Becoming legally savvy is important regardless of where you are in a business. The word savvy basically means you have a practical understanding of how business and law really work. And this is very important for business success and for the success in your own personal career. 

Criminal liability of companies

According to Turkish law, companies can be considered criminally liable with regard to a list of criminal activities committed by their managers or employees in the interest or for the benefit of the company. Sanctions applicable to companies comprise fines, disqualifications and confiscation of the proceeds of crimes. 

The list of predicate crimes is constantly updated and broadened. It currently covers a wide range of business crimes (such as corruption, tax fraud and fraud against the state, market manipulation and insider trading, false accounting, money laundering, handling stolen goods, health and safety crimes, intellectual property crimes, infringement of trademarks and environmental crimes). 

Safeguards

The corporate liability has the nature of criminal liability, with the consequence that all related principles and guarantees provided for by criminal law (ie, personality of criminal liability) must be applied.

The competence for the investigation and prosecution of a company’s crimes lies with the ordinary prosecuting authorities, in accordance with the rules of criminal procedures and in the frame of criminal proceedings subject to the jurisdiction of criminal courts, which are usually joined with the criminal proceedings against the managers or employees who committed the predicate offence.

In the Turkish legal system public prosecutors are responsible for the investigation and prosecution of all criminal offences, including business crimes, of both individuals and companies. They are assisted by law enforcement forces (police, jandermeria, coast guard, custom security). 

Crimes & Administrative offences & Civil breaches

Turkish law pertaining to business crimes, admininstrative offences and civil breaches are not only complex, but also are in a constant state of evolution.  Often criminal investigations run parallel to civil lawsuits or administrative investigations.  Because decisions in one action can affect the others, it is imperative that these different prongs be headed by counsel with experience in each of these types of proceedings.

We understand judicial bureaucracies, how and with whom to work throughout the investigative process, as well as how and when to strongly advocate our client’s position.  We represent clients from a broad cross section of industries, such as: healthcare, financial services and brokerages, government contractors and public utilities, automobile and petroleum companies, airlines, high technology and e-commerce, life science and biotech, media and telecommunications, retail and apparel, real estate.

Victims of corporate business crimes

We also represent clients who are victims of corporate business crimes.  We guide them through the proper investigative agencies and advocate for criminal prosecution, administrative investigation and restitution where appropriate.

Jurisdiction of Turkish courts

The main governing principle of the jurisdiction of Turkish courts, in respect of both individuals and companies, is territoriality, according to which Turkish courts have jurisdiction on all crimes considered to be or have been committed within Turkey territory.

The principle of territoriality is interpreted in a broad sense and with a wide reach because it is sufficient that a portion of the prohibited conduct took place in Turkey for it to be under Turkish jurisdiction; therefore, foreign companies that have their registered seat and main place of business abroad can be subject to Turkish law and be prosecuted in Turkey if at least a portion of the crime committed by their managers or employees took place in Turkey and, in addition, where all the other requirements for the company’s liability are fulfilled.

Preserving the reputation of companies

Because of the nature of white collar and civil fraud matters, it is critical that steps be taken to preserve the reputation of our clients in their business dealings with shareholders, regulators, and the press, among other constituencies.  A distinct competency of Bicak in this area is our ability to minimize potentially negative public relations through swift action and strategy.

Our services cover crimes committed either by a corporation (i.e., a business entity having a separate legal personality from the natural persons that manage its activities), or by individuals acting on behalf of a corporation or other business entity. For the worst corporate crimes, corporations may face judicial dissolution, sometimes called the “corporate death penalty”, which is a legal procedure in which a corporation is forced to dissolve or cease to exist.

Negative behaviours

Not all negative behaviours by corporations may actually be criminal. Behavior can be regulated by the civil law, the administrative law or the criminal law. In deciding to sanction a particular behavior, the legislature is making the political judgment that this behavior is sufficiently culpable to deserve the stigma of being labelled as a civil wrong, administrative offence or crime. In Turkish law, corporations can commit the most of the illegal activities as natural persons.

Categories of Corporate Crimes

• White-Collar Crimes, the majority of individuals who may act as or represent the interests of the corporation are white-collar professionals;
• Organized Crimes, criminals may set up corporations either for the purposes of crime or as vehicles for launderingthe proceeds of crime.
• State-Corporate Crimes, in many contexts, the opportunity to commit crime emerges from the relationship between the corporation and the state.
• Crimes Committed Against Corporations by Officers, Directors and Employees (fraud, theft, embezzlement, corruption),
• Crimes Committed Against Corporations by External Forces (robbery, burglary, larceny, piracy),
• Crimes Committed for Corporations by Internal Forces (regulatory noncompliance, tax evasion, bribery, false financial statements).

Decisive actions

Corporate criminal conduct can have devastating effects. These issues require swift and decisive action, whether preventative or reactive.

Our expertise encompasses all areas of law connected with bribery and corruption, sanctions, fraud, money laundering, insider dealing, cartels and corporate manslaughter. We have decades of experience advising and representing financial institutions, multinational corporates and senior management.

The largest and most skilled

With one of the largest and most skilled corporate crime and investigations practices, our world class team covers 30 major cities of Turkey, bringing outstanding results for clients drawing on market leading legal skills, commercial savvy, local knowledge and insights into the relevant regulators and law enforcement bodies.

Trust

Clients trust us to handle their most complex and sensitive compliance and investigations work in Turkey. They rely on us to;

• Advise on preventative measures, so they can be sure they are protected in their ordinary operations and extraordinary transactions – even in times of trouble,
• Safeguard their business in terms of workplace health and safety, conferment of the appropriate powers and reporting duties throughout the management chain of a business (including for environmental matters), and adequate internal controls system,
• Cope with emergencies arising from investigations and defend them (as a business or individual) against criminal charges before the courts, including charges of misconduct with public entities, the Competititon Authority, the MASAK, tax fraud and bankruptcy,
• Provide comprehensive assistance if clients are the victim, whether as a company or individual.

“Long-arm” laws

The risks associated with bribery and corruption incidents have dramatically increased in recent years. “Long-arm” laws like the UK Bribery Act and the US Foreign Corrupt Practices Act are being aggressively enforced, a plethora of domestic legislation has emerged, and scrutiny from regulators and law enforcement agencies across Turkey is at an all-time high. All this means that companies must be able to prevent, identify and respond to bribery and corruption incidents effectively, wherever in Turkey they do business. We are working on some of the biggest, most sensitive and complex corruption cases currently being undertaken in Turkey. We provide risk assessments, training, due diligence, internal reviews, document drafting and other advice to clients of all sizes to ensure they are fully prepared to meet their compliance obligations and to avoid problems arising. 

Anti-money laundering (AML) and counter-terrorist financing (CTF) legislation can apply to those both inside and outside the financial sector. It is a key area of focus for regulators and law enforcement around Turkey with possible consequences including criminal prosecution of organisations or individuals, and business threatening regulatory enforcement action. We can help you with issues including developing policies and procedures, reviewing systems and controls, providing training, advice on disclosure and reporting, assessing the potential for criminal and civil liability, helping with internal and external investigations, and AML/CTF in a transactional context.

Reputational risks

The risk of falling victim to fraud and other white collar and corporate crime raises significant reputational risks for companies and individuals, not least of which is the potential exposure to highly damaging civil, criminal and administrative sanctions, Acting in such complex and sensitive matters requires more than an understanding of the legal issues. It calls for a strategic and seamless approach, the ability to deal with a range of different law enforcement agencies and regulators, advising on contentious and non-contentious aspects and related issues such as public relations, shareholder communications, insurance and employment issues. 

Sanctions

The hasty implementation and ever-expanding scope of Turkey’s specific sanctions regime continues to raise a myriad of urgent issues for corporates and financial institutions. This includes understanding the sanctions’ jurisdictional scope and impact, including matters such as the effect of asset freezing measures, part-ownership by sanctioned persons, licensing issues, the interpretation of sectoral sanctions and the force majeure, frustration and termination issues affecting contracts with sanctioned counterparties. We have been heavily involved in advising both financial sector and corporate clients with operations in sanctions on these and related issues, and in making licence applications to relevant authorities.

Fines always apply in the event of a company’s conviction. Their amount depend on several factors such as type and seriousness of the crime, degree of liability of the company, activity carried out by the company to eliminate or reduce the consequences of the crime and prevent the commission of further crimes, and economic and patrimonial conditions of the company.

Disqualifications can include suspension or revocation of government authorisations, licences or concessions, debarment (prohibition of entering into contracts with the public administration), exclusion from or revocation of government financing, contributions or subsidies, and prohibition from carrying on business activity. Disqualifications only apply in the event of conviction of the company. Disqualifications can be particularly damaging, and this is amplified by the fact that they can also be applied at a pretrial stage, during the investigations, as interim coercive measures. The application of interim coercive measures, such as disqualifications, is ordered by the judge for preliminary investigations on request of the public prosecutor.

Confiscation of criminal assets seeks ultimately to reduce and prevent crime by making known that criminals will not be allowed to enjoy their illicit wealth. Proceeds of crime is the money or assets gained by criminals during the course of their criminal activity.

Investigations

Investigations by law enforcement and regulatory bodies into alleged wrong-doing have increased dramatically in number, severity and complexity in recent years. Criminal investigations have two principal and overlapping functions in the administration of criminal justice: (1) to determine if a crime occurred (and if so to identify and, when appropriate, arrest the person or persons responsible); and (2) to collect evidence that would be admissible at trial and sufficient to prove the guilt of those ultimately accused of responsibility.

The length and complexity of this process, and the range of investigative techniques brought to bear, vary tremendously. In a very simple “street crime,” an apparent culprit may be identified and arrested immediately on a reactive basis, and the evidence-gathering may be straightforward and limited in scope; investigations in more complicated matters may take place on a proactive basis and can take months or even years in order to review and obtain evidence before a decision can be made to prosecute.

Local factors

Combining an understanding of local factors in Turkey, we are equally skillful at handling enquires in relation to bribery and corruption, fraud, money laundering, trade and economic sanctions breaches, antitrust, securities fraud, tax evasion, environmental regulations breaches, improper accounting practices and other misconduct.

We can also help clients with crisis management and critical issues such as potential legal and regulatory exposure, disclosure and reporting obligations, and dealing with media and other reputational issues arising from investigations.