Cross-border joint ventures (JVs) offer exciting opportunities for foreign investors to partner with Turkish companies and access new markets. However, without a solid legal framework and carefully designed risk-sharing mechanisms, joint ventures can easily become unbalanced, ungovernable, or even litigated. This is where the involvement of a professional Turkish Law Firm is essential.
At ER&GUN&ER Law Firm, our English Speaking Turkish Lawyers conduct detailed legal risk analysis and contract structuring for international JV projects. We help our clients evaluate legal, financial, operational, and governance-related risks before signing any partnership agreement. This guide explains how a Turkish Law Firm protects foreign investors when forming joint ventures in Turkey.
Why Legal Risk Analysis Is Critical in Joint Ventures
Joint ventures combine two or more entities—often from different legal, cultural, and commercial backgrounds. Without proper planning, this can lead to:
- Unequal control or information asymmetry
- Capital injection disputes
- Deadlocks in decision-making
- Unequal risk or liability distribution
- Exit problems and valuation disagreements
Our Turkish Law Firm performs pre-contractual due diligence, sectoral compliance checks, and legal risk assessments to minimize your exposure and prevent future conflict.
Key Legal Elements in JV Structuring
We assist foreign clients in drafting and reviewing:
- Joint Venture Agreement (JVA)
- Articles of Association (AoA) tailored to control balance
- Shareholder Agreements (SHA)
- Capital commitment clauses
- Board composition and voting rights
- Exit and transfer restrictions
- Governing law and dispute resolution clauses
All contracts are prepared in English and Turkish, and structured to be enforceable under Turkish Commercial Code.
Risk Categories We Analyze
- Operational Risk: Who controls day-to-day operations? Is decision-making shared or unilateral?
- Financial Risk: How are costs, losses, and profits allocated? What are capital call rules?
- Legal Risk: Is the JV structure compatible with Turkish law? Are third-party liabilities considered?
- Governance Risk: Who appoints the board? What are quorum and voting thresholds?
- Exit Risk: Can partners exit? How is value assessed? Are there buyout or drag-along rights?
Our risk management strategies are based on practical litigation experience and proactive contract design.
Dispute Prevention and Arbitration Planning
Our Turkish Law Firm recommends well-structured arbitration and mediation clauses in JV contracts, including:
- International arbitration (ICC, LCIA, ISTAC)
- Tiered dispute resolution (negotiation → mediation → arbitration)
- Arbitral seat selection (Istanbul or neutral jurisdiction)
- Language of proceedings and enforceability standards
We also assess compatibility of Turkish law with foreign investor expectations in cross-border arbitration.
Internal Resources to Explore
- How to Establish a Company in Turkey
- Corporate Advisory Services
- Choosing the Right Turkish Law Firm
- Risk-Aware Contract Drafting
Frequently Asked Questions (FAQs)
- Can a foreigner be the majority shareholder in a Turkish JV? Yes. Turkish law allows full or partial foreign ownership in most sectors.
- Is a notarized JV contract required? Not always—but notarization strengthens enforceability and tax registration.
- Can your law firm represent both JV partners? Only if interests are aligned and conflicts are disclosed. We often advise one party exclusively.
- Can I form a JV remotely? Yes. Our Turkish Law Firm can handle the process through POA.
- How do we handle a deadlock in board decisions? We recommend contractual tie-break mechanisms or third-party arbitration referral clauses.
Contact Our Turkish Law Firm for JV Legal Advisory
At ER&GUN&ER Law Firm, our English Speaking Turkish Lawyers provide strategic legal advisory to foreign investors forming joint ventures in Turkey. From pre-agreement legal due diligence to full contract design and negotiation, our Turkish Law Firm ensures your joint venture is structured for success, risk-balanced, and enforceable.