One of the most frequently asked questions to our law firm by foreigners who are considering investing in Turkey, is “”How to Establish a Company in Turkey?” “What are the documents required to establish a company in Turkey?” “Do I need to personally come to Turkey for set up a company?” “Do I need a Turkish partner to establish a company in Turkey?” “Can I have a residence or work permit by establishing a company in Turkey?” “How long does it take to establish a company in Turkey?”. In this article, we will try to explain all these issues.
What Is A Company Accordıng To Turkish Law And What Are The Company Types?
According to the Turkish Commercial Code No. 6102, companies in Turkey are divided into private companies(sole proprietorships) and commercial companies. The most important factor that distinguishes these two types from each other is that the partners of the company have full responsibility in private companies, while in commercial companies it is only up to the capital they have committed. In simple terms, while the partners are responsible for the debts of sole proprietorships with their own assets, they are only responsible for the committed capital in equity companies. While sole proprietorships are for smaller scale e-commerce or small scale enterprises, capital companies are preferred for more comprehensive and large scale enterprises. The most common capital companies are limited liability companies and joint stock companies. Finally, it should be noted that a foreign person is no different from a normal Turkish citizen during and after the establishment of the company.
What Are The Requıred Documents For Foreigners To Form A Company In Turkey?
The first thing a foreigner who wants to establish a company in Turkey should do is to determine the area in which the company will work. The fields where the most companies are established in Turkey are real estate, import, export and automobile. After choosing your company’s field of activity, an application should be made through the MERSIS system and the company’s articles of association should be prepared. We strongly recommend that you get the support of a lawyer during the preparation of the company’s articles of association. Otherwise, it is seen that many problems may occur in the future. In the establishment agreement; The company’s title, capital, opening date and operating codes on this date should be clearly stated together with the NACE code. NACE codes are codes that determine the company’s field of activity. After these processes are completed, an application is made to the trade registry where the company headquarters is located for registration. The documents required for the application are as follows:
- Two Notarized Passport Copies
- Lease Contract or Deed Photocopy of the Company
- Company Main Agreement
- If The Foreigner Resides In Turkey, Residence Document
- Potential Tax Number
- 3 Passport Photos Of Company Partners
- Organization Notification Form
- If The Company Director Is Not One of The Partners, The Document Confirming The Acceptance Of The Task
- Bank Receipts
- Power of Attorney
Note: This list of required documents is for companies that a person will establish. Things get a little more complicated if you want to set up a subsidiary of your overseas company or if the partner will be a legal entity. The documents belonging to the legal entity must be obtained from the relevant country and approved together with the apostille annotation. Contact us for detailed information. https://www.cebecibayramlaw.com/contact/
After the appointment at the trade registry office, tax office transactions should be done. As a result of the application made for tax opening procedures, tax officers come to the address and control the relevant address.
What Is The Minimum Capital Required For The Establishment Of The Company?
In the articles of association of the company, the founding capital is freely determined by the partners. Here, the lower limit is 50,000 TL for joint stock companies and 10,000 TL for limited companies. At least 25% of the committed capital in joint stock companies must be deposited into the company account during the registration process and the remaining part within 2 years.
In limited companies, it is not required that the capital is initially deposited in a bank account. In limited companies, it is sufficient to pay the committed capital within 2 years following the registration.
Foreign companies established in Turkey need professional support in the preparation and afterwards, evaluation of contracts, their regulation according to Turkish legislation, their internal operations complying with Turkish law, and the management of employee-employer relations in accordance with procedures. As Cebeci&Bayram Law Firm, we have been providing consultancy services to Turkish companies with foreign partners since our establishment. Following the lawsuits filed on behalf of or against the company, making the necessary legal actions regarding the company receivables, preparing and issuing the contracts, participating in the meetings both online and physically on behalf of the company, prevent the future problems before arising, organizing the employee-employer relations in accordance with the procedures, company data according to the KVKK and VERBIS rules are the some services includes our monthly consultation. We provide both monthly regular consultancy or work basis consultancy method to our client companies on their preference. If you have a company and are looking for a lawyer, you can contact us to demand a proposal.
Frequently Asked Questıons About Company Establishment In Turkey
Can a Foreign Person Establish a Sole Proprietorship?
It is legally possible for a foreigner to establish a sole proprietorship, but it is not recommended. Because the conditions are complicated. In order for the foreigner to establish a sole proprietorship, he should be in Turkey with a residence permit for 5 years and then applying for a work permit.
Is It Possible For Foreigners to Open A Company Without Coming to Turkey?
Yes. The foreigner can have all these transactions done and establish his company with the power of attorney given to us, without going through any of the troublesome processes mentioned above.
How Long Does It Take to Establish a Company in Turkey?
The average time required to establish a company in Turkey is 1 week.
Do I Need a Turkish Partner to Establish a Company in Turkey?
No there’s not. You can establish and manage the company alone or with another foreign partner. You can be the manager of the company and solo representative.
Can I Have a Residence or Work Permit by Establishing a Company in Turkey?
The work permit required by foreigners to establish a company has been amended in the new International Labor Law No. 6735. According to the new law; The obligation to obtain a work permit for the members of the board of directors of joint stock companies and other foreign partners of limited companies has been lifted. It means you don’t have to obtain a work permit to set up or run a company in Turkey. (https://www.mevzuat.gov.tr/mevzuatmetin/1.5.6735.pdf) On the other hand, If you want to have a work permit through company, there is an obligation to employ at least 5 Turkish employees. In other words, if you employ 5 Turkish employees in the company you will establish, you will have the right to apply for a work permit on your own behalf.