Transition to Registered Capital System (RCC)
Overview
What is a Registered Capital Transition (RCC)?
Companies that have switched to the registered capital system before the public offering may realize capital increases with a value below or above the nominal value only by the decision of the board of directors without the regulation of the general assembly, provided that it does not exceed the determined capital ceiling.

capital ceiling
How is the Capital Ceiling Determined?
During the CSR transition application phase, companies may set a capital ceiling up to five times their paid-in capital or the shareholders' equity in their TFRS-compliant financial statements (as stated in the independent audit report). Companies wishing to transition to the authorized capital system must have fully paid-in capital.
How many years is the capital ceiling valid?
Companies that adopt the registered capital system may increase their capital up to their capital ceilings for a period of five years at the discretion of the board of directors. At the end of the five years, an application must be made to the CMB for an extension of time. Rota Capital manages all stages of applications for extension of the registered capital system.
process
What are the Stages of Transition to the Registered Capital System (RCRS)?
Companies that adopt the registered capital system may increase their capital up to their capital ceilings for a period of five years at the discretion of the board of directors. At the end of the five years, an application must be made to the CMB for an extension of time. Rota Capital manages all stages of applications for extension of the registered capital system.
The Application Form and other application documents describing the company, its financial structure and activities are prepared by Rota Capital.
The questions that CMB experts will ask while examining the company are answered and the information, documents and tables they will request are prepared.
All correspondence with the CMB is carried out by Rota Capital through the corporate e-mail of the company to be offered to the public, which is made available to Rota Capital. This way, erroneous correspondence and information transfers are prevented.
Prior to the amendment of the articles of association for the purpose of transition to CSR, necessary amendments and arrangements are made to the existing articles of association.
The amendment text of the Articles of Association, which must be amended and approved by the CMB in order to comply with the provisions of the Capital Markets Law, is prepared by Rota Capital.
After the CSR transition is approved by the CMB, the Ministry of Trade application documents are prepared and the application is managed.
After the approval of the Ministry of Trade, the general assembly is organized.
CSR transition registration application is realized.

capital increase
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.
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