Is mediation mandatory in commercial disputes?

For monetary claims for debt or compensation, mediation is a procedural precondition to litigation (TCC Art. 5/A). A claim filed without first applying to a mediator is dismissed on procedural grounds without examination of the merits.

Can a contractual penalty be reduced?

As a rule the court must reduce a penalty it finds excessive (Code of Obligations Art. 182). However, under TCC Art. 22 a debtor who is a merchant cannot request reduction on the ground that the penalty is excessive. Whether the counterparty is a merchant should therefore be checked at the drafting stage.

How quickly must defects be notified?

In commercial sales the buyer must inspect the goods without delay after delivery and notify apparent defects within two days (TCC Art. 23). Latent defects must be notified immediately upon discovery. If the period is missed, the goods are deemed accepted.

Commercial Law

Advisory and litigation in disputes arising from commercial enterprises, negotiable instruments and commercial contracts.

Most commercial disputes originate in details overlooked when the contract was drafted. Our work in this area therefore focuses less on litigation and more on what happens before a dispute can arise.

What it covers

Commercial law governs relations between merchants and transactions connected to a commercial enterprise. The most distinctive feature of Turkish Commercial Code No. 6102 is the duty it imposes on merchants to act as a prudent businessperson (Art. 18/2): a merchant is held to a higher standard of care than a non-merchant and cannot plead ignorance.

Drafting, negotiating and revising commercial contracts
Disputes over negotiable instruments (cheques, promissory notes, bills)
Current account relationships and debt recovery
Unfair competition and trade secret infringement
Agency, dealership and distributorship arrangements

Frequent pitfalls

Three recurring omissions: failure to designate jurisdiction and governing law; failure to state clearly which type of contractual penalty applies (cumulative with performance or alternative to it); and no provision at all on delivery or defect-notification periods.

Each could be resolved in a few lines at the drafting stage, yet each becomes decisive once a dispute arises.

Our approach

We assess every matter not only in legal terms but also for its commercial, financial and reputational consequences. Winning a case is not a real gain if it costs the client the underlying business relationship. Negotiation and mediation are therefore always considered before litigation.

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Commercial contract management
Negotiable instrument disputes
Current account and debt claims
Unfair competition

Frequently Asked Questions

Is mediation mandatory in commercial disputes?: For monetary claims for debt or compensation, mediation is a procedural precondition to litigation (TCC Art. 5/A). A claim filed without first applying to a mediator is dismissed on procedural grounds without examination of the merits.
Can a contractual penalty be reduced?: As a rule the court must reduce a penalty it finds excessive (Code of Obligations Art. 182). However, under TCC Art. 22 a debtor who is a merchant cannot request reduction on the ground that the penalty is excessive. Whether the counterparty is a merchant should therefore be checked at the drafting stage.
How quickly must defects be notified?: In commercial sales the buyer must inspect the goods without delay after delivery and notify apparent defects within two days (TCC Art. 23). Latent defects must be notified immediately upon discovery. If the period is missed, the goods are deemed accepted.

The information on this page is for general information only and does not constitute legal advice. Legislation and case law change; your situation must be assessed on its own facts.