Establish Company in Turkey

According to the Turkish Foreign Investment Regulations foreign investors have the same rights as the Turkish nationals and Turkish legal entities, except for the establishment of liaison offices which is subject to the approval of the Undersecretariat of Treasury.

After the changes in the Turkish Commercial Code in 2003, all permits granted by the General Directorate of Foreign Invesment are abolished. As a result, all transactions for establishing a company with foreign capital will be the same as local companies. Since all companies established within the framework of the turkish commercial code are accepted as Turkish companies, all duties and responsibilities are equal regardless of the nature of capital formation.

It is now possible to establish a company in a few days when applying to the related Trade Registry Office with the required documents. The company gets its “legal entity” status upon registration at the Trade Registry.

The companies, which can be established are Incorporated Companies, are such as:

- Joint stock companies
- Limited companies
- Commandite companies
- Collective companies

and Unincorporated Companies such as:

- Joint Venture
- Business Association
- Consortium

 Joint Stock Company

The company’s stock capital is divided into shares and the liability of the shareholders is limited to the capital subscribed and paid by the shareholder. At least 5 shareholders (real person or legal entity) and minumum a capital of 50.000 YTL is mandatory. The mandatory company organs are a general assembly, board of directors and a supervisory board.

 Limited Company

This is a company established with at least 2 and at most 50 real persons or legal entities. The liability of the shareholders is limited to the capital subscribed and paid by the shareholder. Minumum capital of 5.000 YTL is mandatory. Unlike the joint stock companies, no stock certificate is issued.

 Company Establishment Procedures are as follows:

1. Company Establishment Petition and Notification Form, duly filled in and signed by the persons authorized to represent the company,
2. Notarized signature of persons authorizes representation of the company together with the company trade name,
3. Letter of Commitment in accordance with Article 29 of the Trade Registry Regulation,
4. Bank Receipt of the deposit, amounting to 0.04 % of the company capital,
5. Certified copies of the ID certificates of the real person founders and their residence certificates (if they have turkish citizenship),
6. In case there are any real persons of foreign citizenship among the founders of the company, the xerox copy of his/her passport to must be presented together with the passport itself or its notarised copy,
7. If the foreign shareholder(s) is a legal entity the original copy of the Certificate of the Activity issued by the competent authorities and apporoved by the Turkish Consulate or apostilled and its notarised translation,
8. If there are any rights movable and immovable assets to be put in as capital for a company to be established expert report of the assesment made to ascertain the value of these and the related court  decision for the expert assignment.