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Establishing a Limited Liability Company (LLC) in Türkiye

A Quick Guide for International Investors

If you are looking to launch a business in Türkiye, setting up a Limited Company (Limited Şirket - Ltd. Şti.) is one of the most efficient choices. In fact, it is the most popular corporate structure in the country, accounting for approximately


82% of all Turkish companies.  

Here is everything a foreign investor needs to know in a nutshell:

  • Shareholders: Can be established with a single shareholder (minimum), up to a maximum of 50 partners. Shareholders can be real individuals or legal corporate entities.  

  • Liability: Shareholders are not personally liable for the company’s commercial debts; their liability is strictly limited to the capital share they have committed. (Note: Partners share a proportional liability only for uncollectible public/tax debts).  

  • Shares: Limited companies cannot issue bearer shares and cannot be offered to the public.  

  • Share Transfers: Unlike joint-stock companies, transferring shares in an LLC requires a notarized agreement and must be approved by the company's General Assembly

  • Minimum Capital: The mandatory minimum capital requirement is 50,000 Turkish Liras (TL).  

  • Flexible Payment: Unlike Joint Stock Companies, there is no mandatory upfront 25% deposit requirement before registration. You have the flexibility to pay the entire cash capital within 24 months after the official company registration.

  • General Assembly: Consists of all shareholders and is exclusively authorized to make major corporate decisions (e.g., changing the company contract or selecting directors).  

  • Director(s) / Board of Directors: Responsible for daily management and representation. At least one director must be a partner of the company. There is NO requirement for directors to be Turkish citizens or residents.

  • Equal Rights: Foreign real and legal entities are subject to the exact same rules as domestic Turkish investors.  

  • Digital Integration: The initial company contract is prepared online through the Central Registry System (MERSİS). Foreigners simply need to obtain a local tax number first to register into the system.  

  • Timeline: If all required paperwork (such as notarized company agreements, signature declarations, and the 0.04% Competition Authority share payment) is fully prepared and submitted to the related Trade Registry Office, the establishment process can be completed within just one hour.

  • Obtaining potential tax numbers for foreign shareholders.  

  • Drafting the company contract on MERSİS in full legal compliance.  

  • Handling all official translations, notarizations, and Trade Registry submissions.  

Ready to start your business journey in Türkiye? Contact our Foreign Investment Desk for seamless incorporation.


 
 
 

Yorumlar


Gaziantep, Türkiye

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