Unauthorized Public Offering under Turkish Law
As per the Capital Market Law No. 6362 (”CML“), a prospectus must be prepared and approved by the Capital Markets Board (the ”CMB”) for the public offering of capital market instruments.
Under Article 109 of the CML, initiating a public offering without publishing a CMB-approved prospectus is defined as unauthorized public offering where those involved in such an unauthorized offering may be subject to a prison sentence from two to five years together with a judicial fine up to TRY 1,000,000 (approx. USD 175,000).
This press release marks the first time that the CMB has taken an action against an unauthorized public offering and filed a criminal complaint since 2005, which shows that the CMB will continue to closely monitor the developments as well as unauthorized activities in the market. In this respect, we believe it is of utmost importance that issuers avoid any action that may be deemed an unauthorized public offering.