A joint stock company is established by a contract among the shareholders. The contract must be in a written form and signatures must be authenticated by a public notary. The contract used for the incorporation of a joint stock company is called "Articles of Association". The articles of association must state the followings:
- Trade name and location of the headquarters,
- Scope of activity,
- Capital, the nominal value of
shares, the conditions of payment,
- Whether share certificates are registered or bearer, privileges given for certain shares and transfer restrictions,
- Non-monetary assets and rights that are contributed as capital, their values, amount of shares to be provided for such contributions, in the case of an acquisition of a business and acquisition in kind the value thereof, the price of goods and rights purchased by the founders in the account of the company for the incorporation of the company, and amount of the fee, the allowance or the bonus that needs to be paid to those who provided services during the incorporation of the company,
- Benefits to be provided from the company's profit to the founders, members of the board of directors, and other persons,
- Number of members of the board of directors, those members who have signing authority in the name of the company,
- Rules related to general assembly meetings,
- Duration of the company if the company is formed for a limited period,
- The form of announcements of the company,
- Types and amounts of the capital that each shareholder has subscribed for,
- Accounting period.
The members of the first board of directors must be assigned with the articles of association.
The articles of association cannot depart from the provisions of the new TCC unless the related departure is explicitly allowed in the new TCC.
The articles of association in accordance with the new TCC must be amended within twelve months subsequent to the effective date of the new TCC (which corresponds to 1 July 2013).
