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Company Registration inTurkey
Company
Registration in
Turkey
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ABOUT Turkey, officially the Republic of Turkey is
a transcontinental country located mainly
on the Anatolian peninsula in Western Asia,
with a smaller portion on the Balkan
peninsula in Southeastern Europe. East
Thrace, the part of Turkey in Europe, is
separated from Anatolia by the Sea of
Marmara, the Bosporus and
the Dardanelles which straddles Europe
and Asia, is the largest city in the country
while Ankara is the capital. Turkey has the
world's 13th largest GDP by PPP and 19th
largest nominal GDP. The country is among
the founding members of the OECD and
the G20.
The EU – Turkey Customs Union in 1995 led
to an extensive liberalization of tariff rates,
and forms one of the most important pillars
of Turkey's foreign trade policy.
The automotive industry in Turkey is
sizeable, and produced over 1.3 million
motor vehicles in 2015, ranking as the 14th
largest producer in the world.
Facts about investment and business in
Turkey
• a complete VAT refund is granted to
investments of at least TRY 500 million in
Turkey;
• according to the latest statistics, Turkey is the
17th largest economy in the world;
• approximately USD 174.5 billion was the GDP
reported in Turkey this year in June;
• in 2018, Turkey was the 7th most popular FDI
destination of Europe;
• around 34% of the foreign investments were
directed to the finance sector in Turkey in 2018;
• around 24% of the FDI in Turkey were registered
in the manufacturing sector.
A business intending to operate in Turkey as
a foreign investor can establish one of the
following
• Liaison office.
Liaison offices are prohibited from engaging in
commercial activities and are only permitted to
conduct market research and advertise and
promote the foreign investor's business in
Turkey. These offices are an extension of their
foreign parent company and do not have an
independent legal personality. They cannot
acquire rights and incur liabilities through their
own actions.
• Branch office.
Branches do not have a legal personality and
are not fully independent from their parent
company. This means that the foreign parent
company remains liable for the branch's debts.
A foreign investor is directly liable for all the
obligations of the branch irrespective of the
capital allocated to the branch itself
• Turkish subsidiary
It is also an option to incorporate
a Turkish company. The most
common forms of company are
joint stock companies and limited
liability companies .The
procedures for establishing a
company with foreign capital are
fundamentally the same as for
local companies. Therefore, unless
the new company is going to
perform certain specific activities
regulated by a regulatory
authority, no prior authorization is
necessary before incorporation.
Challenges of doing business in Turkey
Dealing Getting
Trading
with Getting Registering Paying Resolving Credit and
Across
Constructio Electricity Property Taxes Insolvency Protecting
Borders
n Permits Investors
TYPES OF Liimiited Liiabiilliity
Companiies (Liimiited
COMPANIES Siirket - LTD)
Commandiite Joiint Stock
Companiies Companiies (Anoniim
(Komandiit Siirket) Siirket - AS)
Cooperatitive Collllectitive
Companiies Companiies
(Kooperatitif Siirket) (Kollllektitif Siirket)
Types of Companies
• 1. Joint Stock Company.
The company’s stock capital is divided into shares and the
liability of the shareholders is limited to the subscribed
capital and paid by the shareholder. At least one
shareholder (real person or legal entity) and a minimum
capital of TRY 50,000.00 (fifty thousand) are mandatory.
The mandatory company shall include a general assembly
and a board of directors.
2. Limited Liability Company.
It is a company established with at least one shareholder
(real person or legal entity) and the liability of the
shareholders is limited to the subscribed capital and paid
by the shareholder. A minimum capital of TRY 10,000.00
(ten thousand) is mandatory. The company shall be
managed and represented through the general assembly
and directors.
• 3. Limited Partnerships.
It is a company established to operate a commercial enterprise under a trade name. Whereas
the liability of some shareholders is limited to the capital subscribed and paid by the
shareholder, for some shareholders there is no limitation of liability (commandite). Legal
entities can only be commanditer [Limited Partners]. No minimum capital is required. The
rights and obligations of the shareholders are determined by the articles of association of the
company.
4. Collective Company.
It is the company established to operate a commercial enterprise under a trade name and, the
liability of none of the shareholders is limited only to the capital subscribed and paid by the
shareholder. No minimum capital is required. It is mandatory that all shareholders shall be
real persons. The rights and obligations of the shareholders are determined by the articles of
association of the company.
5. Cooperative Company.
The cooperative companies are defined under Cooperative Law No.1163 as the partnerships
having the legal personality which are established by at least 7 partners consisting of real
persons or legal entities with a convertible partner and capital structure, for the purposes of
ensuring and protecting certain economic interests and especially manpower and financial
injects made for professional and livelihood necessities of the partners in mutual assistance,
solidarity and security.
Minimum Share Capital
A Limited Liability Company A Joint Stock Company
(LS) (AS)
10.000 TRY 50.000 TRY.
The main steps to register a
company in Turkey
There are 4 main steps are required in order
to incorporate a legal entity in Turkey:
• After elaborating and signing the articles of association,
the document must be notarized along with the
signature declaration of the managers and the
commercial books of the entity.
• 0.04% from the capital has to be deposited at
the Competition Authority and the minimum share
capital has to be deposited in a bank, which will issue a
certificate of paid-in capital.
• After that, the applicant must comply to the
requirements of the Trade Registry Office and file the
incorporation notice form, commitment letter, and
Chamber registration statement.
• The company must register for taxation
purposes, obtain a VAT number with the tax authorities
and register with the social security administration – all
steps are completed at once.
What documents are required for the
incorporation of a company in Turkey?
The following documents are
required for the company
registration process in Turkey:
• the company’s memorandum and
articles of association of the
company;
• the notarized copies of the
identification papers of the
company’s shareholders;
• the notarized copies of the
identification papers of the
company’s directors;
• the notarized copies and original
form of the declaration of the
establishment of the business.
Other requirements are:
• the original receipt from the bank, proving
that the 0,04% from the capital were
deposited to the Competition Authority,
• the certificate of deposit of the minimum
capital.
ADVANTAGES OF REGISTRATING A
COMPANY IN TURKEY
• A strategic hub of commerce
between Asia and Europe;
• Geo-politically strategic location;
• Stable economy and well developed
banking system;
• Energetic and competitive workforce;
• Government subsidies and Free Trade
zone benefits;
• Hugely demanding domestic market;
• Integrated regulations with the
European Union;
• Easier access to both African and
Middle East markets.
Incentives
Customs Duty
Corporate Tax
VAT Exemption
Exemption Reduction
Sociiall Securiity Sociiall Securiity Income Tax
Premiium Support Premiium Support Wiithholldiing
(Emplloyer''s Share) (Emplloyee''s Share) Support.
Interest Rate
Land Allllocation.
Support
THANK YOU
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