Expanding into the Turkish market by establishing a branch is a strategic move for foreign companies seeking commercial presence without incorporating a new legal entity. Turkish law permits foreign parent companies to register branches under their name, provided they meet specific regulatory and documentation standards. Istanbul Law Firm, a leading Turkish Law Firm, offers full legal support for branch registration in Turkey, including Ministry authorization, trade registry filing, and tax setup. Our Turkish Lawyers manage power of attorney, notarization, and bilingual corporate documentation to ensure smooth setup. With an English speaking lawyer in Turkey, international companies receive transparent, structured guidance throughout the registration process. As the best lawyer firm in Turkey, we ensure your branch is compliant, fully operational, and strategically aligned with local legal requirements.
1. Legal Definition and Scope of a Branch in Turkey
A branch in Turkish law (şube) is not a separate legal entity but an extension of a foreign company operating in Turkey under its full legal and financial responsibility. Istanbul Law Firm educates clients on the distinction between branches and subsidiaries, emphasizing that branches cannot independently own assets or enter into contracts outside the parent company’s authorization. Our Turkish Lawyers explain that all branch actions are legally binding on the parent company, including tax liabilities and employment obligations. With an English speaking lawyer in Turkey, corporate counsel receives clear comparative analysis of entity types and liability exposure. As the best lawyer firm in Turkey, we recommend when a branch is preferable over incorporation for tax efficiency and compliance simplicity.
Branches are ideal for companies engaged in short-term projects, service provision, liaison functions, or early market testing. Istanbul Law Firm supports a variety of industries—technology, construction, logistics, finance, and consulting—interested in branch structures. Our Turkish Lawyers draft corporate board resolutions, branch charters, and activity declarations for submission. We also advise on VAT status, audit thresholds, and licensing obligations. With our English speaking lawyer in Turkey, foreign CFOs and legal managers receive complete briefings on structural implications.
Importantly, branches do not have shareholder meetings, paid-in capital requirements, or separate Articles of Association. However, they must appoint a resident branch manager and maintain proper accounting under Turkish Financial Reporting Standards. Istanbul Law Firm prepares legal appointment documents and residency compliance materials. Our Turkish Lawyers also ensure banking relationships and invoicing formats meet local expectations. With an English speaking lawyer in Turkey, headquarters maintain operational clarity while entering the Turkish market through a branch.
2. Step-by-Step Branch Registration Procedure
Branch setup begins with preparing a full application file for the Ministry of Trade, followed by registration at the local Trade Registry. Istanbul Law Firm drafts and notarizes all required documents, including parent company incorporation certificates, board resolutions approving branch formation, and branch representative authorizations. Our Turkish Lawyers coordinate with consulates to apostille and translate foreign documents into Turkish. With an English speaking lawyer in Turkey, legal departments receive clear timelines, document checklists, and risk alerts during filing. As the best lawyer firm in Turkey, we streamline the process by working directly with registry officers and translators.
Once Ministry approval is received, we file the branch registration with the Trade Registry Office in the intended city of operation—typically Istanbul, Ankara, or Izmir. Istanbul Law Firm ensures that branch activity codes (NACE), address registration, and tax records are properly created. Our Turkish Lawyers obtain the tax number, prepare the company seal, and issue the signature circular. With an English speaking lawyer in Turkey, global clients track each legal milestone remotely. We also publish registration in the Turkish Trade Registry Gazette and ensure compliance with chamber of commerce membership requirements.
The final steps include registering the branch with the Social Security Institution (SGK), opening a corporate bank account, and enrolling in e-notification systems. Istanbul Law Firm also applies for electronic signature (e-imza) for the branch manager, coordinates lease agreements, and ensures financial books are opened in accordance with local tax law. Our Turkish Lawyers file all tax and employment declarations, avoiding penalties for late setup. With our English speaking lawyer in Turkey, international companies establish operational readiness from day one.
3. Compliance with Turkish Tax and Accounting Regulations
Foreign branches in Turkey must fulfill the same tax obligations as domestic entities, including corporate income tax, VAT, withholding tax, and stamp duty. Istanbul Law Firm advises branches on tax planning, filing deadlines, deductible expenses, and transfer pricing considerations. Our Turkish Lawyers ensure that branch accounts are maintained under Turkish Financial Reporting Standards (TFRS) and submitted to the tax office in Turkish. With an English speaking lawyer in Turkey, international accounting teams receive bilingual reports, tax filing timelines, and audit risk assessments. As the best lawyer firm in Turkey, we manage communication with tax authorities, including responses to tax audits, penalty defenses, and voluntary disclosures to mitigate financial exposure.
VAT registration is mandatory for all branches engaged in taxable transactions in Turkey. Istanbul Law Firm supports clients in registering for VAT, preparing monthly VAT returns, and understanding reverse-charge procedures for cross-border services. Our Turkish Lawyers review invoices and ensure correct Turkish and English format, VAT numbers, and invoicing compliance. With our English speaking lawyer in Turkey, branch CFOs know exactly which transactions trigger Turkish VAT and how to recover input VAT efficiently. We also handle objections, corrective VAT filings, and VAT records in case of inspections.
Branches are also obliged to appoint a licensed Turkish financial or sworn-in accountant (yeminli mali müşavir) to certify annual financial statements. Istanbul Law Firm coordinates with accredited accounting firms for bookkeeping, payroll, and audit support. Our Turkish Lawyers verify compliance with tax calendars, SGK contributions, and late-filing penalties. With an English speaking lawyer in Turkey, multinational accounting professionals stay informed of local regulatory changes, including tax rate updates and electronic filing mandates.
4. Employment Law and Social Security Registration
An essential step for branch operation involves registering employees under Turkish labour law and SGK. Istanbul Law Firm prepares employment contracts compliant with Turkish Labour Code No. 4857, including mandatory provisions on working hours, paid leave, termination notice, and severance. Our Turkish Lawyers draft bilingual contracts and ensure translation for foreign nationals. With an English speaking lawyer in Turkey, HR departments understand employer obligations regarding probation, overtime, and disciplinary procedures. As the best lawyer firm in Turkey, we support branch managers in structuring compliant grievance rules and workplace policies.
Branches must register all employees with SGK within 30 days of the start date. Istanbul Law Firm handles electronic SGK enrollment, monthly premium declarations, and employer contribution filings. Our Turkish Lawyers monitor leaves of absence, maternity, and military service regulations. With our English speaking lawyer in Turkey, foreign HR officers receive updates on annual vacation accrual, sick leave medical documentation, and employment termination rules. We also prepare internal SGK audit readiness packages to reduce the risk of government fines.
Termination of employment in Turkey involves strict notice periods, severance payment, and just cause requirements. Istanbul Law Firm advises companies on wrongful dismissal risks, unfair competition restrictions in contracts, and confidentiality obligations. Our Turkish Lawyers represent branches in termination negotiations and SGK/payment calculations. With an English speaking lawyer in Turkey, HR teams understand severance formulas, documentation requirements, and appeals processes. We ensure that both employer and employee rights are legally balanced and recorded.
5. Licensing and Sector-Specific Regulations
Certain business activities by branches require additional licenses, regulated permits, or sectoral approvals in Turkey. Istanbul Law Firm advises branches in fields such as finance, healthcare, e-commerce, logistics, construction, and food services on special permissions. Our Turkish Lawyers guide clients through regulatory bodies like the Banking Regulation and Supervision Agency (BDDK), Public Procurement Authority, Turkish Pharmacy and Medical Device Agency, and Turkish Medicines and Medical Devices Agency (TİTCK). With an English speaking lawyer in Turkey, branch managers understand criteria for trade licenses, operational permits, and product registration. As the best lawyer firm in Turkey, we coordinate technical documentation, safety compliance, and renewal processes.
For e-commerce branches, registration with the Ministry of Commerce’s Electronic Commerce System (ETBIS) is necessary. Istanbul Law Firm assists in preparing ETBIS documentation, terms and conditions, and data protection compliance under KVKK. Our Turkish Lawyers integrate KVK-compliant user agreements and cookie policies. With our English speaking lawyer in Turkey, branches engage with local regulatory bodies and consumer protection directives clearly. We also handle complaints, administrative fines, and system reports.
Construction or logistics branches often require project permits, insurance certificates, and sectoral qualifications. Istanbul Law Firm networks with professional chambers and ministry departments to secure certificates of competency for technical staff. Our Turkish Lawyers negotiate local municipality conditions, environmental clearance, and traffic permits. With our English speaking lawyer in Turkey, branches comply with site-waste disposal rules, ISO standards, and workplace safety legislation. We handle applications, inspections, and license renewals efficiently.
6. Branch Office Operations: Corporate Governance and Internal Controls
Operating a branch requires robust internal controls and clear corporate governance aligned with the parent company’s policies and Turkish law. Istanbul Law Firm assists in drafting internal governance manuals, approval workflows, and financial delegation matrices in Turkish and English to maintain transparency and accountability. Our Turkish Lawyers design risk management frameworks for anti-corruption, financial reporting, and data protection, tailored to the branch’s scale and industry. With an English speaking lawyer in Turkey, international boards receive regular compliance reports, KPI tracking, and meeting minutes reviews to support oversight. We also set up threshold-based signatory limits to ensure dual-authority on financial transactions. As the best lawyer firm in Turkey, we embed cross-border audit readiness procedures in everyday operations to minimize legal exposure and support due diligence requests.
Branches must adapt the parent company's policies to Turkish regulations regarding data retention, occupational health and safety, human resource handling, and financial controls. Istanbul Law Firm offers bilingual policy adaptation services, ensuring conformity with KVKK, İş Sağlığı ve Güvenliği Kanunu, and Turkish Financial Reporting Standards. Our Turkish Lawyers create internal compliance calendars, training outlines, and audit schedules. They review board minutes and prepare minutes templates to reflect Turkish legal formality requirements. With an English speaking lawyer in Turkey, multinational management teams understand Turkish accounting thresholds and internal governance nuances. We also offer quarterly compliance check-ups and recommend corrective measures proactively.
Internal controls extend to supplier and vendor onboarding procedures. Istanbul Law Firm supports branches in drafting Turkish-language supplier contracts that align with parent company procurement policies while respecting local mandatory clauses. Our Turkish Lawyers conduct risk assessments on vendors, review anti-bribery compliance, and integrate termination clauses to protect branch interests. With an English speaking lawyer in Turkey, procurement teams receive due diligence support on Turkish suppliers, including risk scoring and documentation. We ensure payment controls, service monitoring, and audit trails adhere to both Turkish and parent company standards, minimizing contractual and financial risk exposure.
7. Dispute Resolution: Arbitration and Litigation Strategy
Branches may face commercial disputes, employment terminations, landlord conflicts, or regulatory compliance issues during operations in Turkey. Istanbul Law Firm prepares dispute resolution strategies outlining mediation, arbitration, or litigation routes under Turkish Procedural Law. Our Turkish Lawyers include arbitration clauses favoring İstanbul Arbitration Centre (ISTAC) or ICC frameworks, and adapt enforcement sections for Turkish court compliance. With an English speaking lawyer in Turkey, clients receive bilingual litigation memos, cost forecasts, and jurisdictional risk analysis. As the best lawyer firm in Turkey, we represent branches in local courts and arbitral tribunals, offering coordinated legal action across jurisdictions.
In employment disputes, the branch may be subject to Turkish Labour Courts or SGK-appointed conciliators. Istanbul Law Firm ensures employment contracts include arbitration or conciliation clauses when permitted, and we handle labour court filings. Our Turkish Lawyers represent the branch in wrongful dismissal claims, wage disputes, and social security appeals. With an English speaking lawyer in Turkey, litigation guidance reports are provided to global HR divisions, ensuring visibility and compliance. We build settlement proposals, collect witness statements, and handle court hearings in Turkish courts.
For commercial claims, such as vendor contract breaches or lease defaults, Istanbul Law Firm prepares case assessments, notice letters, and enforcement plans. Our Turkish Lawyers draft letters of demand, seek interim injunctions, and proceed with execution office applications. With an English speaking lawyer in Turkey, branch legal teams receive step-by-step procedural guides and bilingual court submissions. As the best lawyer firm in Turkey, we support enforcement of Arbitral Awards under the New York Convention or Turkish ICC rules in Turkish courts, ensuring outcomes are actionable.
8. Ongoing Regulatory Reporting and Annual Compliance Updates
Throughout its life-cycle, a branch must comply with recurring regulatory reporting such as annual corporate filings, VAT reconciliation, payroll tax reports, SGK declarations, and Chamber of Commerce registrations. Istanbul Law Firm prepares compliance calendars incorporating filing deadlines, required documents, and responsible internal stakeholders. Our Turkish Lawyers manage interactions with the Turkish Tax Authority, SGK, Trade Registry, and relevant agencies to ensure no lapses in compliance. With an English speaking lawyer in Turkey, clients receive bilingual compliance status updates, risk alerts, and document summaries each quarter. We also monitor regulatory changes—such as tax modifications, labour law updates, or e-signature mandates—and alert branches ahead of deadlines.
Annual branch compliance includes audited financial statements prepared by a sworn-in accountant, submitted to the Trade Registry and published in the Trade Registry Gazette. Istanbul Law Firm oversees preparation, verification, and notarization of annual reports, balance sheets, and activity statements. Our Turkish Lawyers draft board resolutions accepting audit results and authorize publication. With an English speaking lawyer in Turkey, audit feedback is communicated to global finance departments. We also manage registrar queries, ensure corrections are filed when necessary, and assist in board approval of audited results.
Branches engaged in regulated activities (finance, export, healthcare, e-commerce) may have extra annual registration or licence renewal obligations. Istanbul Law Firm tracks renewal timelines, collects sectoral evidence, and submits comprehensive applications to the relevant regulatory bodies. Our Turkish Lawyers liaise with BDDK, ETBIS, SGK, health authorities, and zoning or environmental agencies for documentation certification. With an English speaking lawyer in Turkey, branch administrators receive renewal checklists, document templates, and multilingual applications. As the best lawyer firm in Turkey, we support full-year licence management and proactive regulatory engagement.
9. Branch Closure and Deregistration Procedure
Branch closure in Turkey must be conducted in compliance with legal procedures to avoid future liabilities. Istanbul Law Firm manages the full deregistration process, including drafting board resolutions from the parent company, preparing closure petitions, and filing with the Trade Registry. Our Turkish Lawyers notify the Tax Office, SGK, and Chamber of Commerce to formally terminate fiscal and employment records. With an English speaking lawyer in Turkey, foreign HQs understand every document and deadline in advance. As the best lawyer firm in Turkey, we ensure complete legal closure with zero residual risk to the parent entity.
We verify that all debts, VAT filings, payroll contributions, and statutory liabilities have been discharged before closure. Istanbul Law Firm collects clearance letters and audit confirmations to finalize the deregistration file. Our Turkish Lawyers coordinate with notaries for termination signatures, return company seals, and arrange final tax reconciliations. With our English speaking lawyer in Turkey, clients avoid unintentional reopenings, tax penalties, or document errors in closure files. We also handle lease terminations, staff settlements, and legal notifications to third parties.
If a branch has been inactive for long periods, we assist with retroactive filings, penalty waivers, and voluntary closure strategies. Istanbul Law Firm ensures deregistration is legally complete, publication is made in the Gazette, and no commercial obligations remain open. Our Turkish Lawyers maintain documentation trails for potential litigation defense. With an English speaking lawyer in Turkey, head offices are confident that Turkish branch operations are fully dissolved both legally and operationally.
10. Why Istanbul Law Firm for Branch Formation in Turkey
Istanbul Law Firm is the strategic partner for international companies establishing branch operations in Turkey. We combine global business knowledge with in-depth understanding of Turkish regulatory frameworks to deliver efficient, compliant, and secure branch registration. Our Turkish Lawyers manage every step—from parent board approvals to Trade Registry filing and tax number issuance. With an English speaking lawyer in Turkey, foreign legal teams benefit from accurate documentation, bilingual communication, and full legal oversight. As the best lawyer firm in Turkey, we ensure that your branch meets legal, tax, and operational benchmarks from day one.
We assist across multiple sectors—IT, construction, logistics, pharma, energy, and more—customizing each branch setup to industry needs. Istanbul Law Firm provides ongoing compliance monitoring, internal governance setup, and HR/legal support post-formation. Our Turkish Lawyers draft and review contracts, support audits, and defend branches in legal disputes when required. With our English speaking lawyer in Turkey, corporate clients maintain alignment between Turkish operations and global business goals.
Whether you’re expanding into Turkey for the first time or restructuring existing operations, Istanbul Law Firm provides legal certainty, operational efficiency, and strategic foresight to ensure success. Trust us to protect your interests every step of the way.
Frequently Asked Questions
- Can a foreign company open a branch in Turkey? – Yes. Turkish law allows foreign entities to register branches upon Ministry and Trade Registry approval.
- Is a branch a separate legal entity? – No. It operates under the full legal responsibility of the foreign parent company.
- What documents are needed? – Articles of incorporation, board resolution, parent company registry, power of attorney, and notarized applications.
- How long does registration take? – Typically 3–5 weeks, including Ministry authorization and Trade Registry filing.
- Do I need a local manager? – Yes. A resident branch manager must be appointed and recorded in the registry.
- Is capital required? – No minimum capital, but operational funds should be transferred as needed from the parent.
- How are branches taxed? – They are taxed as corporate entities under Turkish Tax Law and file separate tax returns.
- Can the branch hire staff? – Yes. Branches can enter into employment contracts and register workers with SGK.
- What licenses may be required? – Industry-specific licenses may be needed depending on activity (e.g. finance, e-commerce, healthcare).
- Can I close the branch easily? – Yes, but all debts, tax filings, and employment obligations must be settled before deregistration.
- Is bilingual support available? – Yes. Istanbul Law Firm provides all documents and support in both Turkish and English.
- Why choose Istanbul Law Firm? – We offer comprehensive legal setup, strategic planning, and ongoing support for foreign branches.