Company Formation:

The limited liability company (abbreviated LTD) is one of the most common business forms in Turkey. Investors who set up LTDs in Turkey typically run small or medium sized businesses and choose this corporate legal form for its simple registration procedure and easiness to operate. Before setting up a limited liability company in Turkey, the foreign entrepreneurs should know a few details about the registration procedure, the costs, and documents necessary to be submitted to the Turkish authorities.

Our company registration agents in Turkey can provide you with specialized assistance and advice so that you can open a company quickly and start your business activity right away.

Types of limited liability companies in Turkey:

Foreign investors who want to open a limited liability company in Turkey can choose between the private and the public limited liability company. There are several differences between them; however, the most important one resides in the size of the business: the private company is suitable for small and medium-sized businesses, while the public company, also known as a joint stock company, can be used for large-scale operations.

The other differences between them reside in the share capital requirements. If for a private LTD the share capital to be deposited is 10,000 TL, in the case of a joint stock company, one must deposit at least 50,000 TL. Also, the issued capital of a Turkish joint stock company must be 100,000 TL.

The most employed type of limited liability company in Turkey is the private one, as it addresses to foreign investors interested in doing business here.

Our Turkish company formation specialists can help foreign investors set up an LTD here.

Requirements for an LTD in Turkey:

The Turkish limited liability company can be incorporated by at least one shareholder which can be a natural person or legal entity. The shareholder will be liable to the extent of the paid subscribed capital. This type of company must have a maximum of fifty shareholders, but there are no restrictions regarding the nationality of the shareholders (it can be 100% foreign owned).

An important requirement is that an LTD in Turkey has a minimum share capital of 10,000 TRY (approximately 3,300 EUR). The transfer of shares is regulated as per the instructions set forth in the company’s articles of association. This type of company, like the joint stock company, must comply with the accounting principles in Turkey and the annual financial filings. 

Turkish LTD can have one or more managers and one such individual must be appointed chairman of the board. According to the Turkish Commercial Code, the board members do not have to be present in person at the meetings: they can attend them via electronic means and resolutions can be approved using electronic signatures.

The new Turkish Commercial Code offers a business-friendly legislation related to company formation. The bureaucratic formalities have been simplified in order for the foreign investors to start doing business in this country.

Registering an LTD in Turkey:

A limited liability company in Turkey must be registered at the local Trade Register and, after this procedure is accomplished, the investor can begin his activity. The following documents are necessary to incorporate the company:

  • – letter of undertaking in which the objectives and activities of the company are explained;
  • – the articles of association which represent the incorporation documents of the LTD;
  • – proof that the share capital has been deposited (the statement issued by the bank);
  • – company establishment statement form which is issued by the Trade Register;
  • – identification documents for the company founders – identification papers or passports;
  • – the power of attorney for individuals appointed to represent the company in front of the Turkish authorities.

Our company registration agents in Turkey can help you submit these documents and obtain any other special permits and licenses to begin your commercial activity. 

Steps to register a limited liability company in Turkey

Local and foreign investors who want to open LTD companies in Turkey must follow the same steps. These are:

  • – choose and reserve a company name with the Companies Register;
  • – have the company’s statutory documents drafted and notarized by a public notary;
  • – filing the documents requested by the law with the Trade Register;
  • – registering for taxes, VAT and for social security with the tax authorities;
  • – applying for business licenses and permits based on the company’s profile.

Uses of an LTD in Turkey:

The limited liability company can be used for various purposes. Among these are:

  • –          they can be used for any commercial purpose, which it is often used for;
  • –          subsidiaries of foreign companies can also take the form of an LTD in Turkey;
  • –          shelf companies sold in Turkey are usually limited liability companies;
  • –          offshore companies can be registered as private LTDs in Turkey;
  • –         holding companies can also be established as LTDs in Turkey.

Our local consultants explain the characteristics of LTDs registered as mentioned above.

The limited liability company is used for all types of commercial activities. Turkey is known for industries like agriculture, real estate, and manufacturing and those who want to start businesses in any of these sectors can register their companies as LTDs. The only difference between them will reside in the licenses to be obtained for each activity.

The LTD is also suitable for trading activities, no matter if related to the import or export of goods.

When it comes to the subsidiary company registered as an LTD in Turkey, the requirements of the Company Law must be respected. Under the Turkish legislation, the subsidiary is an independent company which is granted the status of a local company as long as it has a registered address and a management board in Turkey. At an international level, the LTD will be seen as an extension of a company. It should be noted that LTDs can be used by local and foreign companies seeking to open subsidiaries in Turkey.

Shelf companies are also known as ready-made companies which come in the form of LTDs most of the times. As registered companies, these will need to undergo several changes. The buyer can change the following:

  • –          the company’s name;
  • –          the registered address;
  • –          the directors;
  • –          the object of activity.

All these changes must be reflected by the Articles of Association and must be reported with the Turkish Companies Registrar.

If you are interested in buying a shelf company in Turkey, our company registration agents can help you choose the right structure in accordance with your request. We can also help in making all the necessary changes in order to have a fully operational business.

Those who want to open offshore companies in Turkey must know that they can register them as limited liability companies, however, they will be required to complete their activities outside Turkey. Offshore companies can be used for trading and asset protection purposes.

The holding company can also be registered as a Turkish LTD and can be used for managing and controlling the assets of other local or foreign companies. We can also help register a holding company in Turkey.

Assistance in registering an LTD in Turkey:

Foreign entrepreneurs who want to open an LTD in Turkey can rely on our local consultants for specialized advice and assistance throughout the incorporation procedure. We can help with the preparation of all the documents needed to register the company. Moreover, by granting us a power of attorney we can complete the most important phases of the company registration procedure.