A Roadmap on Company Formation in Turkey
Turkey’s unique geopolitical position makes it an ideal logistical and commercial hub for businesses looking to bridge the gap between Europe and Asia. If you are considering company formation in Turkey, understanding the regulatory landscape is the first step toward a successful market entry.
Selecting the Optimal Business Entity
Choosing the right legal structure is critical for both tax efficiency and liability protection. While there are several options, foreign investors almost exclusively choose between these two:
Limited Liability Company (LLC/Limited Şirket): This is the standard choice for SMEs due to its simple management and lower maintenance costs. It requires a minimum capital of 50,000 TL, which is payable within 24 months of incorporation.
Joint-Stock Company (JSC/Anonim Şirket): Recommended for large-scale operations or businesses that may eventually list on the stock exchange. It requires a minimum capital of 250,000 TL, and notably, 25% must be deposited and blocked in a bank account before the company is registered.
Step-by-Step Incorporation Process
The process for foreigners is distinct from that of locals, particularly regarding documentation and post-incorporation banking.
Preparation and MERSIS Submission: The company’s Articles of Association must be drafted, detailing the business areas and NACE codes. This information is then submitted through the MERSIS online system.
Trade Registry Registration: Official incorporation occurs at the Chamber of Commerce. Once approved, the company is published in the Trade Registry Gazette, granting it legal personality.
Signature Circular and Notarization: To act on behalf of the company, directors must register their signatures with a notary to create a "signature circular".
Tax Office and Accounting: Under Turkish law, every company must appoint an official certified accountant to manage tax-related legal duties.
Remote Setup and Documentation
One of the most attractive features of company formation in Turkey is the ability to complete the entire process remotely. By issuing a Power of Attorney (PoA), your legal representatives can handle the registration without you having to travel.
Key Documents Required:
Notarized passport translations of all shareholders.
Trade registry documents (if the shareholder is a foreign legal entity).
Potential Tax Identity Number.
Registered office address (physical or virtual).
Cost Considerations
Generally, the initial registration costs for a company with a foreign shareholder are approximately $1,000 USD, covering trade registry fees and notarization. Ongoing maintenance includes the mandatory accountant fee, which typically ranges from $150 to $200 USD per month depending on the location of the company headquarter and volume of business.
For a more technical breakdown, see this comprehensive legal guide to company formation in Turkey.
Written by Cem Arda Tepe from www.tepelawoffice.com
