In this article, we will explore a basic guide for Company Formation in Turkey. Turkey’s strategic location bridging Europe and Asia, coupled with its dynamic economy and investor-friendly policies, makes it an attractive destination for entrepreneurs. The government has streamlined procedures to facilitate business setup, offering incentives and a simplified registration process.
Types of Companies in Turkey
Under the Turkish Commercial Code, businesses can be established in various forms. The most common types are:
1. Limited Liability Company (Ltd. Şti.)
Key Features:
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Shareholders: 1 to 50 individuals or legal entities.
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Minimum Capital: 50,000 TRY.
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Liability: Shareholders’ liability is limited to their capital contribution.
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Management: Managed by one or more managers appointed by the shareholders.
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Suitability: Ideal for small to medium-sized enterprises.gurcanpartners.com
2. Joint Stock Company (A.Ş.)
Key Features:
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Shareholders: Minimum of 1; no maximum limit.
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Minimum Capital: 250,000 TRY.
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Liability: Shareholders’ liability is limited to their share capital.
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Management: Managed by a Board of Directors.
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Suitability: Suitable for larger businesses, especially those considering public offerings.
Steps for Company Formation in Turkey
Establishing a company in Turkey involves several key steps:
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Choose the Company Type: Decide between a Limited Liability Company (Ltd. Şti.) and a Joint Stock Company (A.Ş.) based on your business needs.
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Register with MERSIS and Obtain a Potential Tax Number: Begin by registering your company through the Central Registration System (MERSIS). For foreign investors, obtaining a potential tax identification number from the relevant tax office is a prerequisite for MERSIS registration. This number is essential for subsequent procedures, including opening a bank account and registering with the trade registry.
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Prepare and Sign the Articles of Association: Draft the company’s Articles of Association, which outline the company’s structure and operations. These can be signed either at the Trade Registry Directorate or before a notary public.
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Deposit the Required Capital: For Joint Stock Companies, at least 25% of the subscribed capital must be deposited into a bank account opened in the company’s name prior to registration. The remaining amount must be paid within 24 months. For Limited Liability Companies, the entire capital can be paid within 24 months following the company’s registration.
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Register with the Trade Registry Directorate: Submit all necessary documents, including the signed Articles of Association and proof of capital deposit, to the Trade Registry Directorate to complete the registration process.
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Register for Taxes and Social Security: After registration, obtain a tax identification number for the company and register with the Social Security Institution if you plan to hire employees.
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Obtain Necessary Licenses and Permits: Depending on your business activities, you may need to acquire specific licenses or permits from relevant authorities.
By following these steps, you can successfully establish a company in Turkey. If you require assistance with any part of this process, feel free to contact us for professional support tailored to your business needs.
To ensure that the company formation process in Turkey is managed correctly and efficiently, seeking the assistance of a qualified lawyer is highly beneficial. A legal professional can guide you through each step, ensuring compliance with Turkish laws and regulations, and help prevent potential issues that may arise during the establishment of your business.
