Akademik Dersler - Tanıtım

Last Updated: 21/10/2026

Code - Course Title	Course Type	Laboratory + Practice	ECTS
HUK751 - Board of Directors in the Joint Stock Company	I. SEMESTER	3 +0	6.0

Language of Instruction	Türkçe
Course Type	Elective Courses
Course Instructor(s)	DR. ÖĞR. ÜYESİ MEHMET ARİF TUĞ
Mode of Delivery	This course is conducted exclusively through face-to-face instruction.
Place of Delivery	On Campus
Used Educational Platforms	Face-to-face
Prerequisites	There is no prerequisite or co-requisite for this course.
Courses Recomended	There are no prerequisite courses recommended for this course.
Recommended Resources	Kendigelen, Abuzer / Kırca, İsmail. Şirketler Hukuku Cilt II/1. On İki Levha Yayıncılık, İstanbul, 2026; Poroy, Reha / Tekinalp, Ünal / Çamoğlu, Ersin. Ortaklıklar Hukuku II, 15. Baskı. Vedat Kitapçılık, İstanbul, 2023.
Work Placement	There is no internship requirement for this course.
Aims of the Course	The aim of this course is to examine the legal structure, formation, duties and powers, operational principles, obligations, and legal liabilities of the board of directors in joint-stock companies within the framework of the provisions of the Turkish Commercial Code, doctrinal views, and judicial decisions, thereby developing students' skills to analyze current legal issues regarding the subject with a critical and scientific approach.

Weeks	Learning Outcomes	Topics	Teaching Methods
Week - 1	LO-2	Duties, powers, and non-delegable powers of the board of directors	Lecture Discussion Document/Text/Data Analysis
Week - 2	LO-4	Board of directors meetings, meeting and decision quorums	Lecture Case Study Problem Solving
Week - 3	LO-4 LO-5	Discussions on the invalidity, nullity, and voidability of board of directors' resolutions	Discussion Case Study Critique/Critical Reading
Week - 4	LO-2 LO-5	Delegation of management authority, conditions of delegation, and legal consequences	Lecture Discussion Document/Text/Data Analysis
Week - 5	LO-2	The representation authority of the board of directors, its scope, and its exercise	Lecture Case Study Document/Text/Data Analysis
Week - 6	LO-2 LO-5	Limitation of the authority of representation and the effect of such limitations on third parties	Discussion Case Study Problem Solving
Week - 7	LO-1 LO-3	Legal status, rights, and obligations of the members of the board of directors	Lecture Discussion Critique/Critical Reading
Week - 8	LO-1 LO-3	The formation and organization of the board of directors, the acquisition and termination of board membership	Lecture Case Study Document/Text/Data Analysis
Week - 9	LO-1 LO-5	The nature of the legal relationship between board members and the joint-stock company	Discussion Critique/Critical Reading Research and Inquiry
Week - 10	LO-3	Personal rights of board members and the protection of these rights	Lecture Discussion Case Study
Week - 11	LO-3	Financial rights and remuneration principles of the board members	Lecture Critique/Critical Reading Document/Text/Data Analysis
Week - 12	LO-3 LO-5	Legal liability of board members and the conditions of liability	Discussion Case Study Critique/Critical Reading
Week - 13	LO-3 LO-5	Grounds for legal liability, direct and indirect loss	Discussion Problem Solving Document/Text/Data Analysis
Week - 14	LO-3 LO-5	Limitation periods, discharge, and termination of liability in directors’ liability actions	Discussion Case Study Critique/Critical Reading

Peace, Justice and Strong Institutions

Law, Ethics and Regulations

Open-Ended Test Homework Presentation

Assessment Method and Passing Requirements
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