The Turkish Commercial Code ("TCC") grants trade registry directorates the authority to oversee whether the necessary legal conditions are met in registration procedures. According to the Trade Registry Regulation, this supervision is carried out based on specific formal criteria. Within this framework, it is assessed whether the registration application has been submitted by the relevant persons, whether the required documents have been fully provided, and whether the resolution to be registered contradicts the company's articles of association or the mandatory provisions of the law. However, the extent of trade registry directorates' authority in terms of substantive legal review remains a controversial issue in both legal doctrine and the case law of the Court of Cassation. These debates primarily focus on the validity of general assembly resolutions of capital companies subject to registration.

There are three main approaches in legal doctrine. According to the first approach, trade registry directorates should examine all grounds for invalidity, including cases of annulability. Proponents of this view argue that registry directorates have the authority to conduct a substantive legal review by assessing violations of the law, the articles of association, and the principle of good faith.

The second approach asserts that registry directorates should reject registration requests only in cases of clear and explicit violations. However, in cases requiring legal evaluation and falling within the scope of annulability, it is argued that directorates should not reject the registration request and should allow the matter to be brought before a court.

The third approach holds that trade registry directorates cannot refuse to register decisions that are merely subject to annulment. According to this view, the authority to evaluate cases of annulability belongs exclusively to the courts, and registry directorates have no discretion in this regard. Any contrary practice would mean that the directorates are assuming judicial functions, which would be legally inappropriate.

The Court of Cassation's case law on this matter has varied over time. In the 1980s and 1990s, the Court of Cassation issued decisions stating that trade registry directorates had no authority to review the registration of annulable general assembly resolutions. However, some recent decisions indicate that the Court of Cassation has taken the stance that general assembly resolutions containing clear and explicit violations should not be registered. Nevertheless, the scope of the term "clear violation" remains ambiguous, leading to differing interpretations in practice.

In conclusion, the scope of trade registry directorates' review authority has not been definitively established in either academic discussions or Court of Cassation case law. This situation grants directorates broad discretion and negatively impacts the predictability of legal transactions. Therefore, in applications for the registration of general assembly resolutions, it is crucial to carefully evaluate the legal uncertainties and potential risks based on the specifics of each case.