Cooperatives are structures with their own legal norms, sitting at the intersection of commercial dynamics and social solidarity. At Mai Müşavirlik we turn that structure into an efficient financial architecture, offering end-to-end expertise under Cooperatives Law No. 1163 and the Turkish Commercial Code.
Board members carry serious legal and criminal responsibility when managing capital entrusted to them by the members. Specialist support spreads that risk: because corporate tax and VAT exemptions can be lost through simple procedural errors, we review intra-member transactions rigorously and examine amendments to the articles of association and general assembly resolutions against the risk of annulment proceedings.
The general assembly is the most sensitive moment for a cooperative. The form of the notice, publication of the agenda, decision quorums and coordination with the Ministry representative all open the validity of resolutions to challenge if procedure is not followed. We prepare together before the meeting and ensure the minute book and records are kept correctly.
The fundamental difference between cooperatives and joint stock companies is the rebate (transaction refund) approach rather than profit. Returning the year-end surplus of income over expenditure to members, or transferring it to reserves, is the most sensitive matter from both a tax and a legal standpoint; we manage this process in a way that protects members’ rights.
What’s Included?
The main work we carry out under this service.
Structuring and Formation
Determining the cooperative model best suited to the purpose and drafting articles of association in line with the legislation.
Tax Optimisation
Preserving corporate tax and VAT exemption mechanisms and auditing rebate processes.
General Assembly Management
Decision quorums, coordination with the Ministry representative and review of legal validity.
Financial Reporting
Transparent, auditable statements under TCC, TFRS and BOBI FRS standards.
Digital Transformation
Integrating e-ledger, e-invoice and member management systems with the legislation.
Retrospective Risk Review
Examining past financial statements and minute books to eliminate legal risks.
Frequently Asked Questions
The questions we hear most about this service.
Is setting up a cooperative different from setting up a company?
Yes. Cooperatives are governed by Cooperatives Law No. 1163 and differ from capital companies in their membership structure, decision-making mechanisms and income distribution. Drafting the articles of association to fit the purpose is the most decisive step of the formation.
What is a rebate (risturn)?
A rebate is the return to members of the year-end surplus of income over expenditure, in proportion to the transactions they carried out with the cooperative. It rests on a different logic from dividend distribution and has both tax and legal consequences, so calculating it and putting it to a resolution requires care.
What should we watch out for at the general assembly?
The main control points are the form of the notice, timely publication of the agenda, decision quorums and coordination with the Ministry representative. Procedural breaches can lead to the validity of resolutions being contested.
What is the liability of a board member?
Board members bear legal and criminal liability when managing assets entrusted to them by the members. Keeping records in order, taking decisions in accordance with procedure and ensuring financial statements reflect reality are the fundamental requirements of that responsibility.
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