5 years.

(16) In case the authorized establishment has more than one partner; If it is determined that the shareholders, the persons with ten percent or more partnership share in the legal entity founding partners, the persons related to the legal entity partner, the general manager, the member of the board of directors, the authorized signatories, the internal control officer or other employees are involved in the unauthorized foreign exchange trading activities, Legal action is initiated pursuant to Law No. 1567. In case the persons who carry out the unauthorized activity are partners or there are  ten percent or more partnership shares in the founding partners of the legal entity; expulsion of the authorized business partner from the partnership; In case of general manager, member of the board of directors, employee  with signature authority, internal control officer or other employees, a period of up to 60 days is given for dismissal from the said position. In case the necessary actions are not taken at the end of the specified period, the authorized  establishment’s operating license will be cancelled. The authorized establishment and its shareholders whose operating permit has been revoked within the scope of this paragraph cannot apply for a new authorized institution  establishment or operating permit for 5 years. However, in case of force majeure and its confirmation, the Ministry is authorized to evaluate the issue of not canceling the operating license.

 

(17) If it is determined that the authorized institutions employ employees in violation of Article 28/A, legal action is initiated pursuant to the Law No. 1567 and a period of up to 60 days is given to the authorized institution for the dismissal of the person(s) in question

 

(18) In case the authorized institution changes its articles of association in violation of Article 6 after it has become operational; Legal action is initiated pursuant to the Law No. 1567 and the authorized institution is given up to 60 days to rectify the violation. If the necessary correction is not made within the given time, the operating license will be cancelled.

(19) Within the scope of Article 12; Failure to obtain permission from the Ministry before the merger of the authorized establishments, not making a written application to the Ministry for a Branch Operating Permit within 30 days from the registration of the merger to the trade registry, or making an application within the time limit, only that the obligations specified in Articles 6 and 9 are fulfilled within 90 days from the registration of the authorized corporate mergers to the trade registry. In case of failure, the authorized establishment permits issued in the name of the transferred companies and the Branch Operating Permits issued for the branches of the transferred companies are canceled without the need for any further action.

 

(20) If the foreclosure, enforcement proceeding or precautionary measure is not revoked within the 90-day period specified in the second paragraph of Article 14, the authorized establishment activity permit shall be revoked.

(21) In case the authorized establishments have their own trade names and titles or brands belonging to companies other than the organizations they represent, in their workplaces and signboards, advertisements, advertisements and business cards, website, DAB, DSB and invoices and all other similar documents, pursuant to Law No. 1567 legal action is initiated and a period of up to 60 days is given to remedy the violation in question. If the said violation is not remedied despite the expiry of this period, the authorized establishment’s operating license will be cancelled.

(22) In case it is determined that DAB, DSB, Precious Metals Purchase Certificate, Precious Metals Sale Certificate, Foreign Currency and Precious Metals Purchase Certificate or Foreign Currency and Precious Metals Purchase Certificate is issued in authorized institutions, which do not contain a real foreign exchange or precious metal movement, the authorized establishment operation permit is cancelled.

 

(23) In case a violation of the first paragraph of Article 27 is detected or the content that must be published on the website is not published within the periods determined by the Ministry, legal action is initiated pursuant to the Law No. 1567 and a period of up to 60 days is given to the authorized institution to rectify the situation. If the violation is not corrected, the provisions of this paragraph are applied again.

 

(24) In order to determine the procedures and principles for the implementation of this Communiqué, legal action is initiated against the authorized institutions that are determined not to fulfill the obligations specified in the transitional provisions of the circulars published by the Ministry for the completion of the transition procedures, pursuant to the Law No. 1567, and the authorized institution has 60 days to fulfill these obligations. additional time is given. The operating licenses of the authorized establishments that do not fulfill their obligations within the specified periods are canceled without any further warning.

(25) In case it is determined that the authorized establishments have changed their addresses without obtaining permission from the Ministry, in violation of the second paragraph of Article 17, legal action is initiated against the authorized institution that carried out the unauthorized transaction pursuant to the Law No. until the day is given. In case the necessary actions are not taken at the end of the specified period, the authorized establishment’s operating license will be cancelled.

(26) In case it is determined that the authorized institutions have carried out share transfer without obtaining permission from the Ministry, in violation of the first paragraph of Article 18, legal action will be initiated against the authorized institution that carried out the unauthorized transaction pursuant to the Law No. 1567, and a period of up to 60 days is required for the said transaction to be corrected and the partnership structure to be restored. is given. In case the necessary actions are not taken at the end of the specified period, the authorized establishment’s operating license will be cancelled.

(27) Legal action shall be initiated against those who are found to have acted contrary to the provisions of this Communiqué, pursuant to Law No. 1567.

(28) In accordance with this Communiqué, legal action shall be initiated against authorized establishments that violate the procedures and principles to be determined by the Ministry, pursuant to Law No. 1567.”

ARTICLE 29 – The second paragraph of Article 31 of the same Communiqué has been amended as follows.

“(2) The fees to be collected pursuant to this Communiqué shall be deposited to the central accounting unit of the Ministry, the directorate of accounting and property directorates. The document showing that the fees have been paid and other documents required to be submitted are declared to the Ministry by the applicant. The fees paid by the companies whose permit applications are rejected within the scope of the rejected permit application are refunded by the relevant accounting unit upon request.”

ARTICLE 30 – The following paragraph has been added to Article 32 of the same Communiqué

“(2) References made to the Communiqué on the Decree No. 32 on the Protection of the Value of Turkish Currency (Communiqué No: 2006-32/32), which was repealed with the first paragraph in other relevant legislation, shall be deemed to have been made to this Communiqué.

”ARTICLE 31 – The following provisional article has been added to the same Communiqué.

“Temporary provisions

PROVISIONAL ARTICLE 2 – (1) Group A and B group authorized establishments, which have been granted an operating license by the Ministry and operating as of the effective date of this article, are subject to subparagraph (ç) of the first paragraph of Article 6 until 31/12/2022. ) must fulfill the obligations specified in subparagraph. Authorized establishments that are found not to fulfill the said obligations within the specified period are given an additional period of 90 days at the most to ensure that these obligations are fulfilled. The operating licenses of the authorized establishments that do not fulfill their obligations within the specified periods are canceled without any further warning.

2) A and B group authorized establishments, which have been given an operating license by the Ministry and have a branch or branches as of the effective date of this article, shall fulfill the obligations specified in subparagraphs (a) and (b) of the second paragraph of Article 12 until 31/12/2022. has to. Authorized establishments that are found not to fulfill the said obligations within the specified period are given an additional period of 90 days at the most to ensure that these obligations are fulfilled. The operating licenses of the authorized establishments that do not fulfill their obligations within the specified periods are canceled without any further warning.

 

(3) The provisions of this Communiqué amended by the Communiqué establishing this article shall apply to the applications for establishment permit, branch opening permit, share transfer permit, which have been submitted to the Ministry as of the effective date of this article but whose evaluation has not been completed. In this context, existing applications must be renewed in accordance with the new provisions within 90 days.

(4) Authorized establishments that have been granted an operating license by the Ministry and are operating as of the effective date of this  article are obliged to notify the Ministry of all their employee information within the scope of the procedures and principles determined by the Ministry until 1/3/2022.

 

(5) A group and B group authorized establishments, which have been given an operating license by the Ministry and are operating as of the effective date of this article, must comply with the provision in the fourth paragraph of Article 15 until 1/3/2022 regarding the representation of the company. Authorized establishments, which are found not to fulfill the said obligation within the specified period, are given an additional period of 90 days at the most to ensure the fulfillment of this obligation. The operating licenses of the authorized establishments that do not fulfill their obligations within the specified periods are canceled without any further warning.

 

(6) The addresses in the trade registry records as of the effective date of this article shall be taken as the basis for determining the activity areas of the authorized establishments and branches that have been granted an operating license by the Ministry and are operating as of the effective date of this article.

 

(7) Until the procedures and principles to be determined by the Ministry in accordance with the second paragraph of Article 20 come into force, authorized institutions may not apply a unique transaction number in the transactions they will carry out.”

ARTICLE 32 – Annex-1 and Annex-2 of the same Communiqué have been amended as in the annex and Annex-3 of the same Communiqué has been added.

 

ARTICLE 33 – This Communiqué enters into force on the date of its publication.

 

ARTICLE 34 – The provisions of this Communiqué are executed by the Minister of Treasury and Finance.

 

 

 

– This document is to inform the recipients concerning recent legal developments in Turkey. It does not constitute legal advice or legal opinion on any specific facts or circumstances. The advice of legal counsel should be obtained for specific questions.

 

– © 2021 Ülken Law  Firm