What is a commercial transaction?

What is a Commercial Transaction? | Commercial Lawyer in Izmir

What is a commercial transaction?

Within the scope of our legal framework, determining whether a disputed transaction is an ordinary transaction or a commercial transaction is of great importance in determining the applicable legal rules. According to Article 3 of the Turkish Commercial Code, Turkish Commercial Code All transactions and actions related to a commercial enterprise, as regulated within this scope, are considered commercial transactions. In this context, commercial transactions can be examined under two different headings. For example, in cases where multiple individuals borrow together, whether they are jointly and severally liable to the creditor, or the differences between ordinary and commercial transactions in terms of interest, can be shown.

Turkish Commercial Code

Article 3– (1) All transactions and acts related to a commercial enterprise and regulated in this Law are commercial transactions.

Topics Regulated in the Turkish Commercial Code

All matters regulated under the Turkish Commercial Code are commercial transactions. However... Turkish Commercial Code Within this scope, issues that do not concern any specific business have also found a place in regulation. Examples of these include fraud, unfair competition, or collision. In this context, In the Turkish Commercial Code In matters regulated, transactions are considered commercial even if the parties are not merchants.

Transactions and Actions Related to Commercial Enterprises

Here, matters concerning commercial enterprises must be interpreted broadly. According to prevailing views in commercial life, all transactions and actions deemed to be directly or indirectly related to the commercial activity carried out within a commercial enterprise should be considered commercial.

Presumption of Commercial Transaction

According to Article 19 of the Turkish Commercial Code, all transactions of a merchant are considered commercial transactions unless proven otherwise.

Turkish Commercial Code

Article 19– (1) It is presumed that a merchant's debts are commercial. However, if a merchant who is a natural person clearly informs the other party at the time of the transaction that it is not related to his commercial business, or if the circumstances do not allow the transaction to be considered commercial, the debt is deemed ordinary. (2) Contracts that are commercial in nature for only one of the parties are considered commercial for the other party as well, unless there is a provision to the contrary in the law.

Supreme Court of Appeals, 20th Civil Chamber, Case No: 2014/14588, Decision No: 2017/887

In this regard, considering the explanations given above, it is understood that the claim relates to the recovery of material damages resulting from injuries sustained in a traffic accident from the insurance company, and that the case falls under the matters listed in Articles 1483 et seq. of the Turkish Commercial Code. In this case, considering that the dispute falls within the jurisdiction of the primary commercial court, it should be heard and concluded in the ... Primary Commercial Court.

Consequences of Being Considered a Commercial Business

• Joint and Several Liability in Commercial Relations
  Two or more people, for one or all of them a business of a commercial nature Therefore, if they jointly incur a debt to another person, they are jointly and severally liable unless otherwise stipulated in the law or contract.

• Interest in Commercial Transactions
  In commercial transactions, the borrower may be required to pay interest on the principal amount of the loan, even if this has not been previously agreed upon by the parties.
  While compound interest is prohibited in ordinary loan agreements, it is permissible to apply compound interest in commercial current account loan agreements.
  If the interest rate applied by the Central Bank for short-term advances on December 31 of the previous year is above nine percent, default interest may be charged at that rate in commercial transactions.
  
• Legal Outcome of Commercial Transactions Exceeding the Maximum Limit
  According to Article 1530 of the Turkish Commercial Code, contracts exceeding the maximum limit set by law or competent authorities for obligations to be fulfilled under a commercial contract are deemed to have been concluded at the maximum limit; obligations exceeding the limit shall be recovered even if they were not fulfilled by mistake.
  
• Statute of Limitations in Commercial Matters
  According to Article 6 of the Turkish Commercial Code, the limitation periods stipulated in laws establishing commercial provisions cannot be altered by contract unless otherwise provided by law. However, since the parties can freely agree on the date when the claim becomes due, they can also postpone the commencement date of the limitation period.
  

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