In short
A resolution of the partners' assembly in a limited company is written in the minutes of the meeting, or in the written participation the statute looks for. The minutes are the document that shows the resolution. The resolution of a company with a sole partner is in a separate place. Annulment of a general meeting is not the action on these minutes. The voting rate is not frozen here. The reading begins with the name of the organ and the block of signatures.
Which elements the minutes carry
The date, the agenda, the resolution taken, and the signatures are looked for in the minutes. A message without a signature is not minutes of the assembly. A short message is not counted as a resolution if it is not the written document of participation the statute looks for. If the resolution needs registration, the register takes the text in the minutes as the basis. A subject that does not appear in the minutes does not become a resolution of the assembly with a note added later. The text separates what was spoken at the meeting from the sentence that will go to the register.
The call to the meeting is made by the route shown in the articles and in the statute. If the call is missing, the soundness of the resolution is discussed separately. The document of the call and the minutes are placed side by side. An agenda item that is not written in the call is not treated as completed as if it were in the minutes. Who attended is read from the attendance list in the minutes. If there is no list, attendance is not accepted as having been set up on its own from another correspondence.
Why the sole-partner route is separate
The sole partner writes the resolution alone. That form is not the subject of this note, which tells the assembly of more than one partner. The sole-partner regime is in a separate place. A resolution the sole partner signed is not read like a copy of the minutes of a meeting. If the number of partners is one on the register, looking for a majority of the assembly squeezes that regime into these minutes. If the number of partners is more than one, a single signature does not stand in for a resolution of the assembly.
If the articles show a route of a resolution without a meeting, that route is read together with the written participation the statute looks for. An approval given while there is no written document of participation is not counted as a signature of the minutes. An email or a message, even if it is kept as a document, does not become a resolution if it is not the written participation the statute looks for. Which paper is the document of participation is separated from the heading of the text itself.
Is annulment of a general meeting these minutes
Annulment of the general meeting of a joint-stock company looks at the minutes of the general meeting. The minutes of the partners' assembly of a limited company are not the sample petition of that action. The name of the organ is read from the start. A request for annulment is not built before it is seen which organ the minutes in hand belong to. The partners' assembly of a limited company is not counted as the same assembly as the general meeting of a joint-stock company. The heading in the minutes chooses the name of the action.
A matter subject to registration does not stand strongly against a third person before it is notified to the register. Not every assembly resolution goes to the register. A matter subject to registration that is left unregistered can stay weak. Which resolution is subject to registration is read from the subject in the minutes and from the result the statute ties to that subject. This note does not write a majority rate. The majority is seen separately from the articles and from the text of the statute.
Which text is the one that goes to the register
The text that will go to the register is the sentence of the resolution written in the minutes. A subject that is not in the minutes is not carried to the register with a summary prepared later. If the summary and the minutes conflict, it is shown separately that what is the basis for the register is the sentence in the minutes. A resolution that is not subject to registration does not disappear because it does not appear on the register. That resolution is read among the partners for as long as it stays in the minutes. A result against a third person can stay tied to the register record in matters subject to registration.
The address, the day, and the agenda in the document of the call stand together with the attendance list in the minutes. If the list and the call do not match each other, the soundness of the resolution is discussed separately. This discussion does not require writing a voting rate. The rate is read from the articles and from the text of the statute, and it is not frozen here. A short message, even if it is kept as a document of the call, does not stand in for the minutes if it is not the written participation the statute looks for. If the block of signatures is empty, an archive of messages does not fill that gap.
Where the name of the organ is read from
The minutes of the partners' assembly are not taken for an annex of a petition to annul a general meeting. A lawyer in Ankara separates from the file that the office being in Çankaya does not change the organ in the minutes. The district of the office address does not write again to whom the resolution belongs. The organ is read from the block of signatures and from the heading. The frame that separates the minutes from the sole-partner limited company regime and from annulment of a general-meeting resolution sits on the commercial law page.
Conclusion
A resolution of the partners' assembly appears in the minutes. A sole partner and annulment of a general meeting are in separate places. The rate is not frozen here. The call, the participation, and the signature are looked for together. The basis is the Turkish Commercial Code No. 6102.