removal of directors and auditors, appointment of trustees and  suspension of activities of associations

24 December 2020

Practice Areas
Writers

Removal of Directors and Auditors, Appointment of Trustees and  Suspension of Activities of Associations

The authority of the Ministry of Internal Affairs (“MoI”) to remove the members of board of directors and auditors; request the appointment of a trustee to or suspend the activities of an association has become the most controversial issue surrounding the discussion on the Law on the Prevention of Financing for the Spread of Weapons of Mass Destruction (the “Amendment").

 

Removal of Members of the Board of Directors and Board of Auditors

According to the Amendment, members of the board of directors and auditors of an association who are underprosecution for crimes stipulated under:

  • the Law on the Prevention of Financing of Terrorism, or
  • the Turkish Penal Code regarding the the manufacturing and trafficking of drugs or stimulants and laundering assets accrued through criminal income

may be removed from duty by the MoI. In addition, members of the boards of directors or auditors who are not within the scope of an investigation may also be removed from duty if even one of their peers are investigated for the above mentioned crimes.

It is sufficient for prosecution regarding the above-mentioned crimes to be initiated against a member of the board for the MoI to exercise this authority - a confirmed court sentencing is not required. These provisions are criticized especially in the light of:

  • Presumption of innocence (every individual is innocent until proven guilty), and
  • Principle of individuality of criminal responsibility (a individual may only be held responsible for his/her own actions),

which are constitutional principles.

 

Appointment of a Trustee

The Amendment determines that MoI may request the appointment of a trustee to replace the members of the board of directors or auditors which have been removed from duty. Accordingly, the governor of the province where the association is located shall request the appointment of a trustee concurrently with the notification of the removal decision to the association. The court shall render a decision in one week.

 

Suspension of an Association’s Activities

The MoI is given the authority to temporarily suspend the activities of an association in case the measures specified above are deemed not to be sufficient or there are drawbacks in its delay. It is necessary for the MoI to apply to the court immediately after its decision regarding suspension of activities of the association. Upon this application, the court will render a decision on whether or not the temporary suspension decision will be upheld within 48 hours.
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