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How to Open a Company in Turkey?

Turkey, with its vibrant economy and strategic location bridging Europe and Asia, presents a wealth of opportunities for entrepreneurs and investors looking to open a business. As you embark on your journey to establish a company in Turkey, it's essential to understand the various company types available to you. This will impact your liability, taxation, management, financing and other key issues. Each company type comes with its unique legal structure, requirements, and benefits, catering to different business goals and industries.

In this article, we will delve into the diverse company types in Turkey, offering you a glimpse into the options available and helping you navigate through the choices. Whether you're planning to set up a small startup, establish a branch of an existing company, or venture into a specific industry, Turkey provides a range of company types to suit your needs.

Nergiz Law Firm, a team of Turkish lawyers, is ready to assist you in opening a business in Turkey. Our experienced company formation lawyers specialize in establishing various types of companies, including limited companies, joint-stock companies, holding companies, branch offices, liaison offices, free zone companies, and handling management and governance matters in Istanbul.

We offer comprehensive services for foreign individuals and companies looking to start a business in Turkey, along with other company governance services. Our expertise extends to assisting clients in launching their businesses and facilitating their smooth transition to Turkey. We have successfully established multiple companies for our clients, fully understanding their specific requirements in light of the recent sanctions.

With a customs agency conveniently located within our office building, many of our clients utilize their services for transit trade to other countries. Additionally, we provide company address services for foreign companies, Please contact us to open a business in Turkey.

Formation of Companies in Turkey

If you want to establish a business in Turkey, the most commonly established company types in Turkey are Joint Stock Companies and Limited Companies. Both of these company forms operate based on the principle of limited liability and are governed by articles of association, which are similar to certificate of incorporation in Delaware companies, within the framework defined by the Turkish Commercial Code numbered 6102 (TCC).

a. Joint Stock Companies ("Anonim Şirket" or "A.Ş.") To establish a Joint Stock Company, a minimum capital of TRY 50,000 and at least one shareholder (individual or legal entity) are required. If the shares are subscribed in cash, a minimum of 25% of the share capital must be paid before registration, and the remaining share capital must be paid within 24 months after registration. The legal framework for corporate governance in Joint Stock Companies is well-developed and offers greater flexibility.

b. Limited Companies ("Limited Şirket" or "Ltd. Şti") Limited Companies require a minimum capital of TRY 10,000 and at least one shareholder (individual or legal entity). The entire share capital must be fully paid at the time of formation. Limited Companies are commonly used for smaller-scale projects and investments.

What Are The Required Steps And Procedures For Forming A Company In Turkey With Foreign Capital?

Determining the company name, scope of activities, registered office, manager/representative, capital, and shares, and drafting the Articles of Association for the new company.
The foreign shareholder must obtain a Turkish Potential Tax ID and open a bank account in Turkey.
The legally required amount of the new company's capital must be deposited into the bank account opened under the Potential Tax ID. Notarized copies of company documents should be recorded in the central registry system (MERSIS). The following documents need to be submitted to the trade registry office:
- Chamber of commerce registration petition.
- Notarized Articles of Association of the company.
- If the foreign partner is an individual, a translated notarized copy of their passport and potential tax number.
- If the foreign partner is a legal entity, a notarized translation of the activity document and registry summary containing the apostille annotation or approved by the Turkish consulate, chamber of industry or commerce, or authorized courts.
- Notarized certified power of attorney issued to the individual responsible for the establishment procedures.
- Signature declaration (registration request) under the company title of the notarized authorized officials.
- Stamped and signed bank receipts.
- Stamped and signed bank receipt showing that 0.04% of the capital has been deposited into the Competition Authority's account.
- Chamber of Commerce Registration declaration.

It should be noted that all documents must be notarized and Apostilled in the shareholder's home country if it is a member of the Apostille convention. For countries not part of the Apostille Convention, the documents must first be approved or legalized, then translated into Turkish by a sworn translator, and finally super-legalized at the Turkish consulate in the shareholder's home country.

Once all these procedures are completed, the company becomes a legal entity upon registration by the trade registry office. Subsequently, additional steps such as arranging signature circulars, registering books, and obtaining a tax certificate can be carried out by the manager or representative. Moreover, a copy of the "Company and Branch Establishment Notification Form and Petition" completed during the establishment stage, any main contract changes subject to company registration and announcement, and a copy of the "List of Partners" or "Attendant Schedule" must be submitted to the Ministry of Trade."

How Many Days Needed to Establishing a Business in Turkey?

If all partners are located in Turkey, we can assist in forming your company, opening bank accounts, and obtaining online banking services within a span of 1-2 days. In this case, the company formation process is expedited, resulting in reduced costs.

If you are not currently in Turkey, we can still facilitate the formation of your company remotely. However, it's important to note that the setup process will take longer and incur additional expenses.

Reach us to Open Business in Turkey

Nergiz Law Firm will assist you when starting a business in Turkey with the necessary legal knowledge, protection, and guidance to ensure a smooth and legally compliant establishment of your business. Our expertise can help you navigate the complexities of the legal landscape and minimize potential risks, allowing you to focus on building and growing your business.

Nergiz Law Firm is an Independent Turkish Law Firm-based in Istanbul Turkey that provides legal services to foreign and domestic clients, companies and organizations. We provide legal support in all geographical regions of Turkey, especially in İstanbul Maslak.

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