Company Formation and Company Establishment in Turkey: What It Means
In Turkey, company formation and company establishment refer to the same process, known locally as şirket kuruluşu: choosing the company type, preparing the articles of association and founder documents, filing the application through MERSIS, and having the company registered (tescil) by the Trade Registry Office. Under the Turkish Commercial Code, an LLC or JSC acquires legal personality on registration. [2]
Foreign investors can generally own all shares in an ordinary Turkish LLC or JSC without a local shareholder. The minimum capital for an LLC is TRY 50,000, payable within 24 months after registration; for a JSC it is TRY 250,000, with at least 25% of subscribed cash capital paid before registration. Trade Registry timing depends on the completeness of the file and local process. A power of attorney can allow many formation steps to be handled remotely, while banks make their own attendance and onboarding decisions. A separate deduction may apply to qualifying service-export earnings; eligibility and the domestic minimum corporate tax must be assessed for the specific company.
Company Formation & Registration in Turkey (2026): Key Requirements & Fast Facts
Turkey provides direct access to European, Middle Eastern, and Central Asian commercial markets. Under Foreign Direct Investment (FDI) Law No. 4875, international founders receive equal treatment with domestic investors, enabling full foreign ownership without mandatory local partners. [1]
Whether you are establishing a software export startup, an international trading hub, or a regional subsidiary, most registration steps can be handled remotely and budgeted item by item once the founder documents are in order.
Looking for a Remote Company Setup?
You do not need to fly to Istanbul for the registration itself. With a Power of Attorney (PoA) signed at a Turkish consulate, or signed before a local notary and apostilled or consular-legalised, Celikel CPA handles your MERSIS application, Trade Registry filing, registered address and tax office activation on your behalf. Banks may still ask the authorised signatory to visit a branch. Learn how remote company formation works →
How to Register a Company in Turkey: 5-Step Process
Company registration in Turkey follows five steps that connect legal incorporation with tax activation, virtual office compliance, and corporate banking. Whether you want to open a company in Turkey remotely or complete a full business setup in Turkey, these five steps cover company establishment itself and the tax, banking and accounting setup that follows it. [4] [5]
Entity Structure & Power of Attorney (PoA)
Choose between an LLC (Limited Şirket) and a JSC (Anonim Şirket). For remote setup, sign a formation Power of Attorney for your representative either at a Turkish consulate (no apostille needed) or before a local notary with an apostille or consular legalisation, followed by sworn translation and notary approval in Turkey.
Remote setup via PoA guide →Registered Address & Virtual Office Setup
Secure the registered address: an office lease, a title deed, or a suitable virtual or serviced-office agreement. Many service businesses use an Istanbul virtual office, but the address must suit the activity and pass the tax office's start-of-business inspection (yoklama).
Virtual office registration guide →MERSIS Drafting & Trade Registry Filing
Draft the articles of association in MERSIS and select NACE activity codes. Pay the Competition Authority share (0.04% of capital) and, for a JSC, deposit at least 25% of the cash capital. Founder signatures are approved and the file, with sworn translations, goes to the Trade Registry Directorate (in Istanbul, part of the Istanbul Chamber of Commerce, İTO).
MERSIS & registry workflow →Registration, Trade Registry Gazette Announcement & Tax Activation
On registration the company acquires legal personality and the registration is announced in the Türkiye Ticaret Sicili Gazetesi. The registry certificate (ticaret sicil tasdiknamesi) and the chamber's activity certificate (faaliyet belgesi) are separate documents issued on request. The share ledger and general assembly meeting book open automatically in the Ministry of Trade's ETDS. The tax office then inspects the address (yoklama) and activates the tax registration and tax plate (vergi levhası).
Tax registration & NACE rules →Corporate Bank Account & Accounting Onboarding
Obtain the notarised signature circular (imza sirküleri), apply for corporate TRY/USD/EUR bank accounts, and set up e-Defter bookkeeping, e-document readiness and the monthly VAT and withholding filing calendar with your CPA.
Corporate bank account guide →LLC vs. Joint Stock Company (JSC): Which Company Type Fits Foreign Investors in Turkey?
Many international investors choose a Limited Liability Company (LLC / Limited Şirket) because of its lower statutory capital and simple management. A Joint Stock Company (JSC / Anonim Şirket) is often preferred for larger capital investments, VC funding, more flexible share transfers, or multinational holding subsidiaries. [2]
| Feature / Requirement | Limited Liability Company (LLC / Ltd. Şti.) | Joint Stock Company (JSC / A.Ş.) |
|---|---|---|
| Minimum Statutory Capital | TRY 50,000 | TRY 250,000 (TRY 500,000 initial capital if a non-public JSC adopts the registered-capital system) |
| Capital Payment Timing | No payment required before registration; full amount within 24 months | At least 25% of cash capital before registration (TRY 62,500 at the minimum), balance within 24 months |
| Number of Shareholders | 1 to 50 (individuals or legal entities, Turkish or foreign) | At least 1, no upper limit (individuals or legal entities) |
| Governance & Management | Managed by one or more Company Managers (Müdür) | Governed by a Board of Directors (Yönetim Kurulu) with at least one member |
| Share Transfer Mechanics | Written transfer agreement with notarised signatures, general assembly approval (as a rule) and Trade Registry registration | More flexible; depends on whether share certificates are issued and on the articles of association |
| Capital Gains on Share Sale | Taxable as business or capital-gains income; the two-year rule for share certificates does not apply to LLC shares | For individual shareholders, gains on JSC shares (hisse senedi) held for more than 2 years fall outside income tax; corporate and non-resident shareholders follow separate rules [10] |
| Best Suited For | E-commerce, IT/consulting, SaaS, trading, single-founder startups | Holding companies, VC-backed tech startups, large industrial projects |
Want an in-depth breakdown? Explore our detailed comparison guide on LLC vs JSC in Turkey or read our step-by-step LLC registration guide.
Other Company Types and Entry Structures in Turkey
Beyond LLCs and JSCs, foreign investors can enter the Turkish market through branch offices, liaison offices, or sole proprietorships. Each structure serves different commercial objectives and carries distinct legal, tax, and operational implications.
Branch Office (Şube)
A branch office is not a separate legal entity; it operates as an extension of the foreign parent company, which bears unlimited liability for all branch obligations. No minimum capital is required. A branch can conduct commercial activities and generate revenue, but only within the parent company's registered scope. Branch profits are subject to Turkish corporate income tax (25%) and a 15% withholding on profits transferred to the head office, which a double tax treaty may limit. [16]
Liaison Office (İrtibat Bürosu)
A liaison office is the lightest market-entry structure, licensed by the Ministry of Industry and Technology. It cannot engage in commercial activities: no invoicing, no revenue generation, no contract signing. Permitted activities include market research, supplier identification, and parent-company representation. Because it cannot earn commercial income, it has no trading profit to tax; payroll and social-security obligations for any staff are assessed separately. It suits market exploration before committing to a subsidiary.
Sole Proprietorship (Şahıs Şirketi)
A sole proprietorship is a business structure where the owner and the business are not legally separated. The owner is personally liable for all business debts with no limited liability protection. It is opened with a start-of-business notification to the tax office, which can be started through the Digital Tax Office or e-Devlet, plus trade-registry or tradesmen-registry registration depending on the activity. No minimum capital is required. Profits are taxed under the progressive income-tax tariff of 15% to 40%; for 2026, income up to TRY 400,000 falls within the 15% and 20% brackets. A resident individual who opens a business for the first time before turning 29 may qualify for the young entrepreneur exemption: for three tax years, business income up to the second-bracket amount (TRY 400,000 for 2026) is exempt if the statutory conditions are met. [10] A foreign national needs a valid residence permit and an independent work permit from the Ministry of Labour and Social Security before starting the business; a residence permit alone does not authorise self-employment. [12] The unlimited personal liability makes this structure generally not recommended for foreign investors seeking asset protection. It is best suited for freelancers, consultants, and small businesses with low risk exposure.
Key features: No separate legal entity, no minimum capital, personal liability for all debts, progressive income tax (15–40%), start-of-business notification to the tax office; foreign nationals need a residence permit and an independent work permit.
| Structure | Separate Legal Entity | Commercial Activities | Foreign Ownership | Minimum Capital | Liability |
|---|---|---|---|---|---|
| LLC (Ltd. Şti.) | Yes | Yes | Up to 100% | TRY 50,000 | Limited to capital |
| JSC (A.Ş.) | Yes | Yes | Up to 100% | TRY 250,000 | Limited to capital |
| Branch Office (Şube) | No (part of parent) | Yes | Parent company | None (budget recommended) | Unlimited (parent liable) |
| Liaison Office | No | No (non-commercial) | Parent company | None | Parent company |
| Sole Proprietorship | No | Yes | Foreign individuals need a residence permit and an independent work permit (Ministry of Labour) | None | Unlimited (personal) |
Company Formation Costs in Turkey (2026 Cost Breakdown)
A transparent incorporation budget separates official government registry fees from operational launch costs and statutory monthly accounting.
Registry, chamber, notary and translation tariffs change during the year and vary by city, capital and number of documents, so this page lists the cost items rather than fixed amounts. The one statutory formula is the Competition Authority share; every other line is quoted per file.
1. One-Time Setup Costs
- Trade Registry, Chamber & Gazette Charges: Registration, Trade Registry Gazette announcement and chamber (in Istanbul, İTO) entry charges under the tariffs in force for the year.
- Competition Authority Share: 0.04% of the subscribed capital of a new LLC or JSC (e.g., TRY 20 for a TRY 50,000 LLC). [13]
- Notary Fees: Founder signature approvals, signature declaration and signature circular, PoA and certified copies; based on the notary tariff and the number of documents.
- Sworn Translation, Apostille & Courier: Only where founders or documents are foreign; depends on the issuing country and document volume.
- Commercial Books: For companies registered on or after 1 January 2026, the share ledger and the general assembly meeting book are opened automatically in the Ministry of Trade's Electronic Commercial Books System (ETDS) on registration [8], and an LLC or JSC keeps its journal and general ledger as e-Defter from the start of business [9]. Books kept on paper still need an opening certification: typically the inventory book, unless the company applies through the Digital Tax Office to keep it as e-Defter [18], and a board (or managers') resolution book that the company chooses not to keep in ETDS. At incorporation the Trade Registry Directorate certifies an LLC's or JSC's paper books; certifications needed in later years are made by a notary. [2]
- Company Stamp (Kaşe): Ordered from a private stamp maker after registration; it is not produced by a notary or the registry.
- CPA Formation & MERSIS Filing Fee: Professional advisory, drafting articles, and filing coordination (quote provided within 24 hours).
- Initial Capital Deposit: No payment before registration for an LLC (TRY 50,000 payable within 24 months); for a JSC, at least 25% of cash capital (TRY 62,500 at the statutory minimum) is deposited before registration.
2. Ongoing Monthly Operating Expenses
- Registered Address: Own office, serviced office or suitable virtual office; virtual-office pricing depends on the provider, district and services included.
- Monthly Certified CPA (SMMM) Fee: Depends on transaction volume, payroll and e-document setup, and is subject to the professional minimum fee tariff that TÜRMOB prepares and the Ministry of Treasury and Finance approves.
- Stamp Tax on Returns: Each tax return bears a fixed stamp tax amount that GİB updates every year.
- Corporate Banking Fees: Account and transaction charges vary by bank and package.
- E-Signature, Financial Seal & E-Document Services: Certificate fees and, where used, a licensed integrator or accounting-software subscription for e-Defter and e-invoice/e-archive.
- Payroll & SGK: Only once the company employs staff.
Important Fact on Minimum Capital
The TRY 50,000 minimum capital for an LLC is not a fee paid to the state or advisor. It is your own working capital that remains in your company's bank account for operating expenses. See our detailed Company Formation Cost in Turkey Guide.
Virtual Office Solutions for Foreign Investors in Istanbul
Every company must have a registered address (company seat) that suits its activity. For foreign founders who do not need storage, production or a storefront, a Virtual Office (Sanal Ofis) in Istanbul is often a practical option, provided the tax office's start-of-business inspection accepts the address.
Used by Many Service Businesses
A virtual or serviced-office agreement can serve as the registered address for many service businesses. The tax office's address inspection (yoklama) decides whether it fits the activity; it is not suitable for warehousing, manufacturing, licensed health services or physical retail.
Lower Fixed Overheads
No long-term commercial lease or large security deposit. Whether rent withholding (stopaj) and VAT apply depends on whether the agreement is a lease or a service contract, so review it before signing.
Mail & Meeting Rooms
Mail reception and forwarding, and access to meeting rooms depending on the provider and location, for example in Levent, Maslak or Kadıköy.
Read our full guide on Virtual Office Setup & Registered Addresses in Turkey.
Tax Treatment of Qualifying Service Exports
Turkey provides substantial corporate tax incentives for cross-border software, tech, and professional service companies.
Service Export Deduction (KVK Article 10/1-ğ)
For tax periods beginning on or after 1 January 2026, Decision No. 11257 sets the deduction rate under KVK Article 10/1-ğ at 100% of qualifying service-export earnings [3]. This is an income deduction, not an exemption on gross invoices. The listed service, foreign customer, foreign-use, invoicing and transfer conditions must be met; the domestic minimum corporate tax is calculated separately. [7]
- Software services, including SaaS and mobile applications
- Architecture, engineering & design
- Data storage, data processing & data analysis
- Call-centre services
- Medical reporting, bookkeeping, product testing & certification
The service must be provided in Turkey to a customer resident abroad and used exclusively abroad, invoiced to that foreign customer, and the earnings must be transferred to Turkey by the corporate tax return deadline. [16]
The deduction does not guarantee a zero or fixed effective rate. A company that starts business for the first time is outside the domestic minimum corporate tax for the accounting period in which it starts and the following two periods; companies formed by merger, transfer, conversion or demerger do not count as newly started. After that period, the service-export deduction cannot be deducted from the minimum-tax base, so the company must calculate the minimum tax and document qualifying earnings separately. [16] [7] Read the 2026 tax-incentive guide →
Technology Development Zones (Teknoparks)
A company operating within an accredited Technology Development Zone (Teknopark) can use the incentives of Law No. 4691, currently available until 31 December 2028: [15]
- Corporate tax exemption on earnings derived exclusively from software, design and R&D activities in the zone; this exemption is also deducted when calculating the domestic minimum corporate tax
- VAT exemption for qualifying application software developed exclusively in the zone (VAT Law provisional Article 20)
- Income tax and stamp tax relief on the wages of R&D, design and support personnel working in the zone, within statutory limits
- Social security employer-share support for qualifying personnel, subject to its own conditions
Discover our guide on Teknopark company setup and R&D tax incentives in Turkey.
Standard Corporate Tax Rates in Turkey (2026)
The standard Turkish corporate income tax rate is 25% (30% for banks and the other financial and project companies listed in the law). Earnings derived exclusively from exports are taxed at a rate 5 points lower; this applies to the export earnings, not to the company's other income. Manufacturing earnings of companies holding an industrial registry certificate have a separate reduced rate, which Law No. 7582 sets at 12.5% for such earnings (and for agricultural production earnings) from 2027. [16] Explore our complete Corporate Tax in Turkey (2026 Guide).
Can Foreigners Form a Turkish Company 100% Remotely?
Yes, in most cases the registration itself can be completed without travelling to Turkey. Foreign founders can authorise a representative instead of signing the incorporation documents in person.
By issuing a properly scoped Power of Attorney (Vekaletname) to Celikel CPA, we can complete the registration steps on your behalf:
- Obtaining Turkish Potential Tax Identification Numbers (Vergi Kimlik Numarası)
- Submitting articles of association on MERSIS
- Filing with the Trade Registry Directorate (in Istanbul, part of İTO)
- Securing your registered address or virtual office contract
- Activating your tax registration and tax plate (Vergi Levhası)
Banks make their own decisions: a bank may still ask the authorised signatory to attend a branch for account opening or internet-banking activation.
Documents Required for Company Registration and Formation in Turkey
Documentation requirements differ depending on whether the shareholder is an individual foreign entrepreneur or an existing foreign corporate parent company.
| Document Area | Foreign Individual Shareholder | Foreign Corporate Shareholder (Subsidiary) |
|---|---|---|
| Identity & Legal Standing | Valid passport copy (translated and notarized in Turkey) | Certificate of Good Standing / Commercial Register Extract (apostille or consular legalisation) |
| Tax Registration | Turkish potential tax number (arranged online by CPA) | Turkish tax number for parent company & designated legal representatives |
| Corporate Resolutions | Not required (Individual founder instructions) | Parent Board/Shareholder Resolution authorizing Turkish investment & capital |
| Representation & PoA | Formation Power of Attorney: signed at a Turkish consulate (no apostille), or before a local notary with an apostille or consular legalisation | Corporate Power of Attorney signed by authorized parent signatories (apostille or consular legalisation) |
| Signatory Specimen | Signature declaration issued at notary or consulate | Authorized signature circular of parent company representatives |
| Address Agreement | Virtual office or physical office lease contract | Virtual office or physical office lease contract in company name |
Documents issued abroad need the correct apostille or consular-legalisation chain, a sworn Turkish translation and notary approval in Turkey; documents executed at a Turkish consulate do not need an apostille. A Turkish residence permit is not required to found a company or hold its shares.
Check out dedicated guides: LLC formation for individual foreigners or registering a Turkish subsidiary for foreign corporations.
Post-Registration: What to Do After Company Incorporation
Trade Registry registration is the beginning, not the end. A Turkish company must complete several critical post-registration steps before it can legally operate, invoice, hire, and trade. [6]
Tax Office Registration & Tax Plate (Vergi Levhası)
The Trade Registry passes the registration to the tax office, which carries out an address inspection (yoklama) and opens the company's corporate tax, VAT (KDV) and withholding registrations. The tax plate (Vergi Levhası) and Digital Tax Office access follow. Timing depends on the tax office's inspection schedule.
Social Security Institution (SGK) Registration
If the company will hire employees, it files the SGK workplace registration and, as a rule, submits each employee's start-of-employment notification before the employee starts work. Premiums are shared between employer and employee at the rates set by Social Security Law No. 5510, and incentives can reduce the employer's cost. Whether shareholders and managers are insured, and under which status, is assessed separately.
E-Defter, E-Invoice & E-Archive
LLCs and JSCs keep their books on the balance-sheet basis, and balance-sheet taxpayers must keep their journal and general ledger as e-Defter from the date they start business. [9] The inventory book can also be kept as e-Defter on application; otherwise it is kept on paper. [18] Whether the company must also use e-invoice (e-fatura) and e-archive (e-arşiv) depends on turnover, sector and invoice amounts; companies below the thresholds can join voluntarily. Most companies run e-documents through a licensed integrator or their accounting software, together with an e-signature or financial seal (mali mühür).
Electronic Notification (e-Tebligat) and KEP
As private-law legal entities, companies must receive official notifications electronically under Article 7/a of the Notification Law; the address in the National Electronic Notification System (UETS) is created by PTT using registry data. [14] Corporate taxpayers also receive tax notifications through GİB's e-Tebligat system. A KEP (registered electronic mail) address is a separate, optional tool that many companies use for formal commercial notices.
Exporters' Association Membership
Exporters must be members of the relevant Exporters' Association (İhracatçı Birliği) under Law No. 5910. [17] If the company will export goods, arrange the membership and the customs procedures before the first shipment.
Ultimate Beneficial Owner (UBO) Notification
The company notifies the Revenue Administration (GİB) of its ultimate beneficial owners: as a rule, the natural persons holding more than 25% of the shares; otherwise, those who ultimately control the company or, failing that, its most senior executives. A new taxpayer notifies within one month of its tax registration, later changes are notified within one month, and corporate taxpayers also report this information with their provisional and annual corporate tax returns. [19]
Foreign Direct Investment Reporting (E-TUYS)
Companies covered by FDI Law No. 4875 report to the Ministry of Industry and Technology through its E-TUYS system, using an authorised user: investor and shareholder details within one month of authorisation, an activity information form by the end of May each year, a capital information form within one month of a capital payment made on a capital increase or share transfer, and an updated shareholder list within one month of a share transfer or capital change. [20] E-TUYS reporting guide →
Corporate Bank Account Opening
With the registry documents, tax plate and notarised signature circular in hand, the company applies for corporate bank accounts (TRY, USD, EUR). Each bank runs its own AML/KYC review, and timing varies by bank. The authorised manager may need to attend a branch in person. Some banks request additional documentation: business plan, source of funds, ownership chart, and projected transaction volumes.
Monthly Compliance Calendar
Filing obligations start with registration, even before the company earns revenue. Under GİB's published filing schedule: [11]
- VAT (KDV) Return: Filed monthly by the 28th of the following month, including months without transactions.
- Withholding and Social Security Return (Muhtasar ve Prim Hizmet Beyannamesi): Filed by the 26th of the following month for months in which tax was withheld or insured employees are reported; it combines the withholding return and the monthly SGK premium and service report.
- Provisional Corporate Tax Return: Filed quarterly by the 17th of the second month after each quarter.
- E-Defter: Ledger files and their GİB berat files are uploaded within the periods set by the e-Defter rules.
- Annual Corporate Tax Return: Filed in the fourth month after the fiscal year end; GİB's schedule runs to the last day of that month (30 April for calendar-year companies).
GİB can extend specific deadlines, so check the official tax calendar each month. Late filing can lead to tax penalties and late-payment interest; working with a licensed CPA (SMMM) from the first month prevents costly compliance gaps.
Common Pitfalls to Avoid When Registering a Turkish Company
Avoid these common mistakes foreign founders make during incorporation in Turkey.
1. Choosing Inaccurate NACE Activity Codes
MERSIS NACE codes dictate your tax liabilities, licensing prerequisites, and banking onboarding risk profile. Picking an incorrect code can block corporate bank account opening or require costly articles amendments.
2. Assuming Company Ownership Equals a Work Permit
Owning a company does not grant an automatic right to work in Turkey. If a foreign shareholder or manager will actually work in Turkey, a separate work permit is needed from the Ministry of Labour and Social Security, which assesses criteria such as the company's paid-up capital, the foreigner's capital share and Turkish employment. See our Work Permit in Turkey Guide.
3. Underestimating Bank AML/KYC Scrutiny
Trade Registry registration follows from a complete and compliant file, but Turkish banks conduct their own rigorous AML/KYC checks. Unprepared business models, complex offshore layers, or unclear ultimate beneficial owners (UBO) cause delays. Read our Bank Account Guide.
4. Missing First-Month Tax Filing Deadlines
Under Turkish tax law, bookkeeping and filing obligations start with registration: the VAT return is due even for months without transactions, and withholding returns follow as soon as salaries or other withholding payments begin. Working with a licensed CPA from the first month helps prevent late-filing penalties.
Why Work With Celikel CPA? (Licensed SMMM vs. Unregulated Brokers)
In Turkey, keeping books and preparing financial statements and tax returns for businesses as an independent professional is the licensed field of Certified Public Accountants (SMMM) under Law No. 3568, and only licensed members registered with a chamber of TÜRMOB (Union of Chambers of Certified Public Accountants of Turkey) may use the title.
Many online intermediary brokers outsource accounting to third parties, causing communication breakdown and hidden fees. At Celikel CPA, your company is handled directly by licensed professionals from Day 1.
- Licensed TÜRMOB Member: Led by Yiğit Çelikel, SMMM (Union of Chambers of Certified Public Accountants of Turkey).
- End-to-End Coordination: Formation, virtual office, tax activation, banking support, and monthly bookkeeping under one roof.
- Multilingual Support: Fluent English, Russian, and Turkish communication.
- Service-export tax review: Assess qualifying income deductions, transfer evidence and treaty issues.
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Free Planning Resources & Checklists
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Doing Business in Turkey 2026 (PDF Guide)
A practical guide to corporate structures, taxation, service-export deductions, payroll costs and permanent establishment rules.
Download Guide (PDF) →Company Formation Document Checklist
Step-by-step document checklist for individual foreign founders and foreign corporate parent entities setting up in Turkey.
Download Checklist (PDF) →Frequently Asked Questions (FAQ)
Can a foreigner own 100% of a Turkish company?
Yes, a foreign individual or foreign legal entity can generally own 100% of a Turkish company in ordinary, unregulated sectors. The Foreign Direct Investment Law applies an equal-treatment principle to international investors, so a Turkish shareholder is not normally required. Activities such as banking, insurance, energy or other regulated businesses can have separate licensing, capital or ownership conditions and should be reviewed before the structure is selected.
Is a Turkish partner required to start a company in Turkey?
No, a Turkish partner is not normally required to establish an LLC or JSC in Turkey. A foreign investor can usually be the sole shareholder, and a foreign corporate parent can own the Turkish subsidiary directly. A local partner should be added only for a genuine commercial or regulatory reason, not simply to complete the registration. Regulated sectors and special licenses still need a separate ownership review.
What is the difference between company formation, company establishment and company registration in Turkey?
Formation and establishment are used interchangeably in English; both describe the whole process of setting up a Turkish company, known in Turkish as şirket kuruluşu. That process covers choosing the company type, preparing the articles of association, founder and manager documents and capital arrangements, and filing the application through MERSIS. Company registration (tescil) is one step within it: the Trade Registry Office records the company, which acquires legal personality on registration under the Turkish Commercial Code, and the registration is announced in the Turkish Trade Registry Gazette. Tax registration, accounting, e-document setup and banking follow, so registration alone does not make the company ready to invoice, bank or hire.
How long does company formation in Turkey take?
The Trade Registry filing can move quickly once a complete and acceptable file is ready, but the total project has several separate clocks. Foreign document preparation, apostille or consular legalization, sworn translation, tax activation and bank KYC can take longer than registration itself. A realistic schedule should therefore separate the registry date from the date when the company is ready to bank, invoice, hire and meet its first compliance obligations. In practice, a complete file typically clears the registry stage in 3 to 5 business days and the whole project often takes 2 to 4 weeks, but neither is guaranteed: the registry's workload, the foreign document chain and bank onboarding drive the actual timeline.
What documents does a foreign individual need to register a company in Turkey?
A foreign individual typically needs a passport copy, a Turkish tax identification number, founder and manager information, and a formation power of attorney if the process will be handled by a representative. Documents issued abroad may require notarization, apostille or Turkish consular legalization, followed by sworn Turkish translation and notarization. Residence details, signature documents and additional evidence can be required depending on the person's role and the filing route.
What documents does a foreign corporate shareholder need?
A foreign corporate shareholder normally needs a current activity or good-standing certificate, a resolution approving the Turkish investment, evidence identifying the parent company's authorized signatories, and a corporate power of attorney where a representative will act. The documents usually require the correct apostille or consular legalization chain and Turkish translation. Banks can separately request an ownership chart, ultimate-beneficial-owner information, group activity and source-of-funds evidence.
What is the minimum capital for an LLC and JSC in Turkey?
The current statutory minimum capital is TRY 50,000 for a Turkish LLC and TRY 250,000 for a Turkish JSC; a non-public JSC that adopts the registered-capital system needs an initial capital of at least TRY 500,000. LLC capital may be paid within 24 months after registration. For a JSC, at least 25% of subscribed cash capital must be paid before registration and the balance within 24 months. Capital belongs to the company and should not be confused with registry charges or professional formation fees.
Can I set up a company in Turkey remotely?
Yes, many foreign investors can complete the company registration process through a properly drafted power of attorney. The document can authorize tax-number, MERSIS, Trade Registry and selected post-registration procedures. A power of attorney signed at a Turkish consulate does not need an apostille. One signed before a foreign notary needs an apostille (in Hague Apostille Convention countries) or consular legalization, and is then translated by a sworn translator and approved by a notary in Turkey. Remote registration does not mean every later step is remote, because a bank may still request in-person verification from the authorized signatory.
Is a corporate bank account guaranteed after registration?
No. Company registration creates the legal entity but does not require a bank to approve its account. Each bank applies its own KYC, beneficial-ownership, source-of-funds and business-model review. Foreign-owned companies may need to provide corporate records, ownership charts, contracts, projected transactions and signatory information. Some banks may also request an in-person visit even where the company was registered remotely through a valid power of attorney.
Does company ownership grant a work permit in Turkey?
No. Having a company in Turkey, owning shares or being appointed as a manager does not automatically authorize a foreign national to work in the country. If the shareholder or manager will actively perform duties in Turkey, a separate work permit from the Ministry of Labour and Social Security is required. For a foreign partner, the Ministry's current evaluation criteria look at the company's paid-up capital, the foreigner's capital share and ownership percentage, and the employment of Turkish citizens, which is checked from the seventh month of the first permit. Meeting the criteria does not guarantee approval, so formation, capital, payroll and work-permit planning should be coordinated before the person begins working.
How is a company taxed in Turkey?
The standard corporate income tax rate is 25% for 2026, with a 30% rate for specified financial and other listed entities. A separate five-point reduction can apply to qualifying export earnings. The 100% deduction under KVK Article 10/1-ğ applies only to qualifying service-export earnings and does not establish a universal effective rate. A company that starts business for the first time is outside the domestic minimum corporate tax for its first three accounting periods (companies formed by merger, transfer, conversion or demerger do not count as newly started); after that, the service-export deduction cannot be deducted from the minimum-tax base. VAT, withholding and stamp-tax treatment depends on the transaction and taxpayer.
What is the difference between a branch office and a subsidiary in Turkey?
A subsidiary is a separate Turkish legal entity (LLC or JSC) with its own limited liability, governance, and tax obligations. A branch office is not a separate legal entity; it operates under the foreign parent company's identity, with the parent bearing unlimited liability for all branch obligations. Branch offices do not require minimum capital, but some regulated activities can only be carried on through a Turkish company. Branch profits are subject to Turkish corporate tax and a 15% withholding on profits transferred to the head office, which a double tax treaty may limit.
Can I open a liaison office in Turkey?
Yes. A liaison office can be established by a foreign company with approval from the Ministry of Industry and Technology. Liaison offices are restricted to non-commercial activities such as market research, supplier identification, and coordination. They cannot generate revenue, issue invoices, or engage in commercial transactions. A liaison office is suitable for preliminary market exploration but not for active business operations.
What is a sole proprietorship and can foreigners open one?
A sole proprietorship is a business structure where the owner and the business are not legally separated, meaning the owner is personally liable for all business debts. It is opened with a start-of-business notification to the tax office, which can be started through the Digital Tax Office or e-Devlet. No minimum capital is required. Profits are taxed under the progressive income-tax tariff of 15% to 40%; for 2026, income up to TRY 400,000 falls within the 15% and 20% brackets, and a first-time resident business owner under 29 may qualify for a three-year exemption on business income up to TRY 400,000 (2026 amount) if the statutory conditions are met. A foreign national needs a valid residence permit and must also obtain an independent work permit from the Ministry of Labour and Social Security before starting the business. Unlimited personal liability makes this structure generally not recommended for foreign investors seeking asset protection.
What are the post-registration compliance obligations?
After registration, the tax office inspects the address and opens the company's tax registrations. The company keeps its journal and general ledger as e-Defter from the start of business, while its share ledger and general assembly meeting book are kept in the Ministry of Trade's ETDS for companies registered from 2026. It receives official notifications electronically (e-Tebligat), notifies its ultimate beneficial owners to the Revenue Administration within one month of tax registration, makes the E-TUYS foreign direct investment notifications to the Ministry of Industry and Technology if it is covered by Law No. 4875, files the monthly VAT return by the 28th of the following month even without transactions, files the withholding and social security return by the 26th for months with withholding or employees, registers with SGK before hiring, joins the relevant exporters' association if exporting, and holds annual general assembly meetings. E-invoice and e-archive obligations depend on turnover, sector and invoice amounts.
What is MERSIS and why is it important?
MERSIS (Merkezi Sicil Kayit Sistemi) is Turkey's Central Registry Record System through which all company incorporation, modification, and dissolution procedures are processed electronically. A unique MERSIS number is assigned to every legal entity. Articles of association are drafted and submitted through MERSIS before physical Trade Registry filing.
How much does it cost to set up a company in Turkey?
There is no single official price. Official costs include Trade Registry, chamber and Trade Registry Gazette charges, the Competition Authority share of 0.04% of the subscribed capital, notary fees, and, for foreign founders, sworn translation, apostille or consular legalization and courier costs. These tariffs vary by city, capital and number of documents and are updated during the year, so they should be quoted per file. For companies registered from 2026, the share ledger and general assembly meeting book open automatically in the Ministry of Trade's ETDS, so an opening-certification charge arises only for books kept on paper, typically the inventory book (unless the company applies to keep it as e-Defter) and a board or managers' resolution book not kept in ETDS. Professional CPA formation fees vary. The TRY 50,000 LLC minimum capital is not a fee; it remains as working capital in the company's bank account.
Can I transfer shares of my Turkish company to another foreigner?
Yes. For an LLC, a share transfer requires a written transfer agreement with notarized signatures, General Assembly approval as a rule, and Trade Registry registration. For a JSC, transfers are generally more flexible and depend on whether share certificates have been issued and on the articles of association. For individual shareholders, gains on JSC shares (hisse senedi) held for more than two years fall outside income tax, while gains on LLC shares remain taxable; corporate and non-resident shareholders are taxed under separate rules.
Is company registration the end of the setup process?
No. Tax activation, e-Defter bookkeeping, e-document setup, electronic notification (e-Tebligat), banking, and monthly compliance start immediately after registration. A company that is registered but not connected to accounting, tax, e-invoice, and monthly reporting quickly accumulates avoidable compliance risk.
Official Government References & Legislation
The legal and tax procedures outlined in this guide are grounded in the following official Turkish sources. Tariffs, thresholds and filing dates can change during the year, so check the current texts before acting:
- [1] Foreign Direct Investment Law No. 4875, Equal Treatment Framework for Foreign Investors. Official Law Text (PDF)
- [2] Turkish Commercial Code No. 6102 (TTK), Company Types, Capital Rules & Governance. Official Law Text (PDF)
- [3] Presidential Decision No. 11257, service-export deduction rate for 2026 tax periods. Official Decision (PDF)
- [4] Presidency of the Republic of Türkiye Investment Office, Establishing a Business Guide. invest.gov.tr
- [5] Ministry of Trade Central Registry System (MERSİS). MERSİS Portal
- [6] Turkish Revenue Administration (GİB), Tax Registration & Electronic Invoicing Systems. gib.gov.tr
- [7] Revenue Administration (GİB), Domestic Minimum Corporate Tax Guide. Official Guide (PDF)
- [8] Ministry of Trade announcement of 18 December 2025: companies registered from 1 January 2026 keep the share ledger and the general assembly meeting book in the Electronic Commercial Books System (ETDS), opened automatically on registration. ticaret.gov.tr
- [9] Electronic Ledger General Communiqué (Sıra No: 5), Official Gazette 8 November 2024 No. 32716: e-Defter mandatory for balance-sheet taxpayers from 1 January 2025 and from the start of business for new taxpayers. Official Gazette
- [10] Income Tax Law No. 193: duplicate Article 20 (young entrepreneur exemption), duplicate Article 80 (share disposals) and Article 103 (tariff; 2026 amounts per General Communiqué Serial No. 332). Official Law Text (PDF)
- [11] Revenue Administration (GİB), Filing and Payment Periods for Tax Returns. Official Schedule (PDF)
- [12] International Labour Force Law No. 6735 (Articles 6 and 10, independent work permits) and the Ministry of Labour and Social Security's work-permit evaluation criteria. Official Law Text (PDF) · Evaluation Criteria
- [13] Law No. 4054 on the Protection of Competition, Article 39: 0.04% of the capital of newly established JSCs and LLCs. Official Law Text (PDF)
- [14] Notification Law No. 7201, Article 7/a and Additional Article 2: mandatory electronic notification for private-law legal entities. Official Law Text (PDF)
- [15] Technology Development Zones Law No. 4691, provisional Article 2. Official Law Text (PDF)
- [16] Corporate Tax Law No. 5520: Articles 10/1-ğ, 30 and 32 (as amended by Law No. 7582). Official Law Text (PDF)
- [17] Law No. 5910 on the Turkish Exporters Assembly and Exporters' Associations, Article 4 (membership). Official Law Text (PDF)
- [18] Revenue Administration (GİB), e-Defter announcements of 13 October 2025 and 25 May 2026: from 1 January 2026, e-Defter users can apply through the Digital Tax Office to keep the inventory book as e-Defter, and new businesses can apply from the month they start business. Announcement of 13 October 2025 (PDF) · Announcement of 25 May 2026 (PDF)
- [19] Tax Procedure Law General Communiqué No. 529 on beneficial ownership, Articles 5–7, Official Gazette 13 July 2021 No. 31540. Official Gazette
- [20] Implementing Regulation of the Foreign Direct Investment Law, Article 5 (E-TUYS reporting by companies covered by Law No. 4875). Official Regulation Text
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