ERDEM-NEWSLETTER-2018-metin

63 COMMERCIAL LAW Participation in a Merger in the Event of Capital Loss or Insolvency Pursuant to Article 14 of the Communiqué, a company that has lost its capital or is insolvent, may merge with a company having dis- posable assets sufficient to cover the lost capital amount. Accordingly, in the event that a company, subject to a merger, has lost its capital or is insolvent, one of following should be presented in a financial report: • Such information that the other company subject to the mer- ger has disposable assets sufficient to cover the lost capital amount, and calculation methods as to the same; or • Verification of the absence of capital loss or insolvency. Exemption on Foreign Exchange Losses Pursuant to Provisional Article 1 of the Communiqué, prior to and until 1/1/2023, foreign exchange losses, arising from unfulfilled foreign currency liabilities, may be excluded from the calculations related to the loss of capital or insolvency under Article 376 of the TCC . Through the aforementioned regulation, it is aimed to prevent the companies from being faced with bankruptcy or capital loss provi- sions due to the changes in exchange rates. Conclusion Through the Communiqué, companies falling under the scope of Article 376 of the TCC due to the changes of exchange rates, and other certain economic conditions, and which are required to conduct certain procedures, are granted with certain new methods, and are not to be subject to the requirements foreseen under Article 376.