Topluyıldız Legal Co. – Corporate Profile and Credentials

Topluyıldız Legal Co. is a multidisciplinary, internationally oriented law firm based in Istanbul, Türkiye. We provide strategic legal support to corporations and investors at every intersection of business and law — from contracts to governance, from financing to regulatory compliance.

Our team includes lawyers qualified under Turkish Law, as well as attorneys admitted to the England & Wales Bar and the United States Bar. This allows us to offer cross-border legal solutions that are enforceable and commercially effective across Türkiye, the UK, the US, and the EU.

Core Areas of Expertise

• International Trade & Commercial Contracts
  (SPA, escrow mechanisms, franchise, distributorship, OEM structures)

• Corporate Structuring, Shareholder Agreements & Board Governance
  (joint ventures, voting rights, internal bylaws)

• Banking & Finance Law
  (secured transactions, financial leasing, compliance and internal controls)

• Ship & Aircraft Financing
  (mortgaged leasing, cross-border sale & leaseback, registry formalities)

• Legal Strategy for Investment Banks
  (capital markets compliance, investor contracts, SPV formations, post-merger governance)

• Competition Law & ESG (Environmental, Social, Governance)
  (merger control, sustainability clauses, supply chain due diligence)

• Consumer Protection & Product Liability
  (after-sales responsibilities, mass litigation in durable goods sectors)

• Intellectual Property Rights
  (trademark registration, patent licensing, software and database protection)

Key Projects and Transactions

• M&A and Distribution Deals Exceeding USD 250 Million
  → SPA drafting and negotiation, long-term exclusive distribution agreements, brand acquisition, commercial know-how and IP assignments

• Advisory for Investment Banks
  → Regulatory alignment with the Capital Markets Board, redesigning internal governance structures, investor relationship frameworks, secured product structures, and SPV setups

• Smart TV OS Revenue Sharing Agreements
  → Drafting and negotiating a multi-jurisdictional XPSP agreement under Singapore law involving smart TVs, ad inventory integration, and software licensing

• Localization of Franchise & Distribution Networks
  → Adapting product stocking obligations, ordering commitments, exclusivity clauses, and penalty provisions into Turkish law

• ESG Advisory Services
  → ESG clause integration in commercial contracts, ESG reporting design for financial institutions, transformation of corporate policies to reflect sustainability standards

• Mass Contract Revision & Litigation Strategy in Consumer Law
  → Restructuring general terms and conditions, advising on warranty and liability limits, managing high-volume consumer litigation portfolios

• Corporate Governance & Succession Planning for Family-Owned Companies
  → Structuring internal voting and veto systems, implementing long-term transition models for future generations

• Cross-Border Ship & Aircraft Finance Projects
  → Aircraft mortgage registration, ship financing under foreign flag registries (Malta, Marshall Islands), sale and leaseback scenarios, and risk allocation in international leasing structures.