registered capital system

Capital Increase in Registered Capital System

The boards of directors of companies that have adopted the registered capital system may increase their capital for a period of 5 years and provided that it does not exceed the capital ceiling, by a resolution to be taken without organizing a general assembly. This transaction is carried out under the management of Rota Capital without the support of an intermediary institution or law firm.

Increase in Authorized Capital Ceiling

The boards of directors of companies that have adopted the authorized capital system may increase their capital for a period of 5 years and provided that the capital ceiling is not exceeded, by a resolution to be adopted without convening a general assembly. At the end of 5 years or if deemed necessary, it is possible to increase the capital ceiling within the 5-year period. The CMB and Ministry of Commerce applications required for this process are carried out by Rota Capital without the support of an intermediary institution or law firm.

due diligence

Financial-Financial-Legal Due Diligence (Due Diligence Report)

Due diligence report, which is an important requirement for mergers and acquisitions, is prepared by Rota Capital. In this report, the financial performance of the company is analyzed by Rota Capital experts and its legal status, including pending lawsuits, is examined by competent lawyers.

financial analysis

Financial Analysis Report

The analyses are based on the statutory records and/or TFRS-compliant financial statements and reports of the companies. The report does not aim to identify material misstatements in the financial statements, whether due to fraud or error, or to express an opinion on the effectiveness of the Company's internal control, but it is aimed to express the comparative financial performance of the companies analyzed in a conservative approach, thus providing an opinion on the sustainability of the company and its ability to fulfill its obligations in a healthy manner.

feasibility

Feasibility Report

The main subject of feasibility reports is to examine the financial structure of the companies planned to be taken over before major investments, including company acquisitions (M&A), to measure the potential benefits and to create a revenue projection of the planned investments.

Feasibility reports, which are documents that express the feasibility and sustainability of the planned investments, reveal the estimated profitability of the investments, while also predicting the actions to be taken to ensure the success of the investment by predicting the results in advance.

capital increase

Bonus Issue Capital Increase

Bonus Issue (also known as 'bonus issue' or 'bonus issue' among investors) is a capital increase made by publicly traded companies from their internal resources. There is no new resource for the company and no cost for investors. The number of shares of existing shareholders increases, but their ownership ratios do not change, thus share prices decrease. Investor interest in shares may increase as companies strengthen their capital and the reduced price of shares creates a perception of cheap prices in the market. Applications for bonus issue capital increases, which require CMB approval, as well as Ministry of Commerce authorization and registration procedures after CMB approval, are carried out by Rota Capital without the need for any intermediary institution or legal support.

Paid-in Capital Increase

Capital increase through rights issues is one of the methods for public companies to obtain new resources. The prospectus prepared must be approved by the CMB. Existing shareholders have pre-emptive rights to the capital planned to be increased for a specified period of time, that is, each shareholder has the right to participate in the capital increase in proportion to the shares they owned before the capital increase. Shares whose subscription rights are not exercised by the shareholders may be offered to the public. The issued shares may be priced at a discount to the prevailing share price to encourage purchase. In this process, which should be carried out by an intermediary institution, Rota Capital provides services in creating the capital increase model and strategies, preparing the application files, managing the relationship between the company and the intermediary institution and regulatory bodies and the whole process.

Allocated Capital Increase

Allocated Capital Increase is the process of selling the new capital shares planned to be increased to predetermined persons/organizations by restricting the pre-emptive rights of the existing shareholders of the company (preventing them from participating in the capital increase). In this transaction, the shares to be increased are allocated directly to domestic/foreign persons/organizations without being offered to the public. This method is frequently used in domestic/foreign fund investments such as venture capital. Rota Capital manages the application process of this transaction, which must be approved by the CMB, as well as the relationship between the company and the allocated investor.

Conformity analysis

Public Offering Eligibility Analysis

Rota Capital examines companies targeting an IPO in terms of meeting the criteria before they start the process, when they can meet the criteria, company value, activities preventing an IPO, and legal disputes. The IPO simulation resulting from this study sheds light on the company management on whether, when and how to start the IPO process. The study is explained in a question-and-answer meeting held at the company headquarters, and Rota Capital's opinion on the company's IPO planning and suitability for an IPO is conveyed to the company management.

blog

Blog

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