122.Year

122.Yıl

Incorporated company

Incorporated companies shall be established with a capital of at least 50.000 TL and a minimum 1 partner (unless the provisions in special laws specify otherwise).
“ Our Commercial Registry Directorate has been included in the MERSIS system, all company registrations and registered members are required to apply all registration applications via the MERSİS system. You can use the address https://mersis.gtb.gov.tr/ for MERSİS applications.

For auditor registration;

Auditor's declaration of independence (original)

Declaration of the signing of the audit contract (original)

Statement of duty acceptance (original)

Signature statement of the independent audit firm (copy)

Mersis application request number

For the registration of the Website;

Petition to the registry office

The written resolution of the website (notarized original)

Mersis application request number

In incorporated companies with single shareholder must apply with the required documents for incorporated companies with multiple shareholders. No other documents are requested.
Information about the title to be established for the company;
 
* Incorporated companies are required to demonstrate their activity in their titles. In the commercial titles of companies; ‘Incorporated company’’ words must be found.
 
* In the event that a real person has a first or last name in the commercial title, it is not possible to write the phrases that indicate the type of company by nicknames or abbreviations.
 
* In determining the title, punctuation marks should not be used.
 
* Sectors of titles should be in Turkish.
 
Company title cannot be the same with another company's registered title all across Turkey. In order for the titles to be differentiated, the first sector following the core section of the title should be determined differently.
 
For example; DENİZ İNŞAAT GIDA SANAYİ VE TİCARET ANONİM ŞİRKETİ core name is DENİZ 1st sector is İNŞAAT. In order to be able to use this title, 1st sector or name should not be İNŞAAT or YAPI of companies in Turkey with DENİZ core names.
The title you intend to use can be found in the “Inquiry” section http://www.ticaretsicilgazetesi.gov.tr/sorgu_acik.php on the website of our Commercial Registry Gazette.
Issues to be Considered
 
*  In the case of registration procedure by proxy, a notarized copy of the signature statement and the power of attorney must be attached to the petition.
*  If minors are partners with parents or with one of them, a court decision to appoint a trustee is required.
*  If municipalities and other local administrations and the associations established by them are the founders of the company to be established, a certified copy of the decision of the Council of Ministers, which allows the participation of these organizations, should be submitted with the establishment documents.
*  For authorized customs consultancy companies, a certified copy of the notarized authorization certificates obtained from the Undersecretariat of Customs at the authorized should be given with the establishment documents.
*  For customs consultancy companies, an approved copy of the notarized customs consultancy permission certificate of authorized managers in the customs operations assigned to the partners and from outside, should be submitted together with the documents.
*  If the company is established in order to operate in the field of trade fairs, regarding company partners and non-associates who don't have the authority to sign except offences of concordat proclaimed bankrupt or negligent offenses, document showing that they have not been convicted of misappropriation, such as embezzlement, conflict, corruption, bribery, theft, fraud, forgery, misconduct, extortion, bankruptcy. These companies should have stated that they will carry out activities such as fairs and exhibitions, promotion, organization, advertising, publishing etc. exclusively and they should have at least 100,000 paid capital.
DOCUMENTS REQUIRED DURING COMPANY REGISTRATION AND REGISTRATION TO OUR CHAMBER (You can download the related file by clicking on the blue links)
1- The petition requesting the registration written to Kocaeli Commercial Registry Directorate. ,  the petition of a single-partner company
 - 
Should be written in the computer or typed and signed by the authorized persons 
 -1  original
2- The petition requesting the registration written to Kocaeli Commercial Registry Directorate
- Should be written in the computer or typed and signed by the authorized persons
-1 original
3- Chamber Registration Declaration
- 1 original
- Photographs of all partners and authorized persons must be attached to the declaration
- Should be written in the computer or typed and signed by the authorized persons
4- Articles of Association
- Notarized or approved by our Commercial Registry directorate and the application must be submitted within 30 days from the date of approval.
- The nationalities, Turkish ID numbers and place of residences of the partners, if foreign nationality, tax numbers, foreigner identification numbers and place of residences foreign partners should be written.
- The main activity of the company should be written in the first article about subject of articles of association should be written, regardless of the order in the title.
- Prior to the approval of the articles of association by a notary or Commercial Registry directorate, they must be pre-checked from MERSIS and the checked number should be presented at the time of registration.

5- This permission or appropriate opinion letter for the companies which are subject to the permission or appropriate opinion of the Ministry of Customs and Trade or other official institutions. . (1 original)

Incorporated companies of which their Establishment and Amendment of the Articles of Association are subject to the Permission of the Ministry are as follows;
Banks,
Financial leasing companies,
Factoring companies,
Consumer finance and card services companies,
Asset management companies,
Insurance companies,
Holding company established as an incorporated company,
Companies operating the exchange buffet,
Companies dealing with general merchandising,
Agricultural products licensed warehousing companies,
Product specialized market companies,
Independent audit companies,
Surveillance companies,
Technology development zone management companies,
Companies subject to the Capital Market Law  (The permission of the Ministry is not required for the capital increases to be made within the registered capital ceiling of the publicly-held incorporated companies that have accepted the registered capital system.)
Free zone founder and operator companies

6- Signature statements issued by the company authorities under the name of the new company to be established (Signature statements issued from notary publics and registration requests are not accepted due to the declaration of signature in accordance with the law numbered 7099).
- Approved by the Commercial Registry Directorate 
- 1 original, 2 copies

7- A bank letter indicating that the committed share amounts in cash have been paid

- If it is not otherwise agreed by the articles of association, it should show that 25% of the shares committed in cash have been paid

- If it is not otherwise agreed by the articles of association (the rate cannot be below 25%), it should show that the agreed amount must be paid

8- Receipt showing four out of ten thousand of the capital is invested in the relevant accounts of the competition authority. (IT IS PAID FROM OUR CHAMBER’S CASHIER.) (1 original)

-1 original
-The nationalities of persons, if Turkish citizens, Turkish ID numbers and if foreign citizen, tax numbers, foreigner identification numbers and passport copies and translations. If foreign person residing in Turkey, residence permit.
- Place of residences foreign partners should be written on the document.
10- In case a legal entity is a shareholder of the company,
a. If the legal entity is registered in our directorate, the petition demanding the certified copy of Commercial Registry Gazette showing the latest representatives (1 original)
b. In case the legal entity is registered under the fields of activity other than those of our directorate, it shall indicate the authorized officials approved by the relevant registry office.   A copy of the Commercial Registry Gazette or a certified copy of the signature circular (1 original)
c. The decision on whether the person shall be a shareholder of the company to be established and who will represent the shares (1 original * notarized)
11- The decision of the competent body for the determination of the natural person appointed by the legal entity to represent the company in the company to be established in the event that the legal person is elected as a board member.
The decision must be notarized (1 original)
Nationality, name and surname, Turkish identity number, place of residence of the person determined in the decision.
12- For the natural persons of foreign nationality, the tax numbers or the identity numbers and the copy and translation of the passport attached. (1 original, 1 copy)
The translation should be made by a sworn translator.
13- If legal entity with foreign nationality is a partner, legal entity’s
The original and annexes of the activity certificates to be obtained from the companies they are registered in (approved with apostille), Turkish translations (translation must be made by a sworn translator).
Decision showing the real person to represent his shares in the company they have partnership (approved with apostille), Turkish translations (translation must be made by a sworn translator)
Tax numbers or identification numbers of real persons representing company shares and passport copy of foreign persons and translations attached. If foreign citizens residing in Turkey residence permit should be attached. Turkish translations (translated by a sworn translator)
14- Auditor's statement of acceptance if the auditor is selected in the articles of association (1 original)
15- Covenant
-1 original, 1 copy
-Written on computer or typed and signed by authorized persons
16- If the capital in kind is submitted,
- Report on the determination of the value of the capital in kind (prepared by the expert appointed by the court) (1 original)
- The decision of the court to appoint an expert to undertake the capital in kind appraisal (1 original)
- Document indicating that the immovable property, which is put in kind, has been annotated to the registers where the intellectual property rights are registered (1 original)
- Letter taken from the registry that there is no limitation on the capital in kind to be included (1 original) if it is a real estate, a record of ownership taken from the land registry if it a vehicle from the traffic directorate showing that there is no arrestment
- Contracts with the company and the founders and other persons related to the establishment, including those related to the takeover of the enterprises, (1 original)

* Addresses can be entered into MERSIS National Address Database. For this reason, it is necessary to make an application for MERSIS and write the address to the resolution.
* In the case of registration by proxy, the signature specimen of the person signing the power of attorney and a certified copy of the power of attorney must be attached to the petition.
* REQUIRED DOCUMENTS AND EXPLANATIONS (You can download the related file to your computer by clicking on the links)

1.Petition addressing Kocaeli Commercial Registry Directorate
-  Should be written on computer or typed and signed by authorities
- 1 original

2. Petition addressing to the Presidency of the Chamber of Commerce
-  Should be written on computer or typed and signed by authorities
- 1 original


3.Document to be issued pursuant to Article 111 of the Trade Registry Regulation to be obtained from the former Commercial Registry Directorate (1 month from the date of issue of the document)
    - 1 original 1 copy

4. Written contract 
   - 1 original 1 copy
 -  Should be written on computer or typed and signed by authorities.
5- The minutes of general assembly meetings approved by the General Assembly resolution book (the new version of the amended central article of the articles of association should be included in full text and accepted by the general assembly). If the amendment text is added to the general assembly, the company must be sealed and the members of the council (1 piece)
6-  List of attendants *1 original 1 copy
7- Chamber registration statement
- 1 original
- Photographs of all partners and officials must be affixed to the declaration.
-  Should be written on computer or typed and signed by authorities

WARNINGS!
- Addresses can be entered to MERSIS in the National Address Database. For this reason, it is necessary to make an MERSIS application and write the address on the resolution.
- In case the address is moved out of the fields of activity of our Directorate (see the transfer of the headquarters out of our field of activity of our directorate)
- If there is a change in the street name, door number etc. with the arrangement made by the municipalities with the condition that the activity place remains the same, there is no need to take the resolution of the board of directors. In this case, in addition to the following written petitions in the form of the municipality by the change, in addition to the former and modified version of the new address given by the municipality must be given to our office during registration.
- In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and  an approved copy of the power of attorney must be added to the petition.

- REQUIRED DOCUMENTS AND EXPLANATIONS FOR REGISTRATION (by clicking on the links you can download the file to your computer)

-  Should be written on computer or typed and signed by authorities
- 1 original

2. Petition addressing to the Presidency of the Chamber of Commerce 

   -  Should be written on computer or typed and signed by authorities
   - 1 original

3. Board resolution
- Notarized
- 2 original 2 copies

Warnings regarding the title of the company
- Incorporated companies are required to demonstrate their activity in their titles. In the commercial titles of companies; ‘Incorporated company’’ words must be found.
- In the event that a real person has a first or last name in the commercial title, it is not possible to write the phrases that indicate the type of company by nicknames or abbreviations.
- In determining the title, punctuation marks should not be used.
- Sectors of titles should be in Turkish. Company title cannot be the same with another company's registered title all across Turkey. In order for the titles to be differentiated, the first sector following the core section of the title should be determined differently.
- For example; DENİZ İNŞAAT GIDA SANAYİ VE TİCARET ANONİM ŞİRKETİ core name is DENİZ 1st sector is İNŞAAT. In order to be able to use this title, 1st sector or name should not be İNŞAAT or YAPI of companies in Turkey with DENİZ core names.

The title you intend to use can be found in the “Inquiry” section (http://www.ticaretsicilgazetesi.gov.tr/sorgu_acik.php) on the website of our Commercial Registry Gazette.

In the articles of association amendments to be made by the companies established as per the special legislation (Foreign Exchange, Financial leasing companies, Factoring etc.), the letter of conformity to be taken from the Ministry of Treasury, Bank and Foreign Exchange General Directorate should be added to the general assembly documents.

* In the case of registration by proxy, a notarized copy of the signature statement and the power of attorney must be attached to the petition.

REQUIRED DOCUMENTS AND EXPLANATIONS FOR REGISTRATION (you can download the related file to your computer by clicking the links)

1. Petition addressing Kocaeli Commercial Registry Directorate

          -  Should be written on computer or typed and signed by authorities
- 1
original

2. The petition addressing to the Presidency of the Chamber of Commerce
  Should be written on computer or typed and signed by authorities
- 1 original

3. Documents concerning general assembly (see the necessary documents for registration of the general assembly)

4- The minutes of the general assembly meeting approved by the General Assembly resolution book (the new form of the changing article of the articles of association must be included in the full text and accepted by the general assembly). If the amendment text is added to the general assembly, the company must be sealed and the members of the council (1 original)
5- List of attendants    *1 original 1 copy
6- Board resolution on the agenda of the General Assembly.
*1 notarized originals

Amendments to the Articles of Association in companies subject to the Ministry's permission, Ministry authorization letter must be submitted.
In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and an approved copy of the power of attorney must be added to the petition.

REQUIRED DOCUMENTS AND EXPLANATIONS FOR REGISTRATION (you can download the related file to your computer by clicking the links

1. Petition addressing Kocaeli Commercial Registry Directorate
-  Should be written on computer or typed and signed by authorities
- 1 original

2. Petition addressing to the Presidency of the Chamber of Commerce

  -  Should be written on computer or typed and signed by authorities

  - 1 original

3. Documents concerning general assembly (see the necessary documents for registration of the general assembly)
5. A certified public accountant or independent accountant, or an auditor's report on the auditor's audit whether the entire capital is paid, whether it is unrequited or not, and the determination of the company's equity, that the amount covered by internal resources actually exists within the company.
- 1 original
- The protection of the company's equity and protection rate should be included in the report.
- If the increase is covered by internal sources, the amount of internal resources should be included in the report.
- If there is an increase by way of commitment, there should be statements that there are no funds that allow the legislation to be added to capital.

ATTENTION :

- In the case of cash capital increases, the report prepared by IAFA, CPA or the court appointed by the court and the original court resolution to appoint an expert.
- In the case of capital increase with the transfer of the individual enterprise, the court assigned the expert report and the court resolution to appoint an expert.
- With the addition of the capital in kind, the list of necessary documents for the capital increase is prepared by the court appointed expert report and the court resolution to appoint a court expert.
- For example, if the capital increase is covered by internal sources: With the addition of the value increase fund to the capital and the addition of the non-distributed profit to the capital, ın case of capital increase with the addition of the difference in inflation distress to the capital, the report prepared by IAFA, CPA or expert appointed by the court and the court resolution to appoint a court expert.
- As long as the cash amounts of the shares are not paid in full, the capital commitment cannot be increased.
 - If the increase cannot be registered within three months from the date of the resolution of the General Assembly or Board of Directors, the resolution of the General Assembly or Board of Directors and the permission shall become invalid if taken. Turkish Commercial Code 456/3
- In order to increase the capital through the capital commitment in the incorporated companies which have the funds permitted by the legislation to be included in the balance sheet and which are not publicly available or do not apply to the Capital Market Board to be public; as well as the capital increase to be made through capital commitment, the funds must be simultaneously converted into capital. If the funds are converted into capital or the funds are converted into capital, the capital can be increased by a higher amount of capital commitment than the amount of the funds simultaneously. For the purpose of this purpose, all shareholders are represented in the general assembly meeting and the resolution regarding the capital increase is taken unanimously.

6. The activity certificate of CPA or IAFA which prepares the report of the payment of the

-1 original

-Must be issued in the last 1 month

7. If the company has put capital in kind
- The report on the determination of the value of the capital in kind. (prepared by court-appointed expert) (1 original)
- The resolution of the court to appoint an expert to undertake the capital in kind appraisal. (1 original)
- Document indicating that the immovable property, which is put in kind in kind, has been annotated to the registers where the intellectual property rights and the months are registered (1 original)
- The letter to be taken from the related registry (1 original) indicating that there is no restriction on the capital in kind,  if it is an immovable, a certificate from the land registry office and if it is a vehicle, a certificate to be taken from the traffic directorate that there is no registration of ownership.
- Contracts with the company established and with the founders and other persons, including those relating to the takeover of the month and businesses, and related to the organization. (1 original)

8.  The letter of the company bank that indicates that the paid shares have been paid in cash.

- If it is not decided otherwise, it should be stated that 25% of the committed shares in cash have been paid.

- If otherwise agreed (not less than 25%), the agreed amount must be paid.

-(1 original)

9. The receipt regarding four per thousand of the increased portion was deposited to the relevant accounts of competition institution (it is paid from the cashier of our chamber).     

In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and an approved copy of the power of attorney must be added to the petition.
REQUIRED DOCUMENTS AND EXPLANATIONS FOR REGISTRATION (you can download the related file to your computer by clicking the links)
-  Should be written on computer or typed and signed by authorities
- 1 original
2. Petition addressing to the Presidency of the Chamber of Commerce.
-  Should be written on computer or typed and signed by authorities
- 1 original

3. The General Assembly meeting minutes

   - Notarized

   - 1 original 2 copies

4. List of attendants

   - 1 original 1 copy

  - Signed by the Ministry representative.

5. Ministry representative assignment letter (1 original)

6. Resolution of the Board of Directors regarding the agenda of the General Assembly - 1 notarized original - 1 copy
7. If the board of directors has been elected in the general assembly, the Board of Directors shall decide on the distribution of the duties of the Board of Directors regarding the distribution of duties and representation of the Company (Notarized).
-2 original 2 copies
-In the resolution, names should be written without abbreviation.
8.If the board of directors has been elected in the general assembly and there is a person who has not been authorized before, and if there is a new authorized person, these declarations are signed under the title of company. (As per the law no. 7099, the Signature statement and the Signature statement drawn up from the notary publics will not be accepted because it will be made in the presence of the commercial registry directorate).
- 1 original, 1 copy from the Commercial Registry Directorate
9. If the board of directors has been elected in the general assembly and the members of the board of directors elected other than the Shareholders are present, the signed declaration of their acceptance of the assignment  the Signature statement in the annex.
- 1 original
- The nationalities of the persons, if Turkish citizen, Turkish national identity number, if the foreign nationals, the tax numbers or the identification numbers of foreigners and the copy and translation of the passport. For foreign citizens residing in Turkey residence permits should be added. Settlement places should be included in the document.
10. If the board of directors has been elected in the general assembly and the legal entity is elected by the legal entity to be a member of the Board of Directors, the resolution of the competent body for the determination the real person assigned by the legal person to represent the company in the company to be established.

-The resolution must be notarized.

- 1 original

- The nationality of the person designated in the resolution, name surname and Turkish identification number.

- Settlement places should be included in the document.

11. If there is a change in the articles of association (see amendment of the articles of association, capital increase, excluding capital reduction or capital increases)

In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and an approved copy of the power of attorney must be added to the petition.
REQUIRED DOCUMENTS AND REQUIREMENTS FOR REGISTRATION
-  Should be written on computer or typed and signed by authorities
- 1 original

2. Petition addressing to the Presidency of the Chamber of Commerce

-  Should be written on computer or typed and signed by authorities
- 1 original

3. The resolution of the Board of Directors on the distribution of duty and the way of representation and binding of the company. (Notarized)

- 2 original 1 copy

- In the resolution, names should be written without shortening.

4.If there is a person who has not been authorized before, and if there is a new person authorized, these authorities' Signature statement is issued under the title of company name. (Signature specimen issued from notary publics and registration requests are not accepted due to the declaration of signatures should be issued before commercial registration directorates in accordance with the law numbered 7099).
-approved by the trade registry directorate.  
- 1 original 2 copies

5. If there are board members elected outside the shareholders, they will sign a declaration of acceptance.

- 1 original
- The nationalities of the persons, T.R citizen, T.R identification numbers, if foreign nationals, tax numbers or identification numbers for foreigners and their passport copy and translation. Foreign citizens residing in Turkey should add their residence permit.
-Settlement places should take place in the document.

6. The resolution of the competent body for the determination of the natural person appointed by the legal entity to represent the company in the company to be established by the legal entity if the legal entity is elected.

- The resolution must be notarized.

- 1 original

- The person's nationality, name, surname, T.R. identification number, place of residence should take place.

REQUIRED DOCUMENTS AND EXPLANATIONS FOR REGISTRATION (You can download the related file by clicking on the blue links)

In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and an approved copy of the power of attorney must be added to the petition.

The new version of the amended article should be included in the minutes of the general assembly meeting.

1.Petition addressing Kocaeli Commercial Registry Directorate.

-   Should be written on computer or typed and signed by authorities

 - 1 original

2.Petition addressing to the Presidency of the Chamber of Commerce.

-    Should be written on computer or typed and signed by authorities

 - 1 original

3.Documents concerning general assembly (see the necessary documents for registration of the general assembly)

- It is necessary for the Incorporated company to change its articles regarding the board of directors in accordance with the new legal regulations and to make an election of the board of directors.

- The Company cannot acquire its own shares as a single share ownership.

- In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and an approved copy of the power of attorney must be added to the petition.

REQUIRED DOCUMENTS AND EXPLANATIONS FOR REGISTRATION (by clicking on the links you can download the file to your computer)

-  Should be written on computer or typed and signed by authorities
- 1 original

2. Petition addressing to the Presidency of the Chamber of Commerce

   -  Should be written on computer or typed and signed by authorities

   - 1 original

3. The resolution of the Board of directors must be notarized

-2 original 2 copies
- It is stated in the resolution that the company is the single share ownership of the company, and that the sole shareholder is the name, place of residence, nationality, Turkish Republic Identity Number, foreign nationality, tax number or foreigner identification number.)

4. If the new party enters is a single legal entity, the resolution regarding the shareholdership and whom he will deliver the shares.

   - 1 original

   - notarized

In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and an approved copy of the power of attorney must be added to the petition.
REQUIRED DOCUMENTS AND EXPLANATIONS FOR REGISTRATION (by clicking on the links you can download the file to your computer)

1.Petition addressing Kocaeli Commercial Registry Directorate

   -  Should be written on computer or typed and signed by authorities

   - 1 original

-  Should be written on computer or typed and signed by authorities
- 1 original

3. The documents of the general assembly where the liquidation resolution was taken. (see required documents for registration of general assembly)

4.Signature declaration of the liquidators under the name of the company which started with the statement of liquidation. (As per the law no. 7099, the Signature statement and the Signature statement drawn up from the notary publics will not be accepted because it will be made in the presence of the commercial registry directorate).

In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and an approved copy of the power of attorney must be added to the petition.
The following documents should be prepared if the company expires with the expiration of the company or the resolution of the general assembly.
REQUIRED DOCUMENTS AND EXPLANATIONS FOR REGISTRATION (You can download the related file by clicking on the blue links)

1. Petition addressing Kocaeli Commercial Registry Directorate

   -  Should be written on computer or typed and signed by authorities

   - 1 original

2. Petition addressing to the Presidency of the Chamber of Commerce

     -  Should be written on computer or typed and signed by authorities

     - 1 original

3. The documents related to the general assembly meeting where the resolution to return from the liquidation is discussed (see the necessary documents for registration of the general assembly)
4. The liquidator report that the distribution of the assets of the Company and IAFA, CPA or Court expert report on the determination of the company's equity and IAFA, CPA activity certificate (last one month) or the court's resolution to appoint an expert to the court.

In the case of registration by the proxy, a signature declaration of the signature of the person who signed the power of attorney and an approved copy of the power of attorney must be added to the petition.

REQUIRED DOCUMENTS AND REQUIREMENTS FOR REGISTRATION

1. Petition addressing Kocaeli Commercial Registry Directorate.

-  Should be written on computer or typed and signed by authorities

 - 1 original

2. Petition addressing to the Presidency of the Chamber of Commerce.

-  Should be written on computer or typed and signed by authorities

 - 1 original

3. The documents related to the general assembly where the resolution on determination is negotiated. (see required documents for registration of general assembly)

4. Final balance and stamp tax receipt approved by the General Assembly (* 1 original)

5. End of liquidation declaration

 - 1 original

- Signed by the liquidator with the company stamp

 -If there are ordinary general assemblies that are not made before the end of the liquidation meeting with the adoption of the liquidation balance sheet, these periods should also be discussed and released.

-  With the adoption of the liquidation balance sheet, the General Assembly for the end of the liquidation cannot be collected unless the 6 months have passed from the third party's invitation to the creditors pursuant to Article 643 and Article 543 of the Turkish Commercial Code.

- If it is decided to keep the commercial books, it is sufficient to include the expression “it will be acted according to TTC Art. 82 for the books which are required to be kept”.