NEWSLETTER-2020-metin

46 NEWSLETTER 2020 It is explicitly stated under the Article that the shares acquired by the company do not grant any rights other than the acquisition of gratis shares, and these shares are not to be taken into consideration in the calculation of the meeting quorum, as well as the voting rights, and other rights related to the parent company shares acquired by the subsidiary company are suspended. 6 While the suspension of the rights pertaining to the shares acquired by a subsidiary is regu- lated in Article 389 of the TCC, the stand of the rights repurchased by the company, i.e. whether the respective rights are suspended or revoked, is not foreseen. In this sense, it can be considered that there is an intentional avoidance of the matter in question. Furthermore, it is pointed out in the preambles of the Article that this aspect is left to the doctrine and opinion of the judiciary. Additionally, in the preambles of the Article, the issues that may arise within this scope are exemplified as (i) whether the meeting quorum shall be decreased by the number of the shares in question; (ii) whether the accrued dividend shall be deemed as legal reserve funds and has become the asset of the com- pany, or whether it shall be transferred to an exclusive account and to be transferred to the transferee through the transfer of the share; (iii) whether the exercise of the pre-emptive right may be compared with gratis shares. Further, in the preambles of the Article, it is explained that the opinion adopted in the foreign doctrine regarding the stand of shareholding rights is temporary and, through the transfer of shares to a third party, these rights shall be restored 7 . General Assembly Meeting Quorums Article 389 of the TCC explicitly states that shares repurchased by the company shall not be taken into account in the calculation of the meeting quorum of the general assembly. In addition, in the preambles of the Article, it is explained that the bearer shares repurchased by the company, cannot be represented in the general assembly even if these are transferred through a fiduciary assignment. 6 Kendigelen, Abuzer : Yeni Türk Ticaret Kanunu: Değişiklikler, Yenilikler ve İlk Tespitler, İstanbul: On İki Levha Yayıncılık, May 2016. 7 Preambles of Article 389 of the TCC.