For foreign investors, company formation in Turkey is generally a straightforward process. Foreigners can establish and own 100% of a Turkish company without a Turkish shareholder or local partner, and in most sectors, foreign-owned companies are subject to the same incorporation rules as locally owned businesses.
The registration process itself is relatively straightforward. The more important decisions usually come before and immediately after incorporation: choosing the right company type, determining an appropriate capital structure, arranging a registered address, appointing company representatives, and ensuring that tax and accounting obligations are properly managed from the beginning.
This guide explains the main legal structures available to foreign investors, the company formation process in Turkey, capital requirements, post-incorporation obligations, and some of the practical issues that should be considered before establishing a Turkish company.
Can a Foreigner Establish a Company in Turkey?
Yes.
Under Turkey’s Foreign Direct Investment Law, foreign investors generally have the same rights and obligations as domestic investors when establishing a Turkish company.
A Turkish citizen or resident does not normally need to participate as a shareholder. Depending on the sector, a company may therefore be established with:
- one foreign individual shareholder;
- several foreign individual shareholders;
- a foreign corporate shareholder; or
- a combination of Turkish and foreign shareholders.
There are certain regulated industries where additional licenses, approvals or ownership rules may apply, but for ordinary commercial activities, 100% foreign ownership is generally permitted.
It is also important to distinguish ownership from employment. A foreign national does not need a Turkish work permit simply to own shares in a Turkish company. However, actively working in Turkey for the company may create a separate work permit requirement.
Choosing the Right Company Type for Company Formation in Turkey
Although Turkish law recognizes several forms of companies and partnerships, foreign investors usually establish either a Limited Liability Company (Limited Şirket – Ltd. Şti.) or a Joint Stock Company (Anonim Şirket – A.Ş.).
The choice should not be made solely on the basis of which company is cheaper or faster to establish. Future investment plans, share transfers, management structure, financing and potential exit strategies should also be considered.
Limited Liability Company (Ltd. Şti.)
A Limited Liability Company is commonly used for privately held businesses, subsidiaries and small to medium-sized operations.
Its main characteristics include:
| Feature | Limited Liability Company |
|---|---|
| Minimum capital | TRY 50,000 |
| Shareholders | Minimum 1, maximum 50 |
| Foreign ownership | Up to 100% |
| Pre-registration capital payment | Not required |
| Capital payment period | Up to 24 months |
| Management | One or more managers |
| Public offering | Not permitted |
At least one shareholder must have management and representation authority within the management structure of an LLC.
For many foreign investors establishing a normal operating company in Turkey, an LLC provides a relatively straightforward corporate structure.
Joint Stock Company (A.Ş.)
A Joint Stock Company generally offers a more flexible structure for businesses expecting outside investment, multiple shareholders, significant changes in ownership or more sophisticated corporate governance.
| Feature | Joint Stock Company |
|---|---|
| Minimum capital | TRY 250,000 |
| Registered capital system minimum | TRY 500,000 |
| Shareholders | Minimum 1; generally no upper limit |
| Foreign ownership | Up to 100% |
| Capital payment before registration | At least 25% |
| Remaining capital | Payable within 24 months |
| Management | Board of Directors |
| Public offering | Possible subject to applicable capital markets rules |
An A.Ş. can also offer advantages where future share transfers or investment rounds are expected.
For example, share transfers in an A.Ş. are generally more flexible than transfers of shares in a Limited Liability Company. Depending on the circumstances, the tax treatment of a future disposal may also differ significantly between the two structures.
For this reason, founders who expect to bring in investors or eventually sell their interest should consider the structure at the incorporation stage rather than automatically selecting an LLC.
Capital Requirements for Company Formation in Turkey
The statutory minimum capital is currently TRY 50,000 for an LLC and TRY 250,000 for a JSC.
However, establishing a company with the lowest legally permitted capital is not necessarily the best approach.
The company’s expected operating expenses, financing requirements and future activities should be considered before deciding on the capital amount. If insufficient capital is committed at incorporation, shareholders may later need to finance the business through shareholder loans or a subsequent capital increase.
A later capital increase involves additional corporate procedures and costs. Excessive reliance on shareholder debt may also create accounting and tax considerations and, depending on the company’s financial position, capital loss or technical insolvency issues.
Capital planning can also become relevant where the company intends to employ foreign nationals because Turkish work permit applications may be subject to financial and employment criteria.
Capital should therefore be treated as part of the company’s initial financial planning rather than merely as an incorporation formality.
Documents Required for Company Formation in Turkey
Before starting the registration process, several basic decisions and documents should be prepared.
These normally include:
- proposed company name;
- registered business address;
- business activities and scope;
- shareholder information;
- capital amount and ownership percentages;
- appointment of managers or board members; and
- determination of who will have authority to represent the company.
Foreign individual shareholders and representatives will generally need passport documentation and Turkish potential tax identification numbers.
Where a shareholder is a foreign legal entity, additional corporate documents are normally required, such as a certificate of activity, corporate resolutions and documents identifying the persons authorized to represent the foreign shareholder.
Documents issued outside Turkey generally need to be apostilled or legalized through the relevant Turkish consular procedure, depending on the country of issuance. They are then translated into Turkish and notarized where required.
Getting these documents right before beginning the Trade Registry process can prevent considerable delays later.
Step-by-Step Company Formation in Turkey
1. Obtain Potential Tax Identification Numbers
Foreign shareholders and relevant foreign representatives generally need Turkish potential tax identification numbers before the incorporation can be completed.
These numbers are used throughout the registration and tax procedures.
2. Arrange a Registered Address
Every Turkish company must have a registered address.
This may be a conventional office or, depending on the nature of the business and the arrangement offered by the provider, a suitable virtual office.
Foreign investors using virtual offices should look beyond the address itself. Reliable handling of official correspondence is particularly important because notices from tax authorities and other public institutions may be delivered to the registered address.
The address will also be relevant during the company’s tax registration process.
3. Prepare the Articles of Association Through MERSİS
The Articles of Association are prepared in Turkish and entered into MERSİS (Central Registry System).
Among other matters, the Articles determine:
- company name;
- registered address;
- scope of activities;
- capital;
- shareholders and their ownership;
- management structure; and
- representation arrangements.
Once the necessary information has been entered, the MERSİS application forms the basis of the Trade Registry incorporation procedure.
4. Complete Foreign Document and Notarial Procedures
Foreign shareholder and representative documentation must be prepared in the required form.
Where documents are issued abroad, this normally involves apostille or consular legalization followed by Turkish translation and notarization.
A Power of Attorney can also be issued where the shareholders want a local professional to handle incorporation procedures on their behalf.
For foreign investors managing the process from abroad, a properly drafted Power of Attorney can significantly reduce the number of procedures that require their personal involvement in Turkey.
5. Pay the Competition Authority Contribution
A contribution equal to 0.04% of the company’s capital is payable in connection with the incorporation.
This is generally handled as part of the Trade Registry process.
6. Complete the Required Capital Payment
The capital payment procedure depends on the type of company.
For an LLC, there is no general requirement to deposit the capital before registration. The committed capital can be paid within 24 months following incorporation.
For a JSC, at least 25% of the subscribed cash capital must generally be paid before registration, with the remaining amount payable within 24 months.
7. Register the Company with the Trade Registry
Once the documentation and required payments are complete, the incorporation application is submitted to the relevant Trade Registry Directorate.
Following approval, the company is officially registered and its incorporation is announced through the Turkish Trade Registry Gazette.
At this point, the Turkish company acquires legal personality.
For a straightforward LLC with properly prepared documentation, the registration stage itself can often be completed within a few business days. Foreign documentation, legalization requirements, regulated activities and more complex ownership structures can extend the overall timeline.
What Happens After the Company Is Registered?
Trade Registry registration is not the end of the process.
Several tax, accounting, banking and administrative matters must be completed before the business settles into normal operations.
Tax Registration and Address Verification
The company’s information is transmitted to the relevant tax authorities following incorporation.
As part of the tax registration process, the Tax Office may carry out an address verification procedure to confirm the company’s presence at its registered address.
This is particularly important for foreign-owned businesses where the shareholders themselves are not normally present in Turkey.
Problems at this stage can lead to unnecessary delays and, in more serious cases, issues concerning the company’s tax registration. The registered address should therefore be operational and official correspondence should be monitored from the beginning.
Corporate Bank Account
Once incorporated, the company can proceed with its permanent corporate banking arrangements.
In practice, Turkish banks conduct their own Know Your Customer (KYC) and compliance procedures. Requirements can differ between banks, particularly for companies with foreign shareholders or foreign directors.
For this reason, incorporation and bank account opening should be treated as related but separate processes. Registering a company does not automatically guarantee that a particular Turkish bank will open an account.
Depending on the bank and the company’s ownership and representation structure, the authorized signatory may also be required to attend the bank personally.
Accounting and Tax Compliance Starts Immediately
A common mistake is to assume that a newly incorporated company has no compliance obligations until it starts generating revenue.
That is generally not the case.
Once the company becomes an active taxpayer, applicable tax returns and statutory filings must be submitted according to their respective deadlines, including periods where the company has little or no commercial activity.
Depending on the company’s circumstances, its ongoing obligations may include:
- corporate income tax;
- VAT;
- withholding tax;
- provisional tax;
- payroll and social security reporting;
- electronic invoicing obligations; and
- statutory accounting and ledger requirements.
Missing filings simply because the business has not yet started generating revenue can result in penalties.
For this reason, accounting arrangements should ideally be made as part of the incorporation process rather than several months after the company has been established.
Foreign investors with more complex structures, cross-border transactions or specific tax planning needs may also consider obtaining specialist tax advisory services in Turkey.
Electronic Books and Digital Compliance
Turkey has continued to move corporate accounting and statutory record-keeping into electronic systems.
From 2025, companies falling within the relevant balance-sheet accounting requirements are subject to electronic ledger rules for accounting records such as the journal and general ledger.
The digitalization of non-accounting commercial books has also expanded. Under the rules applicable to companies established from 1 January 2026, relevant statutory corporate books are required to be maintained electronically.
Depending on the company type, these records can include corporate books relating to shareholders, management decisions and general assembly meetings.
As a result, digital compliance should now be considered part of the incorporation and post-incorporation setup rather than something that becomes relevant only when the company grows.
Can You Establish a Turkish Company Without Travelling to Turkey?
In many cases, a substantial part of the incorporation procedure can be completed through a properly authorized representative in Turkey.
The foreign investor can issue a Power of Attorney authorizing a Turkish professional to complete specified incorporation and administrative procedures.
If the Power of Attorney is issued abroad, it generally needs to meet the applicable apostille or consular legalization requirements and must be translated into Turkish.
However, company incorporation and banking should be distinguished from one another.
While incorporation can often be managed largely through representation, Turkish banks apply their own compliance procedures. A bank may require the company’s ultimate beneficial owner or authorized representative to appear personally before opening or activating the corporate account.
Foreign investors should therefore determine their banking requirements early rather than assuming that incorporation automatically means the entire setup can be completed remotely.
Work Permits and Company Formation in Turkey
Once the company begins hiring employees, it must comply with Turkish payroll, labor law and Social Security Institution (SGK) requirements.
Foreign ownership does not prevent a Turkish company from employing foreign nationals. However, the employee will generally require a work permit in Turkey unless a specific exemption applies.
Work permit eligibility is separate from company incorporation.
Depending on the application, the Ministry of Labour and Social Security may consider factors such as:
- the company’s paid-up capital or financial figures;
- the number of Turkish employees;
- the foreign employee’s position;
- the salary offered; and
- sector-specific criteria.
If employing foreign personnel forms part of the business plan, this should be considered when deciding the company’s initial capital and employment structure.
Establishing a Turkish company by itself does not automatically give a foreign shareholder or director the right to work in Turkey.
LLC or JSC: Which One Should a Foreign Investor Choose?
There is no universally superior structure.
For a privately held operating business with a small number of shareholders, an LLC is often sufficient and offers relatively straightforward administration.
A JSC may make more sense where the business expects:
- future investors;
- significant share transfers;
- a potential exit;
- access to capital markets;
- a larger or changing shareholder structure; or
- a more formal corporate governance model.
The important point is to choose based on the intended business model rather than simply selecting the lowest-cost incorporation option.
Changing the company type later is possible, but it requires additional legal and corporate procedures.
Common Mistakes When Establishing a Company in Turkey
Many problems encountered by foreign-owned Turkish companies do not arise from the actual registration process. They arise because decisions made during incorporation do not reflect how the company will operate afterwards.
One example is establishing the company with minimum capital without considering its actual financing requirements. Another is selecting a registered address without ensuring that official correspondence and tax office procedures can be handled properly.
Foreign founders also sometimes postpone appointing an accountant because the company has not started trading. Tax and statutory compliance, however, can begin before meaningful commercial activity does.
Banking is another frequent source of difficulty. A company may be successfully incorporated while its bank account opening remains subject to additional KYC requirements.
Finally, the company type itself should not be treated as a purely administrative choice. An LLC that is perfectly suitable for a closely held operating business may be less convenient for a venture expecting several investment rounds or a future share sale.
Good company formation planning therefore looks beyond registration day.
How Long Does Company Formation in Turkey Take?
Once all required documents are available in the correct form, a straightforward Turkish company can generally be incorporated relatively quickly.
For a standard LLC, the Trade Registry stage may often be completed within approximately 3–7 business days.
The total project timeline can nevertheless be longer where:
- documents must be obtained from abroad;
- apostille or consular legalization is required;
- a foreign corporate shareholder is involved;
- translations are required;
- sector-specific approvals are necessary; or
- banking arrangements are included in the expected setup timeline.
Foreign investors should therefore distinguish between legal incorporation time and the time required to make the company fully operational.
Frequently Asked Questions About Company Formation in Turkey
Can a foreigner own 100% of a Turkish company?
Yes. In most sectors, a Turkish shareholder or partner is not required and a company can be entirely foreign-owned.
Do I need a Turkish residence permit to establish a company?
Generally, no. Foreign ownership of a Turkish company and Turkish immigration status are separate matters.
Do I need a work permit if I own the company?
Not merely because you are a shareholder. However, if you actively work in Turkey for the company, work permit requirements may apply.
What is the minimum capital for a company in Turkey?
The minimum capital is TRY 50,000 for a Limited Liability Company and TRY 250,000 for a Joint Stock Company. Different requirements may apply in regulated sectors or where a registered capital system is used.
Do I have to pay the entire capital immediately?
For an LLC, the subscribed capital can generally be paid within 24 months after registration.
For a JSC, at least 25% of the subscribed cash capital must generally be paid before registration and the remainder within 24 months.
Can I establish the company remotely?
Much of the incorporation process can generally be handled through a properly authorized representative. However, bank account opening may require personal attendance depending on the bank’s compliance requirements.
Does the company need an address in Turkey?
Yes. Every Turkish company must have a registered address.
Do I need an accountant immediately?
Accounting and tax compliance obligations begin once the company becomes an active taxpayer. It is therefore advisable to arrange accounting support during the incorporation process rather than waiting until the company begins generating revenue.
What is the corporate income tax rate in Turkey?
The standard corporate income tax rate is currently 25%, although different rules, exemptions, incentives or sector-specific treatments may apply depending on the company’s activities and circumstances.
Company Formation Is Only the First Step
Establishing a company in Turkey is generally not a complicated procedure when the ownership structure and documentation are clear. For foreign investors, however, successful market entry depends on more than obtaining a Trade Registry certificate.
The company needs an appropriate legal structure, realistic capitalization, a workable registered address, proper tax registration, accounting systems and banking arrangements. If employees will be hired, payroll, social security and employment compliance must also be considered. Foreign personnel add another layer through work permit requirements.
Planning these matters together at the beginning is usually considerably easier than correcting the structure after the company has already started operating.
Metropol Consulting supports foreign investors throughout the company formation and post-incorporation process in Turkey, including incorporation coordination, tax registration, accounting and tax compliance, payroll, work permit procedures and ongoing operational support.
If you are considering establishing a company in Turkey, you can contact us to discuss the proposed ownership structure, activities and operational requirements before beginning the registration process.