Establishing a company in Turkey - legal setup 2025

Establishing a Company in Turkey — 2025 Legal & Strategic Guide for Foreign Investors

Starting a business in Turkey in 2025 is an exciting opportunity, but it requires careful legal planning and knowledge of local procedures. Turkey’s regulatory landscape has evolved with new reforms that align with EU standards and simplify business procedures, offering foreign investors equal treatment and a one-stop-shop company registration that can be completed in as little as a day. This comprehensive guide walks you through every aspect of establishing a company in Turkey, from choosing the right business structure to post-incorporation obligations. Along the way, we’ll highlight key legal requirements, strategic considerations, and common pitfalls – empowering you to launch your venture with confidence.

Tip: It’s highly advisable to consult a qualified lawyer in Turkey early in the process. An experienced law firm in Istanbul with international business expertise can ensure you meet all legal requirements company Turkey imposes on new entities while avoiding costly errors in paperwork or compliance.

Why Set Up a Business in Turkey?

Turkey as an Investment Hub: Turkey boasts a robust, fast-growing economy and a strategic location at the crossroads of Europe, the Middle East, and Asia. The country averaged 5.4% annual GDP growth from 2003–2022, making it one of the world’s faster growing economies. With a large domestic market and Free Trade Agreements granting access to regional markets, businesses in Turkey can reach over 1 billion consumers tariff-free. The population of ~85 million is young and dynamic (half under age 34), providing a skilled workforce and strong consumer base.

Pro-Business Environment: Turkey has a liberal investment climate with no barriers to FDI and strong investor protections enshrined in law. Foreign investors are treated the same as local entrepreneurs under the Foreign Direct Investment Law, meaning you can own 100% of a Turkish company with full control and property rights. Over the past decade, the government has streamlined incorporation procedures and cut red tape – for example, all registrations are now handled at the commercial registry Istanbul office (Chamber of Commerce) through the central MERSIS system, with digital filings and fast-track processing. In many cases, you can go from application to an active company in a single day.

Incentives and Opportunities: Various investment incentives make Turkey attractive for global entrepreneurs. These include tax benefits (like VAT/customs duty exemptions for certain investments), R&D supports, and regional development grants. Companies focusing on manufacturing for export can consider Turkey’s Free Zones, which offer 100% exemption from corporate tax, VAT, and customs duties on eligible operations. Similarly, Technology Development Zones (Technoparks) allow profits from software/R&D activities to be exempt from corporate tax (currently through 2028). Key sectors such as technology, e-commerce, manufacturing, energy, and real estate are booming, and the government actively courts foreign investors with sector-specific incentives. In short, Turkey provides a fertile environment to grow your business, with the backing of a pro-investor legal framework and plentiful opportunities in a diverse economy.

Overview of Company Types and Structures in Turkey

When it comes to company formation Turkey, foreign investors have several business structures to choose from. The Turkish Commercial Code (TCC) defines a range of company types, but the most common forms for both local and foreign entrepreneurs are:

  • Limited Liability Company (Ltd. Şti.): The limited company Turkey is often the preferred vehicle for small and medium-sized businesses. It requires a relatively low minimum capital (now 50,000 TL as of 2024 reforms) and can have 1 to 50 shareholders. An LTD offers limited liability protection and a simple governance structure. Profit distribution is flexible, though share transfers require notary involvement and registration approval.
  • Joint Stock Company (A.Ş.): A JSC is a more complex corporate form suitable for larger enterprises. It requires a minimum capital of 250,000 TL. JSCs allow for public offerings and share certificates. Governance includes a board of directors and general assembly. Ideal for ventures planning IPO or significant capital raising.
  • Branch Office: A branch is an extension of a foreign company. No capital is required, but the parent is fully liable. Branches must register with the trade registry and can repatriate profits (subject to 15% withholding tax). Suitable for market testing or limited scope activity.
  • Liaison (Representative) Office: For non-commercial presence only (research, communication, coordination). Cannot issue invoices or earn income. Must be licensed by the Ministry of Industry and Technology. Offers presence without a full company but limited to support roles only.

Other structures exist but are rare for foreign investors. Most will choose between LLC, JSC, branch, or liaison office depending on their goals. The next section will explore how to register these entities and meet the legal requirements company Turkey imposes.

Legal Requirements for Foreign Company Formation

Establishing a business as a foreigner in Turkey is straightforward, as the law imposes no special barriers on foreign investors. You do not need a Turkish citizen partner or director – 100% foreign ownership is allowed, and you can fully control your company. However, there are important legal requirements and preparatory steps to know:

  • Unique Company Name and Scope: You must select a unique company name that is not already registered in Turkey. The name should include an indicator of the business form (e.g., “Ltd. Şti.” or “A.Ş.”) and preferably hint at the business activity. An initial name availability check is done through the MERSIS online system. It’s wise to propose a few names in case some are rejected. Also, prepare a brief description of your business scope (the activities your company will engage in), as this will be stated in the Articles of Association.
  • Registered Office Address: Every company in Turkey must have a local registered address. This will be the official domicile for legal notices and tax purposes. Before registration, you should secure a rental contract for an office (even if it’s a virtual office or co-working space address) in the city where you intend to register (e.g., Istanbul, Ankara). The tenancy contract may need to be submitted during incorporation, and after formation a tax officer will physically verify this address (more on that later). Ensure the address is a legitimate location where you can receive mail and where company records can be presented if authorities visit.
  • Founders, Directors, and Shareholders: Determine who will be the shareholder(s) of the company. It can be one or multiple individuals or legal entities (foreign companies can be shareholders too). For an LLC, up to 50 shareholders are allowed; for a JSC, there’s no maximum. If you plan to have a corporate (non-person) shareholder, that foreign company will need to provide its corporate documents (e.g. Certificate of Incorporation, board resolution to invest) with apostille. You also need to decide on the directors or managers of the company. In an LLC, you appoint at least one manager (who can also be a shareholder). In a JSC, you form a Board of Directors (can be a single director or multiple members). Foreigners can serve as directors or managers – there is no local residency requirement by law. But practically, if all directors reside abroad, some processes (like bank account opening) can be more cumbersome. Many foreign investors appoint themselves or a trusted colleague as director and may also designate a local liaison or attorney for convenience.
  • Notarization & Translation of Documents: Official documents from abroad that will be used in the registration must be notarized and apostilled in their country of origin, then translated into Turkish by a sworn translator and notarized in Turkey. This typically includes: passport copies of foreign individual shareholders and directors, the foreign company’s Certificate of Activity and board resolutions (if a corporate shareholder), and any powers of attorney. Turkey is a party to the Apostille Convention, so an apostille from your home country’s authorities will legalize the document for use in Turkey. Ensure that names and details match exactly across documents (even a minor discrepancy in a passport number or spelling can cause delays). You will also need notarized Turkish translations of identification documents (e.g., passports) for the Trade Registry application.
  • Tax ID Numbers for Foreigners: Before the company can be registered, any foreign individual shareholder or director will need to obtain a Turkish tax identification number (sometimes called a “potential tax number”). This is a straightforward process: you (or your representative) submit a form to the local tax office along with a copy of the passport and proof of address, and you receive a tax number on the spot. This number is required for various steps like opening a bank account and registering with tax authorities. If you work with an English speaking lawyer in Turkey, they will usually handle the tax number applications on your behalf via power of attorney. Corporate shareholders (foreign companies) will also be assigned a tax number for their Turkish operations.
  • Minimum Capital Investment: As mentioned, Turkey updated its capital requirements in 2024. For an LLC, the minimum capital is 50,000 TL, and for a JSC it is 250,000 TL. This is the authorized capital stated in the Articles. Note that for LLCs, you are not required to pay in any capital before incorporation – you have 24 months after establishment to fully pay the subscribed capital. For JSCs, at least 25% of the share capital must be paid-in prior to registration (the remainder within 24 months). In practice, many LLC founders still voluntarily deposit some capital early to show good faith and have funds to operate. Keep in mind: 0.04% of the capital is paid as a fee to the Turkish Competition Authority at registration. (this is a small regulatory charge, e.g. 200 TL on a 500k capital). Also, capital doesn’t have to be in Turkish Lira; you can inject foreign currency, but it will be recorded in TL equivalent.
  • Sectoral Permissions: Generally, there are no special permits needed to form a company in standard industries. However, certain sectors (such as banking, finance, insurance, pharmaceuticals, education, broadcasting, etc.) might require additional licenses or minimum capital above the standard. For example, to establish a financial leasing or factoring company, you’d need regulatory approval. These are exceptions – the vast majority of businesses (trading, services, manufacturing, tech startups, etc.) can be started with no prior permit. Always verify if your intended business activity is regulated. If unsure, a corporate legal advisor Turkey professional can clarify any licensing requirements during the planning stage.

Internal Links: For further reading on specialized topics, you may refer to our related guides: for example, if considering a branch office, see our dedicated article on opening a branch in Turkey. And if you plan to bring foreign staff or partners, you should understand work and residence permits for foreign company owners.

With the preliminaries in place, let’s move to the practical steps of registering your company.

Step-by-Step Guide to establishing a company in Turkey

Setting up a company in Turkey involves a sequence of official steps. Here is a step-by-step roadmap to help foreign investors navigate the company formation Turkey process smoothly:

  1. Prepare a Power of Attorney (If Applicable): If you, as the foreign investor, cannot be physically present in Turkey for the incorporation, you will need to authorize a representative (usually your lawyer or consultant) to act on your behalf. This is done by issuing a power of attorney (PoA)...
  2. Obtain Potential Tax Numbers: As noted earlier, secure a Turkish tax ID for each foreign shareholder (and director, if different)...
  3. Draft the Articles of Association: The Articles of Association (AoA) is the foundational charter of the company...
  4. Arrange Notary Certifications: Before the official registration meeting, some documents need notarization in Turkey...
  5. Deposit Capital (if required pre-registration): For an LLC, this step can be done after registration (within 2 years)...
  6. Register at the Trade Registry Office: This is the core step – the formal application to the Trade Registry Directorate...
  7. Obtain Company Documents: After registration, you will receive or can request important documents such as the Turkish Commercial Registry Gazette...
  8. Create the Signature Circular: Once the company exists, the persons authorized to sign on behalf of the company must issue a signature circular (imza sirküleri)...
  9. Tax and Social Security Registrations: Although the trade registry informs the tax office, you should follow up to ensure your tax registration is activated...
  10. Open a Bank Account for the Company: With the company officially established, you should now open a business bank account in Turkey in the company’s name...
  11. Post-Incorporation Notifications and Licenses: After your company is set up, there are a few notifications you should handle...

Throughout this process, having local assistance is invaluable. Many foreign entrepreneurs partner with a Turkish Law Firm not only for the setup but also to manage these follow-up steps. Our own team, for example, provides end-to-end incorporation services – from MERSIS filing to accompanying you to the notary and tax office, ensuring nothing falls through the cracks. With the formalities done, you can focus on launching your business operations.

(Internal Resource: For a detailed explanation of each stage, you might check our blog post on appointing foreign directors in Turkey which touches on pre- and post-incorporation formalities for foreign managers.)

Choosing the Right Legal Entity: LTD vs. A.Ş.

One of the most important decisions is whether to set up as a Limited Company (Ltd. Şti.) or a Joint Stock Company (A.Ş.). Both are available to foreigners and offer limited liability, but they have some differences in structure and flexibility. Here’s a comparison to guide your choice:

  • Minimum Capital & Financials: An LTD requires 50,000 TL minimum capital, whereas an A.Ş. requires 250,000 TL. In an LTD, capital is divided into “quotas” (shares without physical certificates), and you can increase capital relatively easily with a partner resolution and registration. In an A.Ş., capital is divided into shares that may be represented by share certificates. A.Ş. can opt for a registered capital system (common for publicly-traded companies) which allows raising capital up to a ceiling with board decisions, facilitating investment rounds. If you expect needing significant capital injections or bringing in many investors, A.Ş. offers more flexibility.
  • Shareholders: LTDs have a cap of 50 shareholders maximum, while A.Ş. can have an unlimited number of shareholders. Both structures can start with a single shareholder, which is great for wholly-owned subsidiaries or solo founders. Transfer of shares: In an LTD, share transfers must be notarized and registered, and existing shareholders have a right of first refusal (and can reject a prospective new shareholder in some cases). In an A.Ş., share transfers are generally free (unless restricted by the articles); if the shares are in registered form, a signed share transfer and board approval (for updating the ledger) suffices, and no notary is needed. If you plan to bring in co-investors or venture capital, an A.Ş. might be preferable due to ease of share transfer and issuance of new shares.
  • Management & Governance: An LTD is managed by one or more managers. By default, each manager can bind the company (you can specify joint signatures if desired). There is no requirement for a formal board of directors or regular board meetings, making the LTD simpler to run administratively. An A.Ş. must have a Board of Directors. A single person can be the board (chairman and member) if desired, or you can have multiple board members. Boards must hold meetings (can be done via written resolutions if all agree). A.Ş. also requires an annual General Assembly meeting of shareholders to approve financials, etc., whereas in an LTD the general assembly is more informal (decisions can be made via written resolutions signed by all shareholders). For a closely held company with one or two owners, an LTD might be more convenient day-to-day. For a company with a wider ownership base or more formal governance needs, A.Ş. provides a structured framework.
  • Liability Considerations: Both LTD and A.Ş. protect shareholders’ personal assets – you only stand to lose what you put into the company. However, note that in Turkey, company managers or directors can be held personally liable for unpaid taxes or social security premiums if the company cannot fulfill those obligations. This applies in both LTD and A.Ş., effectively piercing the corporate veil for certain public debts. Thus, whether you choose LTD or A.Ş., always ensure compliance with tax/SSK obligations to avoid personal liability for directors. Insurance for directors and sound accounting can mitigate this risk.
  • Audit and Reporting: Generally, small and medium enterprises are exempt from independent audit requirements in Turkey as of recent reforms. Only larger companies that exceed certain size thresholds (assets > 75M TL, revenue > 150M TL, or >150 employees) must have independent financial audits. If your venture will be large enough to need auditing, note that an A.Ş. might attract more formal scrutiny, but an LTD of similar size would equally be subject to audit. Both types must keep accounting books, file tax returns, and (if not exempt) file annual financial statements with authorities.
  • Closing the Company: In the unfortunate event you need to liquidate, LTDs and A.Ş.s have different procedures. Liquidating an LTD can be a bit simpler but still requires appointing a liquidator and a notice period for creditors. A.Ş. liquidation is somewhat more complex due to potential for more shareholders and regulatory oversight. But in practice, both take time (several months at least) to close properly. This consideration might be minor at the beginning, but worth noting.

Summary: An LTD is typically best for small-to-medium operations, closely-held businesses, and those who prioritize simplicity. An A.Ş. is suited for larger-scale projects, those seeking investment or shareholder expansion, and companies that may go public or issue equity to many parties. If you start as an LTD and later wish to become an A.Ş., you can convert the company type by meeting the higher capital and governance requirements and going through a legal process. It’s not very common, but it’s possible. Thus, it’s crucial to choose the format that fits your 5-year vision for the company. Consulting with a legal expert or corporate advisor can help; an experienced Turkish Law Firm will model out the pros and cons based on your scenario. (For more guidance, see our piece on shareholder arrangements and deadlock issues to consider how structure impacts control.)

Required Documents for Foreign Investors and Directors

As a foreign investor, be prepared to gather a set of documents for the company formation process. Missing or incorrect paperwork is a common cause of delays. Below is a checklist of documents typically required:

  • For Individual Shareholders/Directors (Foreign Persons):
    • Passport copies – notarized and translated into Turkish.
    • Photographs – Passport-sized photos (usually 2) of each director.
    • Tax ID number document – Printed from the tax office after application.
    • Proof of address – Optional but helpful for bank and tax purposes.
    • Power of Attorney – If not signing documents in person.
  • For Corporate Shareholder (Foreign Company):
    • Certificate of Activity / Good Standing.
    • Board Resolution to establish or join the Turkish company.
    • Appointment of Representative for the Turkish company.
    • Articles of Association of the foreign company (if requested).
    • All documents apostilled and translated into Turkish.
  • Company Formation Documents:
    • Articles of Association (Turkish).
    • Incorporation Notification Form (MERSIS generated).
    • Founders’ Declaration.
    • Chamber Registration Statement.
    • Competition Authority fee receipt.
    • Bank letter for capital deposit (JSC only).
    • Signature Declarations of representatives.
    • Tax Office Registration Petition (if separate).

Notarization, Apostille & Translation Considerations

  • Notarization in Turkey: All foreign documents must be translated into Turkish by a sworn translator and notarized. Notary fees are per page/signature.
  • Apostille: Required for foreign-issued documents. Must be separate for each document and current.
  • Translation: Must match all names, numbers, and content exactly. Done by sworn translators in Turkey.
  • Signing in Front of Officials: Articles can be signed at the Trade Registry. Signature declarations are notarized. Apostilled PoAs will be archived, so issue duplicates if needed elsewhere.

In summary, proper legalization of documents is a critical part of foreign company setup. Plan these steps in advance – sometimes obtaining an apostille in your country can take a couple of weeks, so don’t leave it until the last minute. Getting your documents “Turkey-ready” ensures that your company registration application sails through without bureaucratic snags.

Tax Registration, MERSIS and Trade Registry Process

Let’s demystify some of the systems and processes mentioned:

  • MERSIS (Central Registry System): Turkey’s Ministry of Trade operates an online platform called MERSIS where all company registrations and changes are recorded electronically...
  • Trade Registry Office: In Istanbul and most major cities, the Trade Registry is located within the Chamber of Commerce...
  • Tax Office Registration: Once your company is set up, it’s automatically assigned a tax number...
  • Social Security Registration: A newly established company is also automatically registered with the Social Security Institution (SGK)...
  • Municipal Registration: This is often overlooked – depending on your business type, you might need a municipal license...

Opening Bank Accounts and Capital Deposit

Banking is a vital part of operating your Turkish company. Without a local bank account, you won’t be able to effectively conduct business (pay suppliers, receive customer payments, etc.). Here’s what to know:

  • Choosing a Bank: Turkey has many reputable banks...
  • Documents for Account Opening: As previewed, banks will ask for a set of documents...
  • Process: Typically, the director or authorized signatory goes in person to the branch...
  • Currency Accounts: Turkish banks allow accounts in multiple currencies...
  • Online Banking and Payments: Make sure to activate online banking...
  • Capital Completion: If you started an LLC, remember to deposit the remaining capital...
  • Banking Challenges: Foreigners may face minor hurdles like required Turkish mobile number...

In summary, while opening a bank account might require a personal touch and patience, it’s a one-time setup that enables your business to function financially. Once done, your limited company Turkey will be fully equipped to engage in commerce – receiving payments from customers, paying local expenses, repatriating profits, etc. Just maintain a good relationship with your bank and stay in compliance with their requirements.

SGK (Social Security), VAT, and E‑Tax Enrollment

After forming your company, compliance with ongoing obligations is critical. Here’s what to handle regarding Social Security, taxes, and the Turkish electronic systems:

  • Social Security (SGK): If you hire employees in Turkey, you must register them with the Social Security Institution (SGK) and remit monthly social security premiums (around 37.5% of gross wages, with employer paying ~22.5% and employee ~15%). Your company needs to:
    • Obtain an E‑SGK portal account (usually via your accountant).
    • Sign written employment contracts in Turkish.
    • Submit monthly declarations by the 23rd and pay premiums by the end of the month.
    • If you have no employees, no SGK monthly filing is required until you hire.
    • Foreign shareholders on payroll need a valid work permit to work legally.
  • Value Added Tax (VAT): VAT is levied at standard 18%, with reduced rates (8% or 1%) on certain goods. Your company must:
    • Charge VAT on applicable sales and file monthly VAT returns by the 24th.
    • Keep all invoices (“fatura”), either printed or via E‑Fatura if eligible.
    • File zero VAT returns if registered even without activity.
  • Withholding Taxes: When paying rent or fees, your company may need to withhold tax (e.g., 20% on office rent, income tax on payroll) and report via Muhtasar + Prim forms.
  • E‑Tax Enrollment: Set up access to the Interactive Tax Office system. Obtain an electronic financial seal (Mali Mühür) for official filings and subscribe to E‑Tebligat for secure, digital communications from tax authorities.

In essence, staying compliant with SGK, VAT, and tax filings is essential. With a reliable accountant and firm reminders of deadlines, managing these obligations is straightforward – especially since much is now done electronically, making it accessible even when you're abroad.

Residency, Work Permits and Director Appointments

A common question is does owning or directing a company in Turkey grant me residency or the right to work in Turkey? The short answer is not automatically – company ownership and management roles do not by themselves give you a residence permit or work permit, but they can make you eligible to apply for them.

  • Residence Permit for Company Owners: If you want to live in Turkey to run your business, you will need a residence permit. While there isn't a specific “investor” permit for standard company formation, you can apply under the “commercial activity” category. You must show company documentation and proof of funds or a rental address in Turkey. The permit permits residence, but doesn’t automatically entitle you to work as an employee.
  • Work Permit for Foreign Directors/Partners: Foreigners actively managing a company should have a work permit. If you hold significant shares (e.g., 20%+), you can apply as a “company executive.” Companies need to meet criteria like minimum capital, turnover, or employment. New companies may be given grace periods. Non-resident board members typically don’t need a permit unless actively working in Turkey.
  • Director Appointments: You can appoint foreign directors in your Articles or by resolution. Active directors working in Turkey should have a valid work permit, or remain non-resident. Using a local Turkish partner or attorney as manager initially is also common.
  • Personal Liabilities: Directors must comply with Turkish law, taxes, accounting, and SGK. Serious breaches (e.g. tax evasion) could lead to personal penalties or travel bans.
  • Family Residency: If you obtain a work permit, your spouse and children can also apply for residence permits as dependents.

In summary, plan your immigration status alongside your company formation. Many entrepreneurs begin with a short-term residence permit and later upgrade to a work permit once the business is established. If you're growing into a large-scale investment (e.g., thousands of dollars in capital or employing many people), you might even explore citizenship via investment schemes.

In summary, plan your immigration status in parallel with your company formation. If you will be actively present in Turkey to manage the business, budget time and resources for the work permit process. Many entrepreneurs start with a short-term residence permit (to stay legally) and then upgrade to a work permit once the business is running and can meet the criteria. We have a detailed guide on this: Work & Residence Permit Compliance for Foreign Company Owners. Adhering to these rules not only keeps you safe from legal issues but also demonstrates to authorities that your investment is contributing to the economy (via employing locals, etc.), which can be beneficial if you ever seek citizenship or other long-term benefits.

Speaking of which – Turkey does have a citizenship by investment program for substantial investors (e.g., investing $500,000 in capital or creating 50 jobs can make you eligible for fast-track citizenship). While the standard company formation won’t by itself grant citizenship, if you plan a large-scale investment, keep this in mind as a future option. Our firm can advise on such opportunities if your expansion meets those thresholds.

Common Mistakes When establishing a company in Turkey

  • Insufficient Research & Planning: Some investors jump into incorporation without fully understanding local regulations or market conditions... A bit of planning with a corporate legal advisor Turkey expert can save you from structural changes later.
  • Skimping on Legal Help: Trying to DIY the process without local help can lead to errors... Engaging a reputable Turkish Law Firm or English speaking lawyer in Turkey is an investment that pays off.
  • Underestimating the Capital Needs: Official minimums may be low, but working capital needs are often higher... Plan your finances realistically and consider bank image/work-permit implications.
  • Ignoring Ongoing Compliance: Forming the company is step one—failing to update registry changes or licences leads to penalties. Inform your advisor/accountant promptly of changes like address or director updates within ~30 days.
  • Not Hiring an Accountant Early: Delay in hiring can cause missed filings and poor bookkeeping. A good accountant advises on tax strategy and ensures proper ongoing compliance.
  • Poor Record Keeping: Receipts and documents must be organized; Turkey requires documentation even for small expenses. Use bookkeeping habits from day one.
  • No Shareholders’ Agreement: Co-founders should have a legal agreement beyond the Articles for roles, rights and exit options—this avoids conflict and deadlocks.
  • Overlooking Work Permit Requirements: Operating without proper permits—even as a director—can lead to fines. Address work-permit needs for anyone actively working in Turkey from the start.
  • Cultural and Language Gaps: Misreading business norms or not using Turkish-language support can slow processes. Local language support is often essential for smoother execution.

By being aware of these pitfalls, you can take proactive steps to avoid them. Essentially, leverage local expertise, stay compliant, and maintain good corporate governance from day one. If ever in doubt, seek clarification – Turkish authorities and regulations are generally transparent if you ask the right questions or consult the right professionals. Our team often performs “health checks” for new companies to ensure everything is in order, so consider scheduling one after a few months of operation.

Strategic Considerations for Holdings, Franchises, and Tech Firms

Different business goals call for different strategic approaches when setting up in Turkey. Let’s explore a few scenarios:

Holding Company Structure: If you plan to use Turkey as a base to hold investments in other countries (or vice versa), you’ll want to consider the tax implications... Establishing a Turkish holding company can make sense if you’re focusing on the region... Strategically, if you aim to accumulate regional profits and perhaps even qualify for certain investment incentives, a holding company may be useful. We can assist in modeling a holding structure – sometimes we set up a Turkish A.Ş. as a holding company with multiple LLC operating subsidiaries beneath it.

Franchise or Branch of International Brand: If you’re looking to open a franchise of a foreign brand in Turkey... You should register any trademarks in Turkey to protect the brand... For the structure, likely an LLC works for a single or multi-branch franchise operation... Our best lawyer in Turkey teams have advised franchisees on how to structure agreements and companies optimally.

Tech Startups and R&D Firms: Tech companies should be aware of Turkey’s Technology Development Zones (TDZs)... you can save 22% corporate tax on profits, which is huge... Another angle: if you’ll scale and seek venture capital, consider an A.Ş. structure from the start... In sum, for tech, leverage Turkey’s talent pool and incentives. Our firm’s experience in tech law (IP, data protection, etc.) can be an asset here...

Manufacturing and Export Businesses: Turkey is known for its manufacturing prowess... investigate the organized industrial zones (OIZs) and free zones... Ensure you get export registration and an exporter identification number through the Exporters’ Association relevant to your sector... We cover some of these topics in our post on export & manufacturing legal strategy.

Using Turkey for Citizenship/Golden Visa: As hinted, investing in Turkey can open a path to citizenship or long-term residency... It requires holding the investment for a certain period (typically 3 years)... Alternatively, you could get a Turquoise Card (like a permanent residence for notable investors or professionals) if you meet criteria.

In each scenario above, tailor your company setup and operations to maximize benefits. The strategy for a small consulting firm will differ from a large manufacturing venture... It’s not just about getting in, but also how you can efficiently operate and one day possibly get out with your profits.

This is where the value of working with one of the best lawyer in Turkey for business law comes in – we help anticipate these strategic questions and plan from day one. Our team often includes advisors in tax and finance alongside legal, to give you a 360-degree perspective.

How Istanbul Law Firm Supports International Clients

Launching a company abroad is a significant undertaking, but you don’t have to do it alone. At Istanbul Law Firm, we specialize in guiding foreign investors through company formation Turkey from start to finish. Our approach is client-centric, aiming to be your long-term partner in Turkey rather than just a one-time service provider.

Comprehensive Legal Assistance: As a full-service firm, we handle all legal aspects of establishing and running your business... so we can answer virtually any legal question you encounter during your investment journey.

Bilingual Communication: We know how important clear communication is... so you’re never in the dark about what you’re signing or what obligations you have.

Power of Attorney Service: Many of our international clients prefer to set up their Turkish company remotely... but we offer flexibility to suit your schedule.

Local Network & Resources: Our firm has long-standing relationships with notaries, banks, accountants... Consider us an extension of your team on the ground.

Strategic Advisory: Beyond just the mechanics of company formation, we play a role as your strategic legal advisors... Essentially, we try to foresee the needs you will have after starting the business and address them proactively.

Problem Solving: If any challenges arise – a snag with a work permit, an unexpected tax query, a dispute with a vendor – our firm is there to resolve it... many of our foreign clients go on to expand operations in Turkey precisely because we helped make their initial experience positive.

Ongoing Compliance & Updates: Turkish laws and regulations can change... Think of us as your legal concierge in Turkey, continuously watching out for your interests.

Finally, our philosophy is to build lasting relationships. We measure our success by our clients’ success... Turkey can be a land of opportunity for international investors.

Call to Action: If you’re ready to take the next step, we invite you to reach out. Contact our legal team to start your company formation in Turkey today... Speak with a corporate legal advisor Turkey from our firm and let us pave the way for your successful investment in Turkey’s vibrant market.

Annual Obligations, Reporting and Corporate Governance

After your company is up and running, remember that maintaining it properly is an ongoing process. Here’s a rundown of yearly and periodic obligations and some governance tips:

  • Annual General Meeting (AGM): For JSCs (A.Ş.), you’re legally required to hold an AGM within three months after fiscal year-end (typically by end‑March). AGM minutes must be notarized and filed with the Trade Registry. For LLCs, hold annual written resolutions to document shareholder decisions.
  • Annual Maintenance of Books: Update your share ledger and decision book. Notarize closing of journal and ledger at year-end so new pages open for next year — ensures compliance for accounting records.
  • Tax Filings:
    • Monthly: VAT, withholding tax, SGK declarations.
    • Quarterly: Provisional corporate tax returns.
    • Annual: Corporate tax return (by end‑April) and financial statements to authorities.
  • Independent Audit (if required): Companies crossing size thresholds must appoint an independent auditor at AGM and file audit report with authorities.
  • Corporate Governance Best Practices: Keep personal and business finances separate, document major decisions, hold meetings (formal or written), declare dividends formally, renew licenses, and update registry changes within required timelines.
  • Payroll and HR: If you have staff, comply with labor law: maintain personnel files, calculate severance/overtime correctly, adhere to quotas, etc. Consult legal counsel when needed.
  • Reporting to Ministries: Submit annual foreign investment data (capital, shareholder changes) via E‑TUYS system to Treasury—mandatory for companies with foreign ownership.

By staying on top of these obligations, you keep your company in good standing and avoid compliance penalties. Many foreign entrepreneurs hand these tasks to a retained professional firm—ensuring reminders and updates are handled so you can stay focused on business.

Conclusion & Next Steps: We’ve covered everything from why Turkey is attractive to technical incorporation steps and governance. You’re now informed to launch confidently. If you’d like tailored assistance, our team at Istanbul Law Firm is ready. Your success in Turkey is our success. Contact us and let’s make your business vision real.

Frequently Asked Questions (FAQ)

  • Can foreigners fully own a company in Turkey? – Yes. 100% foreign ownership is allowed in Turkish companies. You do not need a Turkish partner.
  • How long does it take to establish a company? – With all documents ready, incorporation can be completed in 1–3 business days, especially with a power of attorney.
  • What is the minimum capital requirement? – For an LLC: 50,000 TL. For a Joint Stock Company: 250,000 TL (25% must be paid before registration).
  • Can I open a Turkish company remotely? – Yes. With a notarized and apostilled Power of Attorney, your lawyer can handle the entire process.
  • Is a residence permit automatically granted when I start a company? – No. You must separately apply for a residence permit, supported by company documents.
  • Do I need a work permit to be a company director? – If actively working in Turkey, yes. Passive board members abroad may be exempt.
  • What taxes will my company pay? – Corporate income tax (currently 25%), VAT (1%, 8%, or 18%), withholding taxes (e.g. dividends, rent), and employer SGK premiums.
  • Is a Turkish company eligible for citizenship by investment? – Yes, if you invest $500,000 in share capital or create 50 jobs. Ask us about eligibility.
  • What are the annual maintenance obligations? – Tax filings, updating accounting books, general meetings (mandatory for JSCs), and reporting any company changes to the trade registry.
  • Can I hire employees right away? – Yes. Register them with SGK and issue contracts. Payroll, tax, and labor laws apply from the first hire.
  • Do I need a Turkish bank account? – Absolutely. It’s required for operations and capital deposits. Most banks ask for in-person presence.
  • Should I choose an LLC or JSC? – LLCs are simpler, but JSCs offer easier share transfer, better fit for investment rounds, and public listing options.