TÜRKIYE Law and Practice Contributed by: Selim Keki, Çisem Altundemir and Erkin Tuzcular, Balcıoğlu Selçuk Eymirlioğlu Ardıyok Keki Attorney Partnership
tors then provide a report, which could have one of the following conclusive opinions: affirmative, qualified affirmative, negative, or abstention. In the case of a negative opinion or an absten - tion report, the board will be required to call a general assembly meeting within four business days as of the receipt of the opinion of the inde - pendent auditor and resign effectively as of the date of the general assembly meeting. The finan - cial statements and the annual report have to be drafted again within six months by the new board to be appointed by the general assembly. 7.2 Requirements for Directors Concerning Management Risk and Internal Controls One of the non-delegable duties of the board, and hence the directors, is setting up neces - sary arrangements for the accounting, financial auditing and financial planning (if required for the management of the company). This duty is an extension of the directors’ duty to establish an internal control mechanism. Additionally, it is among the non-delegable duties of directors to establish an early detection and management of risks committee.
Listed companies are obliged to establish an expert committee, and operate and develop a system, in order to ensure early detection of threats to the existence, development and con - tinuity of the company; to implement the nec - essary measures and remedies; and to manage the risk. In other companies, this committee is established immediately if the auditor deems it necessary and notifies the board in writing.
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