Buying a shelf company (ready-made company) in Turkey offers a fast-track alternative to new incorporation, allowing entrepreneurs to immediately commence business activities with an already registered legal entity. Istanbul Law Firm, a leading Turkish Law Firm, provides strategic legal support throughout the shelf company acquisition process—from initial due diligence to ownership transfer and licensing registration. Our Turkish Lawyers guide clients through evaluation of existing liabilities, historical records, and compliance background before advising on acquisition. As the best lawyer firm in Turkey for startup law and corporate transactions, we facilitate swift acquisition with minimal risk. Our English speaking lawyer in Turkey supports foreign investors with bilingual documents and communication to ensure clarity. This page explores the pros and cons of shelf company purchase, the step-by-step acquisition legal process, and compliance integration for business launch readiness.
1. Benefits and Risks of Buying a Shelf Company
Purchasing a shelf company can expedite market entry by eliminating registration delays, bank account opening wait times, and trade registry processes. Istanbul Law Firm assists clients in evaluating shelf entities for loan eligibility, contract readiness, and tax record verification. Our Turkish Lawyers compare timelines between incorporation and acquisition cases, quantifying months saved and risk adjustments required. We also highlight risk areas such as dormant liabilities, hidden debts, or non-compliant status. As a precautionary Turkish Law Firm, we advise on layer-removal steps and cleaning historical liabilities before acquisition. Our English speaking lawyer in Turkey explains benefits for foreign founders and provides bespoke checklists. While shelf acquisition offers speed, Istanbul Law Firm ensures legal security and strategic commercial planning go hand-in-hand.
However, buying a shelf company demands careful legal screening of tax status, annual declarations, amending outdated shareholder/resolution frameworks, and potential suspended liabilities. Istanbul Law Firm performs financial due diligence of shelf companies including trade registry extracts, tax data, tax audits, and invoices. Our Turkish Lawyers draft contractual warranties, seller indemnities, and escrow structures to protect buyer interests. We also evaluate corporate governance mechanisms and ability to change company activities. As the best lawyer firm in Turkey for corporate transactions, we ensure buyers don’t inherit unknown liabilities. Our English speaking lawyer in Turkey explains shareholder rights transfer, public disclosures, and bank follow-up to ease the acquisition process.
2. Due Diligence & Documentation Review for Shelf Company
Due diligence is essential to identify dormant liabilities, past tax inspections, outstanding charges, or litigation threats before purchasing a shelf company. Istanbul Law Firm’s Turkish Lawyers review trade registry documents, notarized board resolutions, share capital = balance statements, and annual or extraordinary general meeting minutes. We ensure statutory deadlines were met, annual financial statements filed, and SGK premiums paid. Our team both audits and interviews seller representatives to clarify revenue history, asset movements, and bank account transactions. As a risk-averse Turkish Law Firm, we also check registered commercial address, shareholder structure updates, and director identity compliance with residency requirements. Our English speaking lawyer in Turkey explains legal red flags to non‑Turkish clients, adding transparency and confidence to your investment.
We also inspect beneficial ownership transparency, UBO disclosure obligations, and verify that there are no sanctioned parties, AML issues, or anti-corruption flags linked to the entity. Istanbul Law Firm provides UBO declaration review, AML exposure analysis, and national database screening. Our Turkish Lawyers check the company for clean capital backgrounds to ensure global investor accountability. As a compliance-sensitive Turkish Law Firm, we integrate shelf acquisition procedures with EU AML directives and FATF recommendations. Our English speaking lawyer in Turkey summarizes the AML report findings in English, making them understandable to international compliance teams. With this level of diligence, your shelf company purchase is secure and risk-managed.
3. Share Transfer Agreement & Notarization Process
Once due diligence is completed, the shelf company purchase proceeds through a formal Share Transfer Agreement (STA), which must be notarized in Turkey. Istanbul Law Firm drafts STAs outlining buyer and seller details, share percentage transfer, payment conditions, seller warranties, indemnity clauses, and effective date. Our Turkish Lawyers ensure that STAs comply with the Turkish Commercial Code and accurately reflect the trade registry record. The document must be signed before a notary, who verifies identity and signs the contract with official seal and timestamp. We also assist in obtaining required apostilles, certified translations, and power of attorney documents where foreign parties are involved. Our English speaking lawyer in Turkey accompanies clients to the notary and explains all clauses line-by-line. Istanbul Law Firm ensures every document is enforceable, bilingual, and compliant with Turkish corporate registration procedures.
In cases where the buyer is a corporate entity or non-resident shareholder, additional documents must be presented including company resolution, certificate of good standing, and director appointment proof. Istanbul Law Firm prepares all pre-notarization checklists and coordinates with international legal counsel to gather the required documentation. Our Turkish Lawyers draft special POAs that allow legal representatives to act on behalf of foreign entities. We ensure tax office filings, trade registry notifications, and bank declarations are synchronized with the share transfer process. As the best lawyer firm in Turkey for foreign corporate acquisitions, we offer start-to-finish document handling and deadline management. Our English speaking lawyer in Turkey ensures that nothing is lost in translation or omitted due to jurisdictional gap.
Post-notarization, the STA is submitted to the Chamber of Commerce and Trade Registry Directorate for shareholder update. Istanbul Law Firm submits the full application file including shareholder resolution, updated articles of association (if needed), bank documents, and notarized transfer contract. Our Turkish Lawyers monitor registry entry approval and collect official registration gazette publication. We provide closing reports confirming title change and assist with bank communication, VAT registration, and license renewal. Our English speaking lawyer in Turkey communicates all updates to international clients in real-time. With Istanbul Law Firm managing your acquisition, the share transfer is fast, secure, and fully registered.
4. Tax Number Update, Banking & Company Seal Activation
After the trade registry confirms share transfer, all tax, banking, and identification records must be updated to reflect new ownership. Istanbul Law Firm coordinates with tax offices to reissue tax registration certificates under the new legal representatives. Our Turkish Lawyers also prepare signature circulars, specimen signatures, and official company seal documents. These items are required to legally operate the company under new management. We help re-declare commercial activity codes (NACE) where needed and update SGK (Social Security) registrations. As a systems-integrated Turkish Law Firm, we make sure every government database reflects the changeover. Our English speaking lawyer in Turkey explains this process step-by-step to foreign managers taking over the Turkish entity.
Bank account management is another critical stage. Istanbul Law Firm liaises with the existing bank or opens a new corporate account with a preferred bank under the new director. Our Turkish Lawyers ensure compliance with KYC rules, signature authorization protocols, and FATCA/CRS declarations. We assist in online banking setup, card issuance, and mobile token activation. We also update signatory rights in the bank and verify beneficiary ownership. As the best lawyer firm in Turkey for company acquisition, we prevent account freezes or internal bank audit flags. Our English speaking lawyer in Turkey supports multinational compliance officers in preparing cross-border documentation.
Finally, company seals must be updated and new authorized signatories must be defined through notarized signature declarations. Istanbul Law Firm arranges for these declarations to be issued at the notary, submitted to the Chamber of Commerce, and logged in the registry. Our Turkish Lawyers ensure every director or shareholder can legally represent the company and sign contracts, bank documents, and government forms. With our legal infrastructure, your new Turkish shelf company becomes operational immediately—no delays, no missed updates, no compliance risk.
5. License Transfer, Business Activity Update & Sectoral Permits
Purchasing a shelf company is only the first step—new owners must often update or obtain licenses and activity permits to begin operations legally. Istanbul Law Firm supports this process by evaluating the company’s current NACE activity codes and aligning them with the intended business scope. Our Turkish Lawyers file license update applications at municipal, trade, or ministry levels depending on the sector (e.g., food, construction, IT, e-commerce). For example, a company previously registered for consulting may need amendments for import/export, online sales, or manufacturing. As a sector-oriented Turkish Law Firm, we guide clients through regulations issued by the Ministry of Trade, Ministry of Agriculture, or E-Commerce Directorate. Our English speaking lawyer in Turkey ensures that foreign entrepreneurs understand each sector’s requirements, licensing timelines, and compliance challenges.
We also handle license continuation or surrender where the existing shelf company already held permits (such as a tourism license, warehouse clearance, or environmental approval). Istanbul Law Firm helps obtain new director authorization at issuing authorities and submit renewal, update, or deregistration forms. Our Turkish Lawyers support companies in notifying the municipality, updating commercial signage declarations, and handling interdepartmental transfers. This step is especially important for regulated industries where shelf company continuity must meet current licensing standards. Our English speaking lawyer in Turkey supports foreign teams in reactivating paused commercial licenses or restructuring old approvals. Istanbul Law Firm ensures your newly purchased entity can legally engage in your planned activity from day one.
Some business activities also require notification to or registration with sectoral organizations such as the Chamber of Pharmacists, Istanbul Exporters’ Association, or the Banking Regulation and Supervision Agency. Istanbul Law Firm manages these filings and ensures your new company is part of all required economic ecosystems. Our Turkish Lawyers maintain templates for each business type and coordinate timing so that permits, tax, and registry steps progress in harmony. With our guidance, your shelf company transforms from a static legal shell into a compliant, active market participant.
6. Employee Onboarding, Payroll Setup & SGK Registration
After acquiring a shelf company, onboarding employees requires updating company records and notifying the Social Security Institution (SGK) with the new legal representative and payroll structure. Istanbul Law Firm provides full-service onboarding support by drafting employment contracts, registering SGK employer declarations, and managing payroll software integration. Our Turkish Lawyers also advise on labor law compliance—including probation periods, minimum wage, overtime, and collective bargaining agreement considerations. We create offer letters and HR policy templates that meet Turkish Labor Law and tax obligations. Our English speaking lawyer in Turkey helps foreign employers navigate local expectations and protect against misclassification or payroll underreporting. With Istanbul Law Firm, hiring becomes legal, traceable, and efficient.
We also support employers in registering with İŞKUR (Turkish Employment Agency), opening workplace files, and filing mandatory occupational safety declarations. Istanbul Law Firm aligns every employee registration with SGK rules and ensures monthly declarations (Muhtasar SGK) are filed correctly. Our Turkish Lawyers prepare detailed payroll outlines—base salary, gross-to-net breakdown, insurance base, tax base, severance reserve, and vacation accruals. We also advise on digital HR tools, leave tracking, and e-signature solutions. As a labor-proactive Turkish Law Firm, we anticipate employee disputes before they start. Our English speaking lawyer in Turkey ensures that expat managers and foreign investors have a clear view of Turkish employment laws and onboarding workflows.
For foreign employers or new entrepreneurs unfamiliar with SGK, tax, and labor registration, we act as your virtual HR legal partner. Istanbul Law Firm handles pre-employment compliance planning, offers labor law checklists, and provides real-time guidance during hiring cycles. With our team, your first employees are not only productive—but legally protected and administratively sound.
7. VAT Activation, E-Invoice Setup & Financial Reporting
After acquiring a shelf company in Turkey, activating the VAT (KDV) number is a crucial step for operating businesses. Istanbul Law Firm guides clients through the process of registering for VAT at the tax office, including mandatory address inspection and business operation declaration. Our Turkish Lawyers also prepare initial financial filings and support companies in selecting the correct VAT declaration type based on business model. We assist foreign investors with VAT deferral strategies, monthly return filings, and revenue authority queries. As the best lawyer firm in Turkey for tax compliance and company setup, we reduce registration time and ensure full legal transparency. Our English speaking lawyer in Turkey explains Turkish VAT logic to international finance teams and prepares bilingual correspondence with authorities.
We also support e-invoice (e-Fatura) and e-ledger (e-Defter) registration, which are mandatory for companies exceeding threshold revenues or operating in certain regulated industries. Istanbul Law Firm prepares company seal certificates, director ID records, and digital application forms required by the Revenue Administration. Our Turkish Lawyers coordinate e-signature activation and system onboarding via licensed integrator platforms. We review whether your company qualifies for e-Archive or e-Dispatch modules and register accordingly. Our English speaking lawyer in Turkey liaises with software vendors and tech integrators to align legal and IT procedures. With our help, your shelf company becomes fully compliant with Turkey’s digital tax infrastructure.
As your business starts operations, accurate financial reporting becomes essential. Istanbul Law Firm helps companies appoint CPAs (SMMM), register bookkeepers, and declare official journal records with the trade registry. Our Turkish Lawyers help structure chart of accounts, record tax liabilities, and align legal, financial, and operational data for compliance. We also monitor threshold updates for VAT, corporate income tax, and withholding obligations. Our English speaking lawyer in Turkey acts as the bridge between your CPA, tax office, and internal management. With our finance-legal integration, you won’t just start your business—you’ll sustain it long-term and audit-ready.
8. Long-Term Planning, Compliance Reviews & Corporate Rebranding
Shelf company buyers must plan for the long term—including tax optimization, branding alignment, shareholder structure evolution, and periodic compliance reviews. Istanbul Law Firm advises on changes to trade name, company logo, domain name registration, and trademark filing after the acquisition. Our Turkish Lawyers file amendment protocols with the Trade Registry and Ministry of Trade and update tax and social security records accordingly. We ensure all rebranding efforts comply with the Turkish Commercial Code and Chamber of Commerce standards. Our English speaking lawyer in Turkey helps foreign-owned businesses coordinate local and international branding consistency. Whether you're updating a company logo or shifting business focus entirely, we manage the transition legally and strategically.
We also perform compliance audits after 6–12 months of operation to verify that corporate, tax, SGK, and licensing requirements remain valid and updated. Istanbul Law Firm prepares compliance matrices, document refresh schedules, and alerts for upcoming license renewals or regulation changes. Our Turkish Lawyers issue written legal opinions if structural changes are needed. We prepare board resolutions, shareholder votes, and registry amendments to reflect governance evolution. Our English speaking lawyer in Turkey ensures stakeholders abroad remain legally informed about Turkish changes. Istanbul Law Firm acts as your long-term compliance partner, not just an incorporation firm.
Lastly, we assist clients in preparing exit strategies—whether resale of the company, merger with another entity, or liquidation. Istanbul Law Firm ensures all shareholder interests are respected, tax dues calculated, and dissolution laws followed. Our Turkish Lawyers draft closing balance sheets, final declarations, and partner settlement letters. Whether scaling up or winding down, Istanbul Law Firm ensures your shelf company journey ends as professionally as it began.
Frequently Asked Questions (FAQ)
- What is a shelf company in Turkey? – A pre-registered, inactive legal entity that can be purchased and activated immediately, avoiding incorporation delays.
- Why buy a shelf company instead of incorporating? – To save time, start operations faster, and avoid the paperwork and waiting period of forming a company from scratch.
- Is due diligence necessary before buying a shelf company? – Yes. We conduct full legal and tax due diligence to avoid inheriting hidden liabilities.
- Can foreigners buy a shelf company in Turkey? – Yes. Istanbul Law Firm assists foreign nationals and entities in shelf company purchases with full compliance support.
- Is notarization required for share transfer? – Yes. Share transfer agreements must be signed and notarized in Turkey to be legally effective.
- Do I need to update licenses after purchase? – Likely yes. We update trade licenses, business activity codes, and sector-specific permits as required.
- How fast can I operate after buying a shelf company? – Usually within 3–7 days, depending on license and tax record updates.
- Is e-invoice setup mandatory? – For many businesses, yes. We help register your shelf company with the e-fatura and e-defter systems.
- Do you assist with HR and SGK registration? – Absolutely. We help register employees, prepare contracts, and declare to SGK.
- Can you update the company name and logo? – Yes. We handle full corporate rebranding legally and officially post-purchase.
- What if I want to sell the company later? – We manage resale, merger, or liquidation with proper tax, shareholder, and registry compliance.
- Who is the best lawyer in Turkey for buying a shelf company? – Istanbul Law Firm—trusted as the best lawyer firm in Turkey for company acquisition, compliance, and corporate startup law.
Contact Our Turkish Corporate Lawyers Today
Need a fast, legally compliant business setup in Turkey? Istanbul Law Firm offers complete legal services for shelf company acquisition, licensing, tax activation, and employee registration. Our expert Turkish Lawyers and English speaking lawyer in Turkey manage your setup start to finish. Contact the best lawyer firm in Turkey for a fast and safe business launch.