In the first sentence of the first paragraph of Article 57 titled "Share Transfers" of the Electricity Market Licensing Regulation, it is stipulated that until the license is granted, the corporate structure of the pre-license holder cannot change, either directly or indirectly, except for inheritance and bankruptcy reasons. Furthermore, share transfers or any acts and transactions that would result in a transfer of shares are prohibited. In the second sentence, fourteen exceptional cases (a), (b), (c), (ç), (d), (e), (f), (g), (ğ), (h), (ı), (i), (j), and (k) were enumerated, where this rule would not apply.
With the Regulation Amending the Electricity Market Licensing Regulation published in the Official Gazette No. 32635 on 17/08/2024, which entered into force on the date of publication, the following sentence was added before the final sentence of the first paragraph of Article 57: "However, except for paragraphs (a), (b), (ç), (d), (f), (j), and (k), any planned changes in the corporate structure are subject to the approval of the Energy Market Regulatory Authority (EPRA) on each occasion. If a change in the corporate structure is made without obtaining the approval of the EPRA, the said pre-license shall be revoked in accordance with Article 6, paragraph 3 of the Electricity Market Law."
With the Regulation Amending the Electricity Market Licensing Regulation published in the Official Gazette No. 32688 on 10/10/2024, the term "planned changes in the corporate structure" in the third sentence of the first paragraph of Article 57 was replaced with the phrase "planned direct share changes and indirect corporate structure changes of 10% or more."
In summary, the recent amendment now requires that the following planned actions under paragraphs (c), (e), (g), (ğ), (h), (ı), and (i) of the first paragraph of Article 57 titled "Share Transfers" of the Electricity Market Licensing Regulation be subject to approval by the Energy Market Regulatory Authority (EPRA):
- Direct share changes
- Indirect corporate structure changes of 10% or more
If any change in the corporate structure is made without the approval of the Energy Market Regulatory Authority, the relevant pre-license will be revoked in accordance with Article 6, paragraph 3 of the Electricity Market Law.
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