YABANCILARIN TÜRKİYE DE ŞİRKET KURMASININ AVANTAJLARI

ADVANTAGES OF FOREIGNERS ESTABLISHING A COMPANY IN TURKEY

What Types of Companies Can Foreigners Establish in Turkey?

Foreign investors can establish all types of companies mentioned in the Turkish Commercial Code. According to the equality principle that the Foreign Direct Investment Law No.’nda geçen tüm şirket türlerini kurabilir. 4875 sayılı is based on, foreigners have equal rights with Turkish citizens in the type of company they will establish within the borders of Turkey. Therefore, the types of companies that foreigners can establish in Turkey are:

As sole proprietorships:

• Collective company,
• Commandite company,
• Cooperative company,
• Ordinary partnership.

As capital companies:

• Joint-stock company,
• Limited liability company,
• Capital divided into shares company.

The most preferred among these company types are limited, joint-stock, and ordinary partnerships. Although other company types still exist descriptively, these three company types stand out in terms of activity. To learn more about company types and their features, click here.

What Are the Steps for Establishing a Company?

According to the Turkish Code of Obligations, verbal agreement on the articles of association is sufficient for establishing an ordinary partnership. However, the establishment steps for companies other than ordinary partnerships mentioned in the TCO are different. The steps to be followed by foreigners to establish a company in Turkey are as follows:

• First, the company's articles of association are prepared in a proper manner.
• The articles of association and minutes are sent through MERSIS.
• After the documents are prepared and completed, they are approved by a notary public.
• A potential tax number for the company is obtained from the affiliated tax office. This application can also be made via the Interactive Tax Office.
• When establishing a joint-stock or limited liability company, 0.04% of the company's capital is paid to the Competition Authority, and 25% is deposited into the company's bank account.
• An application is made to the Trade Registry Office to ensure registration proceedings.
• Legal books belonging to the company are certified by the Trade Registry Office and notary.
• A notification of the company's establishment is requested from the relevant tax office.
• Signature circulars are prepared by authorized personnel at the Trade Registry Office.
• The necessary documents for the company are transferred to the e-TUYS (Electronic Incentive Application and Foreign Capital System.)

What Documents Are Required for Foreigners to Establish a Company in Turkey?

The documents that must be submitted during the first application to the Trade Registry Office and during the registration application for foreigners to establish a company in Turkey are listed separately. Accordingly, the documents to be submitted in both applications are as follows:

Documents to Be Submitted During the First Application

• Company articles of association,
• Passport copies of all shareholders separately,
• Decisions of authorized corporate authorities showing the establishment of the company for legal entities,
• Activity certificate indicating the current status of the company and the authorized signatories,
• Decision on the name and appointment of a real person previously determined to work on behalf of the legal entity,
• Signature declarations,
• Notarized copies of powers of attorney granting the power to follow the company establishment application to authorized persons,
• Photocopies of the national identity cards of the company's directors or managers.

Documents to Be Submitted During the Registration Application

• Notification form for the company's establishment and registration application petition
• Document showing payment to the Competition Authority
• Company articles of association
• Signature declaration and company establishment declaration for each person representing the company
• Trade registry application form
• Non-cash capital expert report
• Documents related to annotations
• Registration certificate showing that there are no encumbrances on the property (document proving whether there is a debt or annotation on the property) and written agreements on the property
• Written statement for members of the board of directors who are not shareholders
• Bank receipt showing payment of the minimum capital deposit

Why Is It Advantageous for Foreigners to Establish a Company in Turkey?

Foreigners establish a company in Turkey for various advantages. Foreign investors can transfer the income they earn in Turkey freely abroad. Work permits for foreign personnel can be easily obtained for companies established in Turkey. In addition, thanks to special tax arrangements, company owners can benefit from tax advantages.

It is also an advantage for foreigners to establish a company in Turkey that international value determination reports are taken into account while determining the non-cash capital of the company. Restrictions are imposed on the direct nationalization or state acquisition of foreign investments. In addition, since Turkey is a party to many international agreements regarding the protection of the rights of foreign investors, it provides legal assurance to investors.

Ifasturk Is Always with You When Establishing a Company!

You can make all these procedures easier by getting support from Ifasturk for the legal and financial processes you need while establishing a company. You can benefit from e-Invoice, e-Archive Invoice, e-Ledger, and e-Independent Professional Invoice services as well as receive services regarding the company establishment process. Contact us to take advantage of all the services that Ifasturk offers you when establishing a company and in the process after establishment.