Commercial Law

Commercial law is a branch of private law that regulates all legal relationships arising from the activities of commercial enterprises. Transactions between companies, sales contracts, partnerships, negotiable instruments, unfair competition, and many other issues fall within the scope of commercial law.

What Does a Commercial Lawyer Do?

A commercial lawyer provides legal solutions to the problems faced by companies and commercial enterprises in their day-to-day operations. They offer a wide range of legal consultancy services, from company formation and contract drafting to collection of commercial receivables and litigation. They manage the mediation process for pre-litigation dispute resolution and represent clients in court during the trial phase.

Scope of Commercial Law

• Company law

• Commercial contracts

• Negotiable instruments law

• Unfair competition

• Commercial receivables lawsuits

• Bankruptcy and concordatum

• Distribution, agency, and dealership relationships

• Trade registry transactions

• International commercial law

Services Provided by a Commercial Lawyer

Litigation Services

• Customs disputes

• Unfair competition lawsuits in imports

• Commercial receivables and compensation lawsuits

• Enforcement proceedings based on negotiable instruments

• Lawsuits related to invoices and current account receivables

• Partnership disputes

• Disputes related to share transfers and mergers

Consultancy Services

• Company formation procedures and drafting of articles of association

• Drafting and revision of commercial contracts

• Adaptation of international contracts

• Consultancy on consumer law and product liability

• Capital increase/decrease procedures

• Preventive legal solutions against unfair competition

• Planning collection processes in commercial relationships

What Is a Commercial Case?

Commercial cases are determined based on whether the parties are merchants or whether the dispute arises from commercial activities. These cases are heard in commercial courts. There are two main types:

Absolute Commercial Cases
These are cases explicitly defined in the Turkish Commercial Code as commercial, regardless of the parties' status. For example, company mergers or cases related to commercial representation.

Relative Commercial Cases
These involve disputes arising from the commercial enterprises of both parties. If both parties are merchants and the dispute stems from commercial activities, it is considered a commercial case.

Commercial Enterprise and Commercial Transaction

A commercial enterprise is an organization where economic activities are conducted continuously and independently for profit. Most of the transactions carried out by such enterprises are considered commercial. Lawsuits related to commercial contracts, remittances, custody, copyright, and similar rights fall under this category.

Who Is a Merchant?

A person who operates a commercial enterprise, in whole or in part, on their own behalf is considered a merchant. This status is acquired not by registration in the trade registry, but by engaging in actual commercial activity. For legal entities, merchant status begins once the company gains legal personality.

Legal Consequences of Being a Merchant

• Subject to bankruptcy for all types of debts

• Obliged to have and use a trade name

• Required to keep commercial books

• Must register with the chamber of commerce

• Obligated to act as a prudent merchant

• Bound by commercial customs and usage

• May demand interest and fees due to commercial activities

What Is Unfair Competition?

Unfair competition refers to behaviors that violate the principles of honesty and distort market conditions. Acts such as damaging business reputation, misleading advertisements, or luring away competitors’ customers constitute unfair competition. The victim may file a lawsuit to seek compensation and to stop the unfair practices.

Current Account Disputes

In business relationships, parties may continuously record their mutual debts and credits in a current account. Payments are made based on the balance at the end of the term. If the balance is not paid, enforcement proceedings without judgment may be initiated. In case of objection, an annulment lawsuit may be filed. The current account relationship must be based on a written agreement and supported with regular records.

Mediation in Commercial Law

As of 01.01.2019, mediation has become a mandatory prerequisite in commercial cases involving monetary claims. The mediation process is typically completed within 6 weeks, with a possible 2-week extension in exceptional circumstances. Lawsuits filed without first applying for mediation are dismissed on procedural grounds.

How Is Commercial Law Practiced?

In commercial law practice, courts first refer to commercial legislation, then to contract terms, followed by commercial customs and usage, and lastly to judicial discretion. Therefore, practical experience is as important as theoretical knowledge. A specialized commercial lawyer evaluates both the law and commercial practices to manage legal processes effectively.

Why Is a Commercial Lawyer Necessary?

• Provides professional support in drafting complex commercial contracts

• Facilitates fast resolution of unique disputes like unfair competition or debt collection

• Follows up-to-date commercial law regulations

• Manages mediation and litigation processes in accordance with procedure

• Identifies legal risks in advance and implements preventive legal measures for businesses

Conclusion

Commercial law is of vital importance for the sustainability of businesses. It covers a wide range of issues from company formation to partnership structures, debt collection, and contract execution. Taking the right steps in commercial disputes saves both time and cost. Therefore, working with an experienced commercial lawyer is the most effective way to legally safeguard your company and commercial operations.