COMPANY ESTABLISHMENT IN TURKEY

NO PRE-PERMITS
The pre establishment permits to be taken from The Undersecretariat of
Treasury and Ministry of Industry and Trade, required by the previous
legislation has been abolished.
COMPANY ESTABLISHMENT IN 1-DAY
It is now possible to establish a company just in 1 day when applied to the
related Trade Registry Office with the required documents. The company
gets its “legal entity” upon registration at the Trade Registry.
COMPANIES WHICH CAN BE ESTABLISHED
Incorporated Companies such as:
Joint Stock Companies
Limited Companies
Commandite Companies
Collective Companies
Unincorporated Companies such as:
Joint-Venture
Business Association
Consortium
COMPANIES WITH SPECIAL LEGISLATION
Banks, private finance institutions, insurance companies, financial leasing
companies, factoring companies, holding companies, companies operating
foreign currency exchange offices, companies dealing with public
warehousing, publicly held companies subject to the Capital Markets Law,
companies that are founders and operators of free zones are still subject
to permit from the Ministry of Industry and Trade.
JOINT STOCK COMPANY
The company’s stock capital is divided into shares and the liability of the
shareholders is limited to the capital subscribed and paid by the
shareholder. At least 5 shareholders (real person or legal entity) and
minimum capital of YTL 50.000 is mandatory. The mandatory company
organs are general assembly, board of directors and supervisory board.
LIMITED COMPANY
It is the company established with at least 2 and at most 50 real person
or legal entities and the liability of the shareholders is limited to the
capital subscribed and paid by the shareholder.Minimum capital of YTL
5.000 is mandatory. Unlike joint stock companies, no stock certificate is
issued.
COMMANDITE COMPANY
It is the 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 (commanditer), for some
shareholders there is no limitation of liability. Legal entities can only be
commanditer. No minimum capital is required. The rights and obligations
of the shareholders are determined by the Articles of Association.
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 the shareholders be real person. The
rights and obligations of the shareholders are determined by the Articles
of Association.
COMPANY ESTABLISHMENT PROCEDURES
3 copies of articles of association (one copy original) which are notarized
are prepared.
Following the notarization of articles of association, within 15 days at
latest, application to the relevant Trade Registry Office with the
documents set below is needed.
Documents for the Company Establishment
1. Company Establishment Petition and Notification Form, duly filled
in and signed by persons authorized to represent the company,
2. Notarized signatures of persons authorized to represent the
company together with the company trade name,
3. Letter of Commitment in accordance with Article 29 of the Trade
Registry Regulation,
The list of the documents to be procured and forms to be filled can be downloaded from
www.sanayi.gov.tr and www.hazine.gov.tr
4. Bank receipt of the deposit, amounting to 0.04% of the company
capital,
5. Certified copies of the ID certificates of the real person founders
and their residence certificates (if they have Turkish citizenship),
6. In case there are any real persons of foreign citizenship among the
founders of the company, the xerox copy of his/her passport to be
presented together with the passport itself or its notarized copy,
7. In case the foreign shareholder(s) is a legal entity; the original
copy of the Certificate of Activity issued by the competent
authorities and approved by the relavant Turkish Consulate or
apostilled and its notarized translation,
8. In case there are any rights and movable and immovable assets to
be put in as capital for a company to be established; expert report
of the assesment made to ascertain the value of these and the
related court decision for the expert assignment.
ROADMAP OF ESTABLISHING A COMPANY IN TURKEY