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IstanbulOur Law Firm “Cailliau&Çolakel Avukatlık Ortaklığı” (the “Law Firm”) is a partnership registered at the Istanbul Bar Association.
Our Law Firm is composed of three partners, Att. Didier Cailliau, registered at the Hauts-de-Seine Bar (Paris, France) and the Istanbul Bar, Att. Erhan Çolakel, registered at the Istanbul Bar and Att. Melis Dinsel, registered at the Istanbul Bar.
Before the incorporation of the Law Firm, Didier Cailliau and Erhan Çolakel worked together as independent attorneys, in a French law firm based in Istanbul. They set up the Law Firm which is a continuation of the Law Firm registered by Att. Aydın Çolakel in 1982.
The Law Firm is an independent law firm and closely works with different law firms in France, in the UK, in the US and elsewhere in the World, without any exclusivity. The Law Firm is also the Turkish partner of Adam Consulting, a global corporate service provider present in 100 countries.
The Law Firm offers an exhaustive range of legal services. Cailliau&Colakel Law Firm advises multinationals in relation to their investments in Turkey (incorporations, partnerships, branches and liaison offices).
Our services are performed in the frame of legal and social dominants affecting our clients and realized fully considering the special needs of our clients. These services are more particularly the followings:
• Corporate Law (all legal and financial operations),
• Mergers and Acquisitions,
• Labor Law (job protection, restructuring, social plans, trade union law),
• Real Estate Law and Construction Law,
• Intellectual Property Law,
• Contract Law (including but not limited to all contracts constituting the partnerships, joint ventures, exclusive and non-exclusive distribution agreements),
• Tax Law,
• Competition Law,
• Insurance Law and Private Pension Insurance Law,
• Transport Law (including airline transportation),
• Law on the Protection of Consumers,
• International Arbitration, and,
• Litigation before Turkish Courts (debt recovery, execution, litigation before all general courts and commercial and labor courts etc.)
The Law Firm is composed of three partners, one of counsel, five attorneys, three interns, and three administrative employees.
The profiles of the partners are as follows:
• Didier Cailliau is an Attorney registered at Hauts-de-Seine (Paris, France) (1997) and Istanbul (2004) Bar Associations. He has a PhD in Law and he is specialized in corporate law, mergers and acquisitions, contractual law (shareholders agreements, partnership and joint venture agreements, distribution agreements etc.), arbitration law, competition law and labor law.
As a sworn translator, he speaks French, Turkish and English. Didier Cailliau has spent two years and four months at the political section of the French Embassy in Ankara. He is Foreign Trade Advisor of the French Government.
• Erhan Çolakel is a member of the Istanbul Bar Association (2001) and he has graduated from the Law School of the University of Istanbul. He is a graduate of the High School of Pierre Loti (Istanbul) and the University of Nice Sophia Antipolis DEUG II (France). He has a master degree in International Private and Public Law in France.
He has worked at the Legal Department of the United Nations in New York between 1999 and 2000. Erhan Çolakel is a sworn translator in French and English. He also speaks Italian and German.
As an Attorney, Erhan Çolakel is especially specialized in corporate law, mergers and acquisitions, and commercial law. He also has a good knowledge and an extensive experience in real estate law, insurance law and financial law.
• Att. Melis Dinsel has been admitted to Istanbul Bar Association in 2007. She graduated from Izmir Saint Joseph French High School (2000) and she has a law degree from Istanbul Bilgi University, Faculty of Law (2005). Melis Dinsel speaks English and French and is a sworn translator in both languages. She has acquired a lot of experience and is mainly specialized in commercial and contractual law, labor law, international arbitration and commercial disputes. She also assists clients in negotiation processes and prepares litigation files. She is the third partner of our Law Firm since 2012.
Our corporate law team is composed under the responsibility of the founding partners of the Firm and Attorney Seyran Çam, senior associate of the Law Firm and who speaks Turkish, English and French and who is highly experienced and specialized in corporate law.
II. SCOPE OF THE CORPORATE LEGAL SERVICES PROVIDED BY OUR LAW FIRM
The Law Firm has been involved in every aspect of Corporate Law.
2.1. Company Incorporation/branch and liaison office’s opening
The Law Firm offers incorporation services to register entities such as limited liable companies, joint stock corporations, branches and/or liaison offices in Turkey, including the application for any necessary permit (for branches in free zones, authorizations for incorporation and amendments to bye-laws in regulated sectors; authorization for opening liaison offices, and/or municipality permits).
We regularly advise clients with respect to the formation of companies. Our services with respect to company formation include advising and drafting documents in connection with the formation of corporations, limited liability companies, and Turkish liaison and branch offices.
This service also includes the drafting of bye-laws including provisions regulating the shareholders and partners of the company.
2.2. Dissolution and liquidation Services
The Law Firm also provides liquidation and winding up services including the liquidation officer services for all kinds of structures (companies, liaison offices, branches of local and foreign companies).
2.3. Follow up of the corporate (Board of Directors’ and General Assemblies resolutions)
The Law Firm provides day-to-day counseling and legal services to corporations and their Boards of Directors on matters, such as Board resolutions, corporate governance issues, ordinary and extraordinary shareholders meetings, regulatory reporting requirements, structuring of debt and equity as well as capital increases, circular of signatures and proxies, commercial contracts, and executive compensation and other human resource issues. This corporate follow up also includes listed and Joint-Venture companies.
2.4. Articles of Association Amendments
The Law Firm offers Articles of Association amendment services to cater for the needs of our clients, including for clients acting in regulated sectors where Government’s approvals are required.
2.5. Restructuring companies
The Law Firm offers assistance in the following cases: increase/decrease of share capital, loan from the group companies, completion of capital, spin off, mergers and acquisitions (for which the Law Firm keeps at your disposal its specific credentials).
2.6. Manager Appointment
The Law Firm’s experience involves a wide range of legal services, representing and advising clients; regarding manager appointment, dismissal of manager, resignation and termination packages.
2.7. New Turkish Commercial Code
The new Turkish Commercial Code necessitates the companies to adapt reforms regarding the structure and the transactions of the enterprise.
Accordingly, The Law Firm provides advisory services to clients with respect to the New Turkish Commercial Code (which came into force on 1 July 2012).
Our services with respect to the New Turkish Commercial Code include the adaptation of the corporate structures of the clients with the New Turkish Commercial Code (including amendments to the Articles of Association, changes in the Board of Directors and shareholding composition) as well as delivering trainings and presentations.
The Firm is at your disposal to provide your Company with a comprehensive and specified due diligence note on your company’s corporate needs.
III. EXPERIENCE AND PROFILE OF CLIENTS OF THE LAW FIRM IN CORPORATE LAW
Since 2000 and therefore before the setting up of the Firm, the partners and subsequently the team has been involved in corporate law matters on a continuous basis for all kinds of clients (small, middle size and big companies), operating in a wide range of sectors (retailing, luxury products, pharmaceutical sector, car industry, insurance sector, iron and steel etc) and of all nationalities (Turkish, French, Italian, Arab, American, Indian etc).
IV. THE LAW FIRM’S FEES
4.1. The attorney fees
The hourly rates of our Law Firm for the year 2014 are as follows and are expressed on a net basis (i.e. excluding the VAT of 18%).
• EUR 220 net for the partners and for of counsel Aydın Çolakel;
• EUR 165 net for the senior associates and for of counsels;
• EUR 145 net for other associates;
• EUR 72 net for interns and;
• EUR 55 net for paralegals.
With a desire to fully inform of the progress in the file entrusted to it and with a concern to elucidate the work volume, monthly statements of professional fees and disbursements will be submitted by the Law Firm at the end of each month covered by the statement.
A daily breakdown of professional work undertaken, showing, the name of each member of the Firm who worked on the matter, the nature of the work performed, the number of hours of work and the total fees due in respect of such work.
Disbursement of expenses for which reimbursement is sought will be separately itemized.
The Law Firm may agree on a blended rate or a lump sum of money for a specific work or a monthly retainer fee if and when an estimation of the work is possible.
4.2. The expenses
The expenses made by the Law Firm such as courier or travel expenses, as well as the charges, duties, costs and out-of pocket expenses paid by the Law Firm on behalf of the clients for notary public, translations, Trade Registries and other public or private institutions while performing legal services, shall be reimbursed by the clients to the Law Firm at the end of each month or beginning of the following month upon presentation of relevant receipts or invoices.
If the amount of such costs and expenses to be incurred is deemed important by the Law Firm, such costs and expenses will be advanced by the clients upon request of the Law Firm. Payments for extraordinary expenses to be made by the Law Firm on behalf of the clients shall be subject to prior written consent of the clients.
We remain at your disposal for any further information you may need in connection with our legal services and our Law Firm.
Erhan Çolakel Att. Didier Cailliau
Attorney at law Attorney at law