HOW TO ESTABLISH A COMPANY IN TURKEY?

Most important step in opening a company in Turkey is the preperation of documents. For the foreigner investors the new Commerciaal Code which came in to force in 2012 recognizes ;

• limidted liability companies

• joint stock companies 

• comandite companies,

• collective companies,

• cooperative companies.

 First of all you need to choose which type of company you want to establish and have the documents drafted and notarized in accordance with law. Bank account and deposition of the capital share is required too. There should be an appointed director or managers as prescribed by legislation. Also submission of the incorporation documents and the details of the shareholders required. Finally you need to obtain tax and VAT numbers. Here are the documents required for establishing company in Turkey;

• A petition to Trade Registration Office

• Establishment Statement to Ministry of Chamber of Commerce

• Signature declaration(s) of person(s) authorised to represent the company 

• Letter of commitment 

• Originals of bank receipts indicating that 1/4 of the amount of the paid in capital of company, is paid to bank account 

• For real person resident abroad: The copy of passport (apostilled) and tax number

• For legal entities resident abroad: Certificate of Activity apostilled and approved by Turkish consulate (original and a copy of notarised Turkish translation)

• Translated and notarized power of attorney which is given to the real person to carry out the establishment process

• Collected stamped and signed bank receipts

Joint Stock companies

• There should be one or more shareholders for establishment of joint stock company.

• Can be formed with a minimum original capital of 250.000 TL

• Have its capital divided into shares and each shareholder's liability is limited to par value of his share capital amount that he has contributed to for the unpaid public debts. Share certificates may be in bearer or registered form.

• Share issue and bond issue rights given only and solely to joint stock companies.

• Joint stock companies are the most common company type in Turkey.

Limited Liability companies

• Can be established with a minimum of one real persons or legal entities and a maximum of fifty.

• Can be formed with a minimum original capital of 50.000 TL.

• The partners of LLC are held responsible to pay the unpaid public debts and liabilities in proportion to their individual share percentage in the capital as a result of a conflict.

• Each shareholder's liability is limited to par value of his share capital amount that he has contributed to for the unpaid public debts.

The Comandite Company

• The comandite company works like the limited partnership in other countries and must be registered by commanditers or limited partners whose liability will be limited to the amount they contributed with at the business and by unlimited partners. 

• There is no necessity to subscribe a minimum share capital for this type of business and the liability for the company’s debt is not shared in the same way for all the shareholders; some shareholder may be liable for the subscribed capital, while other can be fully liable for the company’s debts, in accordance with the provisions of the Article of Association. 

 Collective Company

• The collective company is a form of business formed with no minimum share capital, which is set up as a company with commercial activities. 

• The liability of the members is limited by their contribution to the capital. 

• All the shareholders of a collective company must be real persons.

Also Turkey has Free Trade Agreements signed with Albania, Bosnia and Herzegovina, Chile, Croatia, Egypt, Georgia, Iceland, Israel, Jordan, Lebanon, Liechtenstein, Mauritius, Macedonia, Montenegro, Morocco, Norway, Palestine, Serbia, South Korea, Switzerland, Syria and Tunisia which allow the trade between each of these countries and Turkey with no custom taxes.