Company formation in Turkey 10
What are the requirements for a foreigner to establish a limited liability company in Turkey?
To establish a limited liability company in Turkey you need: 1- an address for the company’s premises (physical or virtual), 2- named partners, even where the company is wholly foreign-owned, 3- the company’s activities stated in the articles of association, 4- the declared capital registered, which may be paid in within 24 months, 5- and a trade name approved by the Turkish trade registry.
Can a foreigner own 100% of a company in Turkey?
Yes. A foreigner may establish a company in Turkey under full 100% ownership with no local partner, whether a limited liability company or another type, provided all the legal and tax requirements imposed on Turkish companies are met.
How long does it take to establish a limited liability company in Turkey?
Establishing a limited liability company in Turkey usually takes between 2 and 5 working days once all the required papers and documents have been prepared and submitted to the trade registry. The period can vary slightly depending on how quickly the documents and official procedures are completed.
What documents are required to establish a company in Turkey?
To establish a company in Turkey you will need:
• A valid passport
• A tax number or national number (TC/YKN)
• An address inside Turkey
• Personal photographs
In some cases additional documents may be required depending on the type of company and its activity.
What are the costs and fees of establishing a company in Turkey?
The cost of establishing a company in Turkey covers several basic items: the trade registry registration fees, the notary and official power of attorney fees, and the government charges tied to the commercial activity. After formation the company is also liable for the certified accountant’s fees for preparing the periodic tax declarations, and for the taxes due under Turkish law.
What are the tax and accounting obligations after establishing a company in Turkey?
After establishing a company in Turkey you are liable for the certified public accountant’s fees, for the fixed taxes charged even where no activity is carried out — arising from the certification of the periodic tax declarations — and for the compulsory health insurance for company owners. Failing to meet these obligations can lead to court proceedings, suspension of the company’s operations, or legal claims in the partners’ names.
Can a company owner obtain a work residence permit in Turkey after formation?
A company owner may apply for a work residence permit in Turkey after establishing the company, but must hold a valid residence permit inside Turkey, or a consular reference number from their own country if applying from abroad. The company must also employ at least one Turkish citizen and pay in the declared capital, and in some cases a municipal licence is required before the work permit application can be completed.
What is the minimum capital required to establish a company in Turkey?
Under Turkish law the minimum capital for a limited liability company is 10,000 Turkish lira. Capital here means the amount set aside to cover the company’s expenses, and it must be paid in within 24 months of registration. Although the law allows the minimum, that figure is often impractical and not enough to run a company realistically, so a higher capital in proportion to the company’s activity and obligations is advised.
What is the difference between a sole proprietorship and a limited company in Turkey?
A sole proprietorship in Turkey is registered in one person’s name only and forms part of their personal estate, meaning the owner bears full liability for its obligations and debts. It is also registered for a single commercial activity, cannot be sold later, and is simply closed when the owner wishes to stop.
A limited company is a separate legal entity that may have one partner or more. Its liability is limited to the declared capital, which gives the partners greater legal protection, and it can carry on several commercial activities and have its shares transferred or sold in the future.
Can a company be established in Turkey remotely, without attending in person?
Yes. A foreigner can establish a company in Turkey remotely without attending in person, by issuing an official power of attorney in their country of residence and having it certified at the consulate or by a notary, so that a lawyer or authorised representative can complete all the formation procedures. The company is then registered in the trade registry lawfully and reliably, with all the owner’s rights preserved in full.
Legal accounting for companies in Turkey 7
Is a certified public accountant compulsory for every company in Turkey?
Yes. Appointing a certified public accountant (SMMM) is compulsory by law for every company registered in Turkey. The certified accountant is answerable to the tax administration for recording invoices and expenses, preparing the periodic tax declarations and certifying the company’s official books. Without one no company can operate lawfully, and it risks violations and fines that can go as far as having its activity frozen.
What is a certified public accountant (SMMM) in Turkey and why does your company need one?
A certified public accountant in Turkey is a state-certified expert responsible for recording your company’s invoices and expenses and preparing its tax declarations. Having one is compulsory for every company, and without one you cannot carry on your business lawfully.
What are a company’s monthly obligations towards the certified accountant?
Companies pay the certified accountant a monthly fee set officially by the Turkish chamber of certified public accountants. The fee varies with the type of company, its activity and the number of its employees. These obligations remain in place even where the company carries on no actual activity.
What penalties or fines apply if a company does not work with a certified accountant?
Failing to appoint a certified public accountant (SMMM) in Turkey exposes a company to a range of penalties, starting with fines for not filing tax declarations on time and going as far as suspension of the commercial activity or removal of the company from the trade registry. Partners or directors may also be held personally liable for unpaid debts and tax obligations.
How are tax declarations and invoices followed up through the certified accountant?
The certified accountant in Turkey reviews all the sales and expense invoices the company issues on a regular basis, then enters them into the approved accounting system. The monthly, quarterly and annual tax declarations are then prepared and filed electronically with the tax office within the legal deadlines. This follow-up keeps the accounts correctly recorded and avoids fines and violations.
What is the difference between a certified public accountant (SMMM) and a company’s internal accountant?
A certified public accountant (SMMM) is state-certified and officially registered, answerable to the tax office for filing the periodic tax declarations and certifying the books. Having one is compulsory for every company in Turkey.
An internal accountant is an employee of the company who handles day-to-day financial matters such as recording invoices and following up payroll. They have no authority to represent the company before official bodies or to file tax declarations in place of the certified accountant.
Can the certified accountant be changed after the company is established? What is the procedure?
Yes, the certified accountant can be changed at any time, but the engagement is usually annual, which may mean settling the remaining fees to the end of the current year. To change, you first agree terms with a new certified accountant; the previous one then hands over all papers and financial statements to the company owner, or to the new accountant if given an official power of attorney. It matters that the handover is done lawfully and in order, so that the filing of tax declarations continues without a break and no violations arise.
Work residence permit in Turkey 11
What is a work residence permit in Turkey and what are its advantages?
A work residence permit in Turkey is an official authorisation granted by the Ministry of Labour that allows a foreigner to work lawfully inside the country, either as an employee of a registered company or as the owner of their own. Its advantages are that it gives the holder the right to reside lawfully for the term of the contract, access to health services and social insurance, the possibility of family reunification, and later a long-term residence permit or even an application for Turkish citizenship under the legal conditions.
How do I obtain a work residence permit in Turkey?
To obtain a work residence permit in Turkey you must either be employed by a registered company or be the owner of an established company inside Turkey. The application is then submitted officially through the Ministry of Labour’s system.
What are the basic conditions for obtaining a work residence permit in Turkey?
To obtain a work residence permit in Turkey the applicant must hold a valid residence permit, or a reference number from the consulate if outside Turkey, and be registered either as a company owner or as an employee of an established company. The company must also employ at least one Turkish citizen and pay in the declared capital, and in some cases a municipal licence is required depending on the type of activity.
What papers and documents are required to apply for a work residence permit in Turkey?
To apply for a work residence permit in Turkey the company must submit its tax plate, the trade registry record, the articles of association and a balance sheet report certified by the certified accountant. The applicant submits a translated and notarised passport, a biometric photograph and a valid residence card — or a reference number when applying from abroad — together with a translated educational certificate.
Is a company required in order to obtain a work residence permit in Turkey?
Yes. A company registered in Turkey is required, whether the applicant is the owner of the company or an employee registered with it. A work permit is granted only through an existing legal entity and cannot be obtained individually without a connection to a company, which is how a foreigner’s professional activity is kept under official, lawful supervision.
How long does it take to obtain a work residence permit after applying?
Obtaining a work residence permit in Turkey usually takes between 20 and 45 days from the date the application is submitted in full through the Ministry of Labour. The period can vary slightly depending on how quickly the documents are completed or how heavy the caseload is at the time.
How long is a work residence permit valid and can it be renewed?
A work residence permit in Turkey is usually issued for one year the first time, after which it can be renewed for longer periods of up to two or three years depending on the company’s position and its compliance with the legal requirements. Renewal requires the company to remain active and to pay its taxes and charges regularly, which allows the holder to keep a stable legal status inside Turkey.
Can a work residence permit holder obtain residence permits for their family in Turkey?
Yes. A work residence permit in Turkey allows the holder to apply for family residence permits for a spouse and children under 18, provided the holder has an income sufficient to cover the family’s expenses. A family residence permit gives family members the right to reside lawfully in Turkey for as long as the work residence permit is valid.
What are the reasons a work residence permit application is refused in Turkey?
A work residence permit application in Turkey may be refused for several common reasons: missing or incorrect documents, the company not meeting its conditions such as paying in the capital or employing at least one Turkish citizen, or debts or tax problems attached to the company. Applications may also be refused where the company turns out to be dormant or to carry on no real commercial activity.
How do the company’s capital and its number of Turkish employees affect obtaining a work residence permit?
Turkish law requires the company’s declared capital to be 500,000 Turkish lira, and requires the company to employ at least one Turkish citizen for each foreigner seeking a work permit. Not meeting these requirements can lead to the work residence permit being refused, or to it not being renewed later.
Can a work residence permit be applied for from outside Turkey?
Yes. A work residence permit can be applied for from outside Turkey through the Turkish embassy or consulate in the applicant’s country. In that case the applicant receives a reference number, which is used to follow the application through the Ministry of Labour in Turkey. Once approved, the procedures are completed inside Turkey and the work permit is issued officially.
Obtaining and renewing residence permits 13
What types of residence permit exist in Turkey and how do they differ?
Residence permits in Turkey fall into several main types:
• Short-term (tourist) residence permit: usually granted for one year, suited to anyone wishing to stay in Turkey temporarily without carrying on a commercial activity.
• Work residence permit: granted to a company owner or to an employee of a registered company, allowing them to work and reside lawfully.
• Family residence permit: entitles a spouse and children under 18 to reside in Turkey on the basis of a work permit, a property permit, a long-term permit, or one parent holding citizenship.
• Property residence permit: granted to anyone owning property registered in their name in Turkey.
• Student residence permit: for foreigners enrolled at Turkish universities.
• Long-term residence permit: granted after eight years of continuous lawful residence in Turkey, and confers rights close to those of a citizen.
The main differences between them are the period of validity, the conditions required, and the rights they give the foreigner.
What documents are required to obtain a residence permit in Turkey?
The basic documents for obtaining a residence permit in Turkey are: a valid passport, biometric photographs, an official proof of address, health insurance valid for the whole period of residence, the receipt for the tax on that type of permit, and an official appointment booked through the immigration administration. Additional documents may be required depending on the type of permit (property, student, work, family).
How long does it take to obtain or renew a residence permit in Turkey?
Obtaining or renewing a residence permit in Turkey usually takes between one and three months from the date the application is submitted and the documents are completed in full. The period can vary with the type of permit and how heavy the caseload is at the immigration administration.
Can a residence permit be applied for in Turkey without an address?
No. An officially registered address is required when applying for a residence permit in Turkey. This is usually done through a notarised tenancy contract or a title deed to a property registered in the applicant’s name. Without official proof of address the application will not be accepted by the immigration administration.
What are the reasons a residence permit application is refused in Turkey?
Residence permit applications in Turkey may be refused for several common reasons, such as missing or incorrect documents, no official address, or the purpose of the stay not matching the type of permit applied for. The immigration administration may also refuse applications where renewal has been repeated over long periods without a convincing justification.
Can a short-term (tourist) residence permit be converted to a work permit or another type?
Yes. A short-term residence permit can be converted to a work residence permit if the holder establishes a company or works lawfully for a registered company and then applies for a work permit through the Ministry of Labour. It can also be converted to other types such as a property or student permit where the conditions for each are met. What matters is that the application is made while the short-term permit is still valid, with no break in legal status.
How long is a short-term residence permit valid and can it be renewed?
A short-term residence permit in Turkey is usually issued for 6 months the first time, and renewal can be applied for immediately before it expires. Whether the renewal is accepted is at the discretion of the immigration administration, however, and applications may be refused in some cases — particularly where renewal is repeated without strong justification such as buying property or holding a bank account sufficient to cover expenses.
Can I leave Turkey and return while my short-term residence permit is valid?
Yes. A short-term residence permit holder in Turkey can leave the country and return normally as long as the permit is still valid and has not expired. You only need to make sure the passport is valid and that the residence card or the official appointment document is still accepted on leaving and entering at the airport.
Can I renew a short-term residence permit for two years in Turkey?
Only certain nationalities can obtain a two-year renewal of the short-term residence permit: Syrian, Palestinian, Libyan, Egyptian and Sudanese. Other nationalities are not usually granted it except with a convincing reason, or by converting to another type of permit; in some cases the immigration administration grants a renewal of 6 months only.
Can Turkish citizenship be applied for through a short-term residence permit?
No. A short-term residence permit does not give the right to apply for Turkish citizenship, however many years it continues. Turkish citizenship can be obtained through a long-term residence permit, a work residence permit under specific conditions, investment, or the purchase of property in accordance with the law.
What are the conditions for permanent residence in Turkey?
To obtain permanent (long-term) residence the foreigner must have resided lawfully and continuously in Turkey for no less than 8 years without a break, complied with all tax laws, and not received social assistance from the state during the last 3 years, as well as having a stable income and valid health insurance.
Can a short-term residence permit be renewed after it has expired?
A short-term residence permit cannot be renewed once it has expired. The applicant must leave Turkey; remaining after the expiry date is a breach of the law and exposes them to fines or a ban on entering Turkey for periods that can run to several years. If they wish to obtain a new permit, the application must be made from outside Turkey, or the permit converted to another type before it expires.
Can a temporary protection card (kimlik) be converted to a short-term residence permit in Turkey?
Yes, a temporary protection card (kimlik) can be converted to a short-term residence permit in Turkey, but this is available only in specific cases. The two basic conditions are: an entry stamp into Turkey recorded on a date before 11 April 2016, and a passport valid for the whole of the residence period applied for.
Trademark registration 9
What benefits does registering a trademark give entrepreneurs?
Registering a trademark gives the owner legal protection for the name of their project or product and prevents others from using or imitating it inside Turkey. It also helps build a strong identity for the company and increase customers’ confidence, with the possibility of transferring the rights or selling the mark in the future.
How long does it take to register a trademark in Turkey?
Registering a trademark in Turkey usually takes between 4 and 8 months from the date of application until the registration certificate is issued, following the legal examination and the official publication.
Once registered, the mark is legally protected for 10 years and can be renewed.
What documents are required to register a trademark in Turkey?
To register a trademark in Turkey you must submit a copy of the applicant’s passport or trade registry record, the logo of the mark to be registered, and the class the trademark is to be registered under, whether for goods or services. An official power of attorney is also required where the application is made through an authorised agent.
How long is a trademark protected after registration, and can it be renewed?
A trademark in Turkey is protected for 10 years from the date of registration, and can be renewed for successive further periods of 10 years each, with no limit on the number of renewals.
Can a foreigner register a trademark in their own name in Turkey?
Yes. Foreigners may register a trademark in their personal names or in their companies’ names in Turkey, provided the required legal documents are submitted. A foreigner is treated with the same rights and obligations that apply to Turkish citizens.
Does registering a trademark in Turkey give international protection?
Registering a trademark in Turkey gives legal protection inside Turkey only, and does not extend beyond it. For international protection the mark must be registered through the Madrid Agreement, or separate applications made in the countries where protection is wanted.
What are the reasons a trademark application is refused?
A trademark application in Turkey may be refused if the mark is similar or identical to one already registered, if it is too generic to distinguish the goods or services, or if it contains words or symbols contrary to the law or to public morals. The application may also be refused if the documents are incomplete or the required fees have not been paid correctly.
Can a refusal of a trademark application be appealed in Turkey?
Yes. A decision refusing trademark registration can be appealed within a specific legal period after the decision is issued. The appeal is filed with the Turkish Patent and Trademark Office (TÜRKPATENT) together with the legal grounds and supporting documents. The examination of the appeal may lead to the application being accepted on review, or to the refusal being confirmed as final.
How do I file a complaint or objection against someone imitating my registered trademark in Turkey?
If your registered trademark has been imitated or used without permission, you can file an official complaint with the Turkish Patent and Trademark Office (TÜRKPATENT) or bring a claim before the competent commercial courts. You have the right to demand that use of the imitating mark stop immediately, to have goods carrying the imitation seized, and to claim financial compensation for the damage. The trademark registration certificate is the legal basis of your protection and the guarantee of your rights.