Significant Principle Decision from the Capital Markets Board Regarding Commercial Books in Electronic Form

The Communiqué on Keeping Commercial Books Not Related to the Accounting of the Business in Electronic Form (“Communiqué”) was published in the Official Gazette dated February 14, 2025 and numbered 32813, with its effective date set as July 1, 2025. You can access our publication on the implications of the Communiqué here, and our publication on the amendments regarding the exclusion of certain books from the scope of the electronic record-keeping obligation and the extension of the deadline for closing certification here.

In this context, the electronic commercial books system has become the subject of a principle decision of the Capital Markets Board of Türkiye (“CMB”).

According to the principle decision of the CMB dated  October 9, 2025 and numbered i-SPK.128.25 (dated 09/10/2025 and numbered 54/1810) published in Bulletin No. 2025/53, it has been resolved that, in assessing applications to be submitted to the CMB, the provisions of the Communiqué shall be taken into account, and until a new decision is made, notarisation shall not be required for board of directors’ resolutions created within the electronic commercial books system. You can access the bulletin with the principle decision here. 

Accordingly, when the board of directors’ resolution book is kept within the electronic commercial books system, notarisation of board resolutions will not be required in applications submitted to the CMB. This regulation will provide significant savings in terms of both time and cost for companies applying to the CMB.

In conclusion, we consider that this decision encourages companies to keep their non-accounting commercial books in electronic form.

 

Elif Aksöz Bayraktar, Senior Associate
Berk Can İşbilen, Associate