An Initial Public Offering (IPO) in Turkey is the process through which a private company offers its shares to the public for the first time and becomes a listed entity on Borsa Istanbul. IPOs are governed by comprehensive regulations under the Capital Markets Law No. 6362 and require close coordination with the Capital Markets Board of Turkey (CMB). The process is highly regulated, and companies must meet strict criteria related to financial transparency, shareholder structure, corporate governance, and public disclosure.
At our Turkish Law Firm, we provide full legal assistance throughout the IPO process, from pre-listing preparation and regulatory applications to public offering prospectus review and listing approvals. Our team of English speaking Turkish lawyers works closely with underwriters, auditors, and investment banks to ensure that every legal aspect of the IPO complies with Turkish capital markets regulations. Recognized as a best lawyer firm in Turkey for securities law and financial compliance, we support companies in navigating this complex transition from private to public status.
Why Go Public in Turkey? Legal and Strategic Advantages
Listing on Borsa Istanbul through an IPO can provide significant capital for business expansion, improve brand reputation, and attract new investment partnerships. Beyond funding, public companies enjoy easier access to syndicated loans, increased liquidity for existing shareholders, and higher valuation multiples. However, these benefits come with additional regulatory obligations and public scrutiny. For companies aiming to enter regional markets or align with EU-level governance standards, a Turkish IPO represents a strategic leap forward.
Our Istanbul Law Firm advises clients on whether their corporate structure, balance sheet, and shareholder composition are ready for public offering. As a dedicated Turkish Law Firm focused on capital markets compliance, we conduct pre-IPO audits and help resolve potential legal barriers long before the listing application begins. Our English speaking Turkish lawyers explain the full cost-benefit landscape so clients can make informed strategic decisions.
Also read: which company types are eligible for IPO in Turkey
Capital Markets Board (CMB) Approval and Prospectus Requirements
All IPOs in Turkey are subject to review and approval by the Capital Markets Board of Turkey (CMB / SPK), the central regulatory authority overseeing public listings, investor protection, and market transparency. Before a company can offer its shares to the public, it must submit a detailed application to the CMB including audited financials, corporate governance declarations, risk disclosures, and a comprehensive IPO prospectus (izahname). This prospectus serves as a legal disclosure document and must be approved before shares can be publicly offered or traded.
At our Turkish Law Firm, we assist clients in drafting compliant prospectuses in accordance with SPK standards. Our English speaking Turkish lawyers coordinate with financial advisors, legal auditors, and underwriters to ensure that all information disclosed is accurate, complete, and legally sound. As a best lawyer firm in Turkey for capital markets transactions, we proactively manage regulator queries and avoid delays by submitting documentation that meets both legal and commercial scrutiny.
Which IPO Model Is Suitable? Fixed Price vs. Book Building
Turkish law allows for two primary methods of initial public offering: the fixed price offering and the book building method. In a fixed price offering, the company sets a predetermined price per share. This model provides predictability but may limit price discovery. The book building method, on the other hand, allows institutional investors to submit bids within a pricing range, resulting in a market-driven offering price. This model is preferred in large or complex IPOs where valuation accuracy is critical.
Our Istanbul Law Firm helps clients choose the offering model best suited to their financial profile, sector conditions, and investor appetite. We advise on strategic pricing, underwriter negotiations, and investor communication. As a full-scope Turkish Law Firm providing IPO legal support, we review subscription agreements, manage timing risks, and ensure the entire offering process is conducted in compliance with Turkish securities law. Our English speaking Turkish lawyers also provide capital markets training for in-house legal teams of companies preparing for listing.
Ongoing Legal Obligations After the IPO
Once a company becomes public in Turkey, it is subject to continuous disclosure and governance obligations. These include quarterly and annual financial reporting under Turkish Financial Reporting Standards (TFRS), immediate disclosure of material events (Özel Durum Açıklamaları), insider trading controls, and shareholder meeting formalities. Additionally, public companies must comply with Corporate Governance Principles issued by the CMB, especially regarding board structure, independent members, audit committees, and minority shareholder protections.
Our Turkish Law Firm provides long-term advisory services for publicly listed clients to ensure full compliance and avoid regulatory sanctions. As a best lawyer firm in Turkey for securities law and compliance, we establish internal reporting systems, review public disclosures, and coordinate legal defense in case of market abuse investigations. Our English speaking Turkish lawyers also advise on delisting, secondary offerings, and share buyback programs as part of long-term capital markets strategy.
Also read: how to structure shareholder rights and exit options in publicly listed entities
Judicial and Regulatory Oversight of IPO Compliance in Turkey
While IPOs are not typically the subject of civil litigation, both the Capital Markets Board (CMB) and Turkish administrative courts play a critical role in monitoring compliance and resolving disputes. Companies that violate public offering rules—such as making misleading statements in their prospectus or failing to disclose material events—may be subject to fines, public warnings, suspension of trading, or in severe cases, criminal prosecution for capital markets fraud. Regulatory enforcement actions by SPK are published and serve as important precedent for future IPO applicants.
Our Turkish Law Firm monitors these precedents and regulatory trends to counsel clients during IPO planning and post-listing conduct. As a best lawyer firm in Turkey for corporate and financial law, we mitigate exposure by stress-testing disclosure documents, identifying red flags, and applying corrective measures before approval. Our English speaking Turkish lawyers also assist in internal investigations, compliance audits, and SPK response management in case of enforcement inquiries.
Frequently Asked Questions (FAQs)
- Who regulates IPOs in Turkey? The Capital Markets Board of Turkey (CMB / SPK) is the main regulator.
- Can foreign companies list on Borsa Istanbul? Yes, through depositary receipts or dual listings with CMB approval.
- What is the minimum capital requirement for IPO? Generally ₺30 million equity and profitability for the last two years, subject to sector-specific exceptions.
- How long does an IPO take? On average 6–12 months, depending on company readiness and regulatory review.
- Are there listing fees and legal costs? Yes. Costs include SPK fees, underwriting, legal advisory, audit, and publicity expenses.
- Can I delist later? Yes, but subject to shareholder vote, SPK approval, and legal buyback obligations.
- Do I need a lawyer? Yes. A Turkish Law Firm ensures that all documents and processes comply with securities law and avoid rejection or penalties.
Launch Your IPO with Strategic Legal Support in Turkey
Taking a company public is a milestone that requires more than financial readiness—it demands legal foresight, regulatory fluency, and strategic risk management. Whether you are listing in Borsa Istanbul for capital growth, liquidity, or institutional visibility, working with the right legal team is essential for long-term success.
At our Istanbul Law Firm, our team of English speaking Turkish lawyers provides comprehensive IPO legal support—from feasibility assessments and CMB filings to investor communication and post-listing governance. Recognized as a best lawyer firm in Turkey for capital markets transactions, we help you turn your public offering into a strategic achievement—not a legal risk.