The Status of Property Owners Who Did Not Participate in the Decision in Urban Transformation

 The rights of property owners who do not participate in the decision-making process in urban transformation projects include: a simple majority decision under Law No. 6306, a 15-day bidding period, the sale of land shares, market value, legal remedies, and legal objection options.

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Who is the property owner who does not participate in the decision in urban transformation?

In urban transformation, a non-participating property owner is someone who, regarding a property located within a risky building, risky area, or reserve building area, does not approve the transformation decision made by a simple majority of co-owners in proportion to their shares, does not sign the contract, does not accept the offer, or does not participate in the decision-making process within the specified time. In practice, these individuals are referred to as "dissenting property owners," "non-participating property owners," "non-signing property owners," or "minority property owners.".

This issue is one of the most contentious areas in urban transformation projects. On one side, the majority of property owners who want the building renovated have concerns about their safety, economic value, and the benefits of the transformation. On the other side, property owners who do not agree with the transformation decision have concerns about their property rights, freedom of contract, demand for fair compensation, and the right to a fair hearing. Law No. 6306 attempts to strike a balance between these two interests.

Under the current system, in high-risk areas, reserve building areas, and parcels containing risky buildings, transactions such as rebuilding, selling shares, land-for-construction agreements, or revenue sharing can only be decided by a simple majority of the owners in proportion to their shares. The law explicitly stipulates that decisions for such transactions can only be made by a simple majority of the shareholders in proportion to their shares.

Therefore, a landowner who does not agree with the decision cannot completely stop the process simply because they did not sign. However, this does not mean that the landowner who does not agree with the decision loses all their rights. On the contrary, Law No. 6306 and its Implementing Regulation provide important safeguards such as notifying the landowner who does not agree with the decision of the offer, giving them the opportunity to examine the offer, granting them a 15-day period, determining the market value if the land share is to be sold, and using an auction method.

Can a landlord who disagrees with the decision halt the process?

In urban transformation projects, the most frequently asked question by property owners who do not participate in the decision is whether they can stop the transformation process individually or as a minority. The answer to this question depends on which stage of the process it is in.

If a building is definitively determined to be at risk, the evacuation and demolition process becomes an administrative process with a strong emphasis on public safety. At this stage, the mere statement by one or more owners that they do not consent to the demolition does not, by itself, halt the finalized risk assessment process. However, if an owner believes the risk assessment is incorrect, they can file an appeal and a lawsuit for annulment within the prescribed time limit.

In contrast, issues such as how the property will be valued before or after demolition, which contractor will be contracted, under what terms the construction contract in exchange for a share of the completed building will be signed, and how the independent units will be divided, are separate decision-making processes. At this stage, decisions can be made by a simple majority; owners who do not agree with the decision may raise legal objections to the procedure, content, valuation, or sale of the land share.

Therefore, a property owner who disagrees with the decision cannot completely block the transformation process simply by opposing it. However, they can resort to legal action if there is an irregular decision, an incorrect land share calculation, incomplete notification, a low market value, an unfair contractor contract, or a malicious sales process.

Does a simple majority decision bind the owner who did not agree with the decision?

Under Law No. 6306, a simple majority is calculated not according to the number of owners, but generally according to the share or land portion ratio. In other words, what matters is not the number of people who signed, but whether the total land share of the signatory owners exceeds half.

A decision made by a simple majority may, under certain conditions, also have consequences for the co-owner who did not participate in the decision. The law stipulates that the signed minutes of the decision, power of attorney, or contract samples of the co-owners who agreed may be submitted to the administration; and that the land shares of those who did not participate in this decision may be sold to the other co-owners who reached an agreement through an auction, after their market value is determined by the Presidency, at a price no less than that value.

However, the crucial point here is that for a simple majority decision to be binding on a non-partisan owner, the decision must be made in accordance with proper procedure. If the land share calculation is incorrect, if the signatories lack authority, if the powers of attorney are incomplete, if the heirs are not correctly identified, if the legal entity owners lack representation documents, or if the content of the decision is unclear, the legal validity of a simple majority decision becomes questionable.

Therefore, a landowner who does not agree with the decision should first examine whether a majority has actually been achieved. In practice, in some cases, the majority is calculated based on the number of landowners, ignoring the land share ratio. However, the system established by Law No. 6306 accepts the principle of decision-making "in proportion to shares".

Is it mandatory to notify the owner who does not agree with the decision about the offer?

Yes. It is mandatory to notify the owner who does not agree with the decision, along with the offer containing the terms of the agreement, which was reached by a simple majority. This notification is one of the most important legal safeguards for the owner who does not agree with the decision.

According to the law, property owners who make a decision by simple majority may notify property owners who did not participate in the decision of the decision, including the proposal containing the decision and the terms of the agreement, or the location where the proposal can be viewed and examined, by posting it as a notice at the relevant headman's office for 15 days. In the case of notification made by posting at the headman's office, the notification is considered to have been made on the last day of the posting.

The Implementing Regulation also stipulates that the offer can be notified electronically, through a notary public announcement, or by a village headman's office; notifications made electronically are deemed to have been made at the end of the fifth day following the date they reach the recipient's electronic address, while notifications made by a village headman's office are deemed to have been made on the last day of the announcement.

This notification should not simply state "participate in the majority decision." The owner must understand which contract they are invited to participate in, which contractor will be contracted, what is being offered to them in the new project, the delivery time, rental assistance, security deposit, the terms of title transfer, and that their land share may be sold if they do not accept.

What does the 15-day period mean?

A 15-day period begins after the non-compliant owner is notified. During this period, the owner may review the offer, agree to the majority decision, sign the contract, or raise their objections.

The law also stipulates that the notification must state that if the offer is not reviewed or accepted within 15 days of the notification being made or deemed to have been made, the land share will be sold under the provisions of the law.

This period is extremely critical for the landowner who does not agree with the decision. If the landowner remains passive during this period, the majority of landowners can apply to the administration to initiate the land share sale process. Therefore, the landowner who receives a notary notice, electronic notification, village headman's announcement, or e-Government notification should make a legal assessment without missing the deadline.

However, the 15-day period does not mean that the owner is obliged to sign the contract without thinking it through. If the offer is vague, if the contract has not been presented to them, if there is no valuation, if the division of the independent section is not explained, or if the basis of the decision is incomplete, the owner must notify this in writing and, if necessary, resort to legal action.

Can the landowner's share be sold if they do not agree with the decision?

Yes, if the conditions are met, the land share of a non-participating owner can be sold. However, this sale is not automatic. First, a valid decision must be made by a simple majority, the non-participating owner must be notified of the decision and offer in accordance with the procedure, a 15-day acceptance period must be granted, and then an application must be made to the directorate or, if the authority has been delegated, to the administration for the sale.

According to the Implementation Regulation, the land shares of owners who do not agree with the decision taken by a simple majority are sold by auction according to the procedure in Article 15/A. If sales to the shareholders cannot be realized, in risky buildings, the sales process is repeated until sales are made to shareholders who have reached an agreement or to third parties who agree to abide by the agreement made with the decision of these shareholders.

The application for sale requires documents showing that an agreement has been reached by a simple majority, documents showing that the decision and offer have been communicated to the owners who did not agree and that they have been given 15 days to accept, and valuation documents prepared by real estate valuation firms authorized by the Capital Markets Board (SPK). The demolition of the building is not a requirement for the sale to take place.

In this respect, the sale of land shares represents the most serious consequence for the owner who did not participate in the decision. The owner may face the risk of losing their share in the property. However, for the sale to be legally valid, all procedural requirements must be fully met.

What documents are required for a sale?

The Urban Transformation Directorate's sales procedure guide states that certain documents must be recorded in the ARAAD Information System for sales applications based on a simple majority decision. These include the decision minutes or contract/power of attorney samples demonstrating that a simple majority has been achieved, the Capital Markets Board (SPK) valuation report, the settlement notification form and its attachments, and notification documents sent via notary or electronic notification.

The guide also states that notifications made by announcement at the local administrative office are deemed served on the last day of the announcement; electronic notifications are deemed served on the fifth day following the date the notification reaches the electronic address; and notary notifications are deemed served on the day the notification reaches the recipient.

While these documents may appear to be mere formalities in the sales process, they are actually fundamental safeguards protecting the property rights of the owner who did not participate in the decision. A sale conducted with incomplete documentation can render the transaction illegal.

How is market value determined?

The land share of an owner who does not agree with the decision may be sold for a price no less than the market value. Therefore, determining the market value is one of the most important stages of the process.

According to the Implementing Regulation, a Valuation Commission is established within the Directorate or Administration to determine the market value of the land shares subject to sale. When determining the market value, the value determined by real estate valuation firms authorized by the Capital Markets Board (SPK) at the request of the owners is also taken into consideration.

Market value is not solely determined by the municipality's valuation or the land registry fee. Factors such as the property's location, zoning rights, land share ratio, existing and potential building value, the equivalent value of an independent unit in a new project, comparable sales, commercial nature, facade, floor, view, and prestige should all be considered.

If a property owner disagrees with the decision and believes the market value has been determined too low, they should not limit their objection to abstract claims. They must support their objection with concrete evidence such as comparable sales documents, independent appraisal reports, municipal zoning regulations, regional market data, and the equivalent of an independent unit in a new project.

Can an owner who disagrees with the decision participate in the auction?

The owner who does not agree with the decision is considered the party to whom the land share will be sold. The primary purpose of the sale is to transfer the non-participating owner's share to the agreeing co-owners or third parties who accept the terms. In practice, the place and date of the sale are communicated to the interested parties. In the sales procedure, the position of the non-participating owner must be carefully considered, as they are the owner of the share subject to the sale.

The important point here is that this sale is different from a forced execution sale and is a special administrative sale specific to Law No. 6306. The sales process consists of the application of the agreeing owners, the administration's review, valuation, sales commission, and auction stages. If the owner believes the sale process is irregular, they can pursue legal remedies before or after the sale.

What happens after the shares are sold?

When a land share belonging to a non-compliant owner is sold, the sale price is paid to the owner or the transaction is carried out according to their entitlement. The person who purchases the share is obliged to comply with the transformation decision and the agreement made under the Law. The Law stipulates that in risky buildings, sales can be made to third parties who agree to comply with the agreement reached by the shareholders.

If a share is sold, the owner who did not participate in the decision loses their share in the property. Therefore, the sales process has extremely serious consequences for the owner. The owner may not easily regain their previous rights by simply saying "I actually intended to participate in the decision" after the sale. For this reason, the seriousness of the process should be assessed immediately upon receiving notification.

Can a landlord who disagrees with the decision file a lawsuit?

Yes. A property owner who disagrees with the decision can file a lawsuit in administrative or judicial courts, depending on the nature of the specific dispute. What is important here is which action is the subject of the lawsuit.

If the dispute relates to an administrative sale, valuation, sales commission process, notification irregularity, or the sales process under Law No. 6306, which forms the basis of a simple majority decision, then administrative court proceedings may be initiated. If the dispute arises from private law relationships such as the validity of a contractor's contract, unfair terms in the contract, incomplete or defective workmanship, delay compensation, or title transfer, then judicial court proceedings may be initiated.

Property owners who disagree with the decision may pursue legal action, particularly on the following grounds:

A simple majority was not actually achieved,

The land share calculation was done incorrectly

The minutes of the hearing are unclear

The powers of attorney were insufficient,

Procedural errors were made regarding the deceased owner or heirs

He was not properly notified of the offer,

The 15-day period was not used correctly

The valuation report is low or inaccurate,

The sales commission transactions were irregular

The contractor's contract was contrary to the principle of good faith and fairness

The division of independent sections is contrary to the principles of equality and balance in land share.

Deadlines are crucial when filing a lawsuit. The notification date, the last day of the announcement by the local administrative office, the electronic notification date, the sale date notification, the auction date, and the land registry date should all be carefully examined.

Is a property owner who disagrees with a decision considered to be acting in bad faith?

No. A property owner's disagreement with an urban transformation decision does not, in itself, indicate bad faith. The owner may find the contract unfair, believe the contractor's financial capacity is insufficient, object to the division of independent units, think the market value is too low, or argue that there were irregularities in the risky building process.

However, if the property owner acts without providing any justification, without reviewing the proposals, without attending meetings, and solely with the intention of obstructing the process, this situation may be subject to evaluation in the future. In urban transformation, a distinction must be made between good-faith objections and abuse of the process.

The best way for a dissenting property owner to protect their rights is to state their objections in writing and in a concrete manner. Instead of simply saying "I don't want it," they should clearly specify which contract clause, which price calculation, which land share distribution, which lack of notification, or which contractor risk they are objecting to.

The Status of the Owner Who Did Not Participate in the Contractor's Agreement

In urban transformation projects, the majority decision is usually made through a construction contract in exchange for a share of the completed building or a construction contract in exchange for a share of the land. A landowner who does not agree with the decision may choose not to sign the contract. However, if a simple majority has been validly formed and the offer has been submitted in accordance with the procedure, the land share of the landowner who did not agree with the contract may be subject to sale.

Therefore, a property owner who disagrees with the decision should examine the following points before signing the contract: the contractor's financial strength, whether a guarantee has been provided, whether the transfer of title is phased, delivery time, delay penalty, rent assistance, technical specifications, licensing and occupancy permit obligations, distribution of independent units, differences in square meters, goodwill calculation, termination conditions, and liability for defective workmanship.

If the contract involves significant risks, the owner must state these risks in writing; propose contract amendments if possible; request security; and, if necessary, pursue legal action.

The Status of Owners Who Do Not Agree with the Decision When There Is More Than One Building on a Single Plot

When there are multiple structures on a single plot, the situation becomes more complex for the owners who do not agree with the decision. The Implementing Regulation stipulates that if all structures on a plot are identified as risky, the decision will be made by a simple majority of all shareholders in proportion to their shares; however, if only some of the structures on the plot are identified as risky, only the risky structures will be registered in the land registry with their addresses clearly indicated, and the decisions regarding the implementation will be made by a simple majority of the shareholders of the risky structures in proportion to their shares.

Therefore, if there is more than one block, building, or actual usage area on the same plot, it must be carefully determined which owner is involved in the decision-making process with respect to which building. Calculating the simple majority based on the wrong group of owners can create a serious legal ground for objection from the owners who did not participate in the decision.

The Most Common Mistakes Made by Disagreeing Property Owners

The most common mistake made by property owners who disagree with the decision is to completely ignore the process. Remaining silent when receiving a notary notice, electronic notification, village head announcement, or e-Government notification can lead to the expiration of the 15-day period and the commencement of the land share sale process.

The second mistake is leaving objections abstract. General statements such as "I don't like the contract," "I don't trust the contractor," or "the price is too low" are insufficient. Objections must be supported by concrete documents and justifications.

The third mistake is failing to object to the market value assessment in a timely manner. In land share sales, the valuation process directly affects property rights. Undervaluation can lead to damages that are difficult to rectify later.

The fourth mistake is failing to verify the simple majority. It is crucial to investigate whether the decision was truly made by a majority of land share holders, whether the powers of attorney are valid, whether those who signed had the authority, and whether the heirs were properly represented.

The fifth mistake is delaying the legal process. Seeking redress after the sale is complete and the title deed has been registered can become more difficult and complicated.

Things Majority Owners Should Pay Attention To

While dissenting property owners have rights, the majority of owners also have an obligation to conduct the process correctly. Procedural errors made by the majority of owners can delay the entire project.

The majority of owners must ensure that the minutes of the meeting are clearly drawn up, the land share calculations are accurate, power of attorney documents are checked, the offer is duly notified to owners who did not participate in the decision, an SPK-authorized valuation report is obtained, the sales application is completed accurately, and the necessary documents are uploaded correctly to the ARAAD system.

Incomplete notification, vague offers, undervaluation, or erroneous calculations of the simple majority may result in unfavorable outcomes for the majority of property owners in lawsuits filed by owners who did not participate in the decision.

Conclusion

The situation of property owners who do not participate in the decision-making process in urban transformation projects is one of the most sensitive issues of Law No. 6306. The current system allows for decision-making by a simple majority in proportion to their shares, aiming to prevent transformation projects from being indefinitely blocked by small minorities. However, this possibility does not completely eliminate the property rights of those who do not participate in the decision.

The owner who does not agree with the decision should be duly notified of the offer containing the terms of the decision and agreement, given a 15-day period, and it should be clearly stated that their share of the land may be sold if the offer is not accepted. If a sale is to take place, the fair market value must be determined, the auction procedure must be conducted in accordance with the regulations, and all necessary documents for the sale must be prepared completely.

If a property owner disagrees with the decision and believes that a simple majority was not achieved, that the decision is unclear, that the offer was improperly submitted, that the valuation was too low, that the sales process was unlawful, or that the contractor's contract is unfair, they must pursue legal remedies within the prescribed time limit.

In conclusion, a property owner who disagrees with the decision may not be able to stop the urban transformation process unilaterally; however, they are not entirely unprotected. Timely written objections, technical valuations, legal reviews, and litigation can be crucial in protecting the property owner's rights. Similarly, the majority of property owners must fully implement the transformation decision, the offer notification, and the land share sale process. Otherwise, instead of accelerating the urban transformation project, it may face lengthy sales, valuation, and cancellation lawsuits.