Company registration in Turkiye

Types of companies, steps and documents required for establishing a company

1. Joint stock companies (public or private)

Establishment of this type of company requires at least a natural or legal person. Shareholders are only liable to the company for the capital shares they have pledged. A joint stock company with real and legal shareholders can be established. This company has a statute and must be registered in the city chamber of commerce where the company's head office is located. The company must have a general assembly and a board of directors. As a rule, the approval of the general meeting of shareholders is not required for the transfer of shares, and shareholders can freely transfer their shares to others. This is the only type of company whose shares are offered to the public and it will be possible to trade in the stock market. The minimum capital is 50,000 Turkish liras. At least a quarter of the company's capital must be deposited in cash in a bank account before registration, and the rest will be paid no later than 24 months after registration. Joint-stock companies are divided into two types:

Special joint stock company: There are companies whose number of shareholders is less than 250 people.

Public company: There are companies with more than 250 shareholders.

2. Limited liability company

A limited liability company is a company whose capital is divided into shares, and the shareholders are only liable to the company for the capital shares they have pledged. A limited liability company can be established with one shareholder and the maximum number of shareholders should not exceed fifty. The partners of these companies can be natural or legal persons. This company has a charter and must be registered in the city companies registration room where the company's head office is located. The shareholders of a limited liability company will be responsible for the company's debts only to the extent of their shares.

The capital of the limited liability company is at least 10,000 Turkish lira and the payment of all capital must be made in cash within 24 months from the date of company registration. Bearer shares cannot be issued in a limited liability company and cannot be offered to the public. The transfer of shares in this type of company is subject to the approval of the general meeting of shareholders.

3. Partnership company

Partnerships are companies that can be established by two partners who must be natural persons. Both partners have the right and responsibility to manage the company separately, and management activity can be assigned to one or more partners with the agreement of the company or the majority of partners. These partners have unlimited liability to the creditors of the company. Also, there is no need for capital in such a company.

4. Mixed joint venture

There are two types of mixed partnership. Normal partnership (private company) and partnership divided into shares (capital company). It can be created by at least two people, one is an active partner (with unlimited liability) and the other is a passive partner (with limited liability). Active partners must be natural persons, while inactive partners can be natural or legal persons. The liability of inactive partners is limited to the capital they invest and they do not have the right to manage the company. The responsibility of an active partner is the same as that of a partner in a partnership, and at the same time, they have the right to manage the company.

5. Cooperative company

Cooperative company is not a private or capital company, but a commercial company established by at least seven partners. Each partner gets a minimum of one and a maximum of five thousand shares. All partners, except those who were not partners, can participate in the general assembly of the cooperative three months before the general assembly. This process is not mandatory in construction cooperatives. The board of directors of this company must include four Turkish citizens who meet other requirements defined by law.

Steps of establishing the company

1. Preparation of the company's articles of association and its approval and signature by the company's shareholders 2. Preparation of sample signatures of legal directors of the company 3. Payment of 0.04% of the capital amount to the Turkish Competition Organization 4. Payment of the minimum required amount of the company's capital (25%)

5. Submitting a company registration request to the Companies Registration Office

Required documents to establish a company

• The signed articles of association of the company approved by the Companies Registration Office

• Proof of payment of at least 25% of the capital, for example, a payment slip to the bank

• Payment receipt for 0.04 percent of Turkish Competition Organization

• If available, the evaluation report of the official judicial expert to determine the value of the committed capital in cases other than cash capital, such as the assets that are to be transferred to the company or existing non-cash assets

• In case of non-cash capital, presenting an official letter from the relevant authorities stating that there is no legal prohibition to transfer such assets to the company.

• sample signature of company directors