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Closing a limited liability company in Turkey is carried out through a series of steps and procedures that last 6 months after the liquidation decision is submitted to the trade registry by the liquidator.
Closing a Limited Liability Company in Turkey
Closing a limited liability company in Turkey involves complex legal procedures that must be thoroughly understood, especially after the increase in government fees and taxes in 2024, which included the fees for certified public accountants.
Therefore, this article from Trustus Consultancy highlights the procedures for closing a limited liability company within a legal framework, clarifying the duration, costs, and accounting fees associated with the process.
What Does Closing a Limited Liability Company Involve?
Closing a limited liability company entails ceasing its operations and liquidating its assets in accordance with prescribed legal procedures. The process initiates with the company’s owner deciding to close, notifying the certified public accountant, and appointing a liquidator.
Subsequently, registration with the Chamber of Commerce follows, culminating in the company’s removal from the commercial registry.
Procedures for Closing a Company in Turkey 2024
Under Turkish Commercial Code No. 6102 and Trade Registry Regulation No. 28541, the closure and liquidation of a limited liability company commence with submitting the liquidation decision to the trade registry.
The liquidation decision is filed by a liquidator appointed either by the company’s owner or the certified public accountant and registered with the Chamber of Commerce. The liquidator is responsible for overseeing the following closure procedures:
- Submitting the liquidation decision to the relevant trade registry office.
- Publishing three announcements in the trade registry over three months to notify the company’s creditors of the liquidation decision.
- Notifying interested parties of their contractual dues through the liquidator and the trade registry gazette.
- The liquidators prepare annual financial statements related to the liquidation process and present the final balance sheet to the general assembly upon completion of the liquidation.
Required Documents for Closing a Company in Turkey
- Application for branch closure, if applicable.
- Liquidation request submitted to the Turkish Trade Registry.
- Acknowledgment from the competent authority confirming cessation of all company activities.
Duration of Closing a Limited Liability Company in 2024
The duration of liquidating a limited liability company varies based on reasons for closure, coordination between liquidators and shareholders, legal status of company assets, creditor situations, and other factors. Engaging experienced corporate lawyers can facilitate the timely completion of liquidation procedures.
Generally, the initial phase of closing a limited liability company takes 3 months, during which creditors are notified of the liquidation decision.
This is followed by an additional 3-month period to complete the remaining liquidation procedures. Thus, a minimum of 6 months is required from the date of the third announcement publication for a lawful closure of a company in Turkey.
Costs of Closing a Limited Liability Company in Turkey
During the closure process, the company owner in Turkey is responsible for settling all obligations including monthly tax declarations, fees for certifying books for the final year, and municipal license fees if applicable.
The costs vary depending on the size of the company and the duration of the liquidation process. Generally, closing a limited liability company in Turkey involves several expenses, including:
- Fees for publication in the official gazette of the trade registry.
- Fees for publishing three announcements in the trade registry gazette.
- Taxes and fees due on the company during the liquidation period.
- Fees for the liquidator to ensure compliance with legal procedures.
- Fees for the certified public accountant to manage the liquidation process and file financial reports.
Fees for Certified Public Accountants
The fees charged by certified public accountants during the liquidation phase vary from one company to another. Some accountants may require upfront payment before commencing the closure process, while others receive their fees at different stages of liquidation.
During the mentioned 6-month period, the certified public accountant assumes responsibility for regularly filing financial reports and statements. This ensures accurate determination of taxes and fees payable by the company during that period, in accordance with the minimum requirements stipulated by relevant laws and regulations.
Conclusion
Closing a limited liability company in Turkey requires adherence to specific legal procedures, starting with the decision to liquidate by the partners, appointing a liquidator, publishing announcements in the Turkish trade registry gazette, and culminating in the final removal of the company from the Chamber of Commerce records.
It is crucial to exercise caution and seek guidance from experienced accountants and lawyers to ensure proper procedure and avoid potential legal or financial issues.
At Trustus Consultancy, we are pleased to offer services for the closure and liquidation of limited liability companies in Turkey. Our specialized team includes experienced accountants and lawyers who specialize in company liquidations in Turkey. We also provide legal and accounting consultancy services throughout all stages of the closure process, ensuring successful and expedited procedures.
If you have any questions or inquiries, please do not hesitate to contact us.
Sources: TÜRK TİCARET KANUNU1 + Ankara Ticaret Odası
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