Contents
Türkiye allows foreign individuals and companies to establish and wholly own Turkish companies on the same terms as Turkish investors. There is no local-partner requirement in most sectors, and formation can be completed without travelling to Türkiye. This guide walks through the process and the points where foreign investors most often lose time.
At a glance
- Common forms
- Limited company (Ltd. Şti.) or joint stock company (A.Ş.)
- Minimum capital
- TRY 50,000 (Ltd.) / TRY 250,000 (A.Ş.)
- Foreign ownership
- Up to 100% in most sectors
- Presence in Türkiye
- Not required — a power of attorney is enough
1. Choose the company type
The limited company is the usual choice for small and medium-sized businesses: lower capital, simpler governance. Its drawbacks are that share transfers need a notary and general assembly approval, and that partners can be held personally liable for unpaid taxes and social security debts in proportion to their shares.
The joint stock company requires more capital and a board of directors, but shares are easier to transfer, shareholders are not personally liable for company debts in the same way, and it is the natural vehicle for outside investment or a future listing. A joint stock company whose capital is five times the statutory minimum or more must retain an in-house or contracted lawyer.
2. Prepare the shareholder documents
- Individual shareholders: a notarised and apostilled copy of the passport, translated into Turkish by a sworn translator.
- Corporate shareholders: a certificate of good standing or trade register extract and a board resolution approving the investment, both apostilled and translated.
- Turkish tax numbers for each foreign shareholder and director, which can be obtained quickly from a tax office.
- A power of attorney if a lawyer will handle the formation — signed before a notary abroad with an apostille, or at a Turkish consulate.
Documents from countries party to the Hague Apostille Convention need an apostille; others require consular legalisation. Most delays in formation come from documents that must be sent back for apostille or corrected translations — check them before sending.
3. Draft the articles of association
The articles are prepared on the MERSİS central registry system. Beyond the mandatory items — trade name, registered office, scope of activities, capital and management — investors should think about clauses that will matter later: share transfer restrictions, pre-emption rights, quorum for important decisions and how deadlock between partners will be resolved. In joint ventures, a separate shareholders’ agreement is strongly recommended.
4. Capital, registration and the first weeks
- Capital and Competition Authority fee
For joint stock companies a quarter of the cash capital is deposited in a bank before registration; a small fee (four in ten thousand of the capital) is paid to the Competition Authority.
- Signing and registration
Founders or their attorney sign the articles before the trade registry officer or a notary; the company acquires legal personality on registration with the trade registry.
- Tax and accounting
The company is registered with the tax office, which inspects the registered address; a certified public accountant must be appointed to keep the books.
- Bank account and social security
A corporate bank account is opened and the company registers with the Social Security Institution before hiring employees.
- Foreign investment reporting
Companies with foreign capital report certain information to the Ministry of Industry and Technology through the electronic incentive system.
5. Work and residence permits
A foreign shareholder who will work in the company, including as a managing director, needs a work permit. Permit applications are assessed against criteria such as paid-in capital, turnover and the number of Turkish employees. Holding shares alone does not require a work permit, but it does not grant one either.
Sector-specific rules
Some activities — banking, insurance, energy, broadcasting, private security, aviation — require licences or have foreign-ownership limits. Real estate in certain zones also requires additional approvals. These should be checked before the scope of activities is drafted.
For ongoing support after formation, see our corporate law page.
How long does it take to set up a company in Türkiye?
Once apostilled and translated documents are ready, registration itself typically takes a few working days. Bank account opening and the tax office inspection may add more time.
Do I need a physical office?
A registered address is required. A virtual office may be accepted in some cases, but tax offices may scrutinise it, and some licences require real premises.
Should we open a branch or a subsidiary?
A branch is not a separate legal entity, so the foreign parent is directly liable for its obligations. A subsidiary limits liability and is often simpler for tax and banking purposes.
This article is for general information only and does not constitute legal advice. Time limits, rates and thresholds may change with new legislation; please have your specific situation assessed by a lawyer before taking action.
Prepared by
Candan Law & Consultancy
An Ankara-based law firm practising since 1997, representing individuals, companies and public-sector contractors in Turkish, English and French.
