As a rule, foreign individuals and legal entities may establish a joint-stock company (anonim şirket) or a limited liability company (limited şirket), become a shareholder in an existing company, or open a branch in Türkiye on the same terms as domestic investors; being a foreigner does not in itself require a permit. A company acquires legal personality upon registration with the trade registry. The minimum share capital is TRY 50,000 for a limited company and TRY 250,000 for a joint-stock company.
- Foreign investors enjoy freedom to invest and national treatment (Law No. 4875, Art. 3).
- A limited company may be formed by a single person; the number of partners may not exceed 50 (Turkish Commercial Code (TTK), Arts. 573-574).
- Minimum capital: TRY 50,000 for a limited company and TRY 250,000 for a joint-stock company (TTK Arts. 332 and 580; amounts raised by Presidential Decision).
- The deadline for under-capitalised companies to comply with the new amounts was extended to 31/12/2027 by a communiqué dated 17 October 2026.
- Establishing a company does not replace a work permit for foreign personnel; the permit is obtained separately.
Can foreigners establish a company in Türkiye?
Under the Foreign Direct Investment Law, subject to international agreements and special statutory provisions, making direct foreign investment in Türkiye is free and foreign investors are treated equally with domestic investors (Law No. 4875, Art. 3/a). A foreign investor is defined as a natural person with foreign nationality, a Turkish citizen residing abroad, or a legal entity established under foreign law (Art. 2/a).
Direct foreign investment covers establishing a new company or opening a branch, as well as becoming a partner in an existing company by acquiring shares outside the stock exchange, or on the exchange at least 10% of shares or an equivalent voting right (Art. 2/b). The former permit and approval system has been converted into an information system; investors report statistical information about their investments to the competent authority (Arts. 1 and 4). Certain sectors (such as banking, insurance, energy, aviation and maritime) may be subject to separate permits or conditions under special laws, so sector-specific legislation must be reviewed separately.
Which type of company should be chosen?
Limited company
A limited company may be formed by one or more natural or legal persons. Partners are not liable for company debts; they are only obliged to pay the capital shares they have committed to (TTK Art. 573). The number of partners may not exceed fifty (Art. 574). The minimum share capital is TRY 50,000 (Art. 580). The articles of association are signed before authorised staff at the trade registry office (Art. 585).
Joint-stock company
A joint-stock company has a fixed capital divided into shares and is liable for its debts solely with its assets (TTK Art. 329). One or more shareholders suffice to form it (Art. 338). The minimum share capital is TRY 250,000; for non-listed companies adopting the registered capital system, the minimum initial capital is TRY 500,000 (Art. 332). The articles of association are signed with notarised signatures or before the trade registry director or deputy (Art. 339).
Branch and liaison office
A business whose headquarters is abroad may open a branch in Türkiye. The branch is registered with the trade registry like domestic branches, and a fully authorised commercial representative (ticari mümessil) residing in Türkiye must be appointed (TTK Art. 40/4). The trade name of the branch must indicate the places of the headquarters and the branch and that it is a branch (Art. 48/3). A branch is an extension of the headquarters, not a separate legal entity; it does not provide limited liability independent of the headquarters.
A liaison office is a permit-based structure that foreign companies may open in Türkiye for promotion and coordination, provided they do not engage in commercial activity (Law No. 4875, Art. 3/h). Such an office may not engage in commercial activity.
What are the steps for incorporation?
- Identity and tax number: Foreign individual partners need a notarised Turkish translation of their passport and a Turkish tax identification number. Foreign legal-entity partners submit their registry certificate, articles of association and documents on representation authority, apostilled (or consulate-certified) and translated.
- Power of attorney (optional): Procedures may be carried out in person or through a representative; the power of attorney must expressly cover incorporation procedures and signing the articles and, if issued abroad, must be apostilled and translated.
- Commitment and payment of share capital: In a joint-stock company at least 25% of the cash-committed nominal share value is paid before registration and the rest within 24 months after registration; cash payments are deposited in a special account opened in the company's name at a bank (TTK Arts. 344-345). In a limited company the requirement to pay 25% before registration does not apply; joint-stock company rules apply by analogy to payment of shares (Art. 585).
- Signing the articles and registration: The application is made to the trade registry office where the company's headquarters is located (Art. 586). The company acquires legal personality upon registration (Art. 355/1).
- Tax office, social security and other records: After registration, the notification of commencement of business, workplace notifications and any activity-specific permits and licences are completed.
Persons acting in the name of the company before registration are personally and jointly liable for these transactions unless it was expressly stated that they were made on behalf of the company to be established and the company accepts them within three months after registration (Art. 355/2).
What are the minimum capital amounts and the compliance deadline?
| Company type | Minimum amount | Basis |
|---|---|---|
| Limited company (share capital) | TRY 50,000 | TTK Art. 580 |
| Joint-stock company (share capital) | TRY 250,000 | TTK Art. 332 |
| Non-listed registered-capital joint-stock company (initial capital) | TRY 500,000 | TTK Art. 332 |
These amounts were raised by Presidential Decision No. 7887. For existing joint-stock and limited companies whose capital is below these amounts, TTK Provisional Article 15 required capital to be increased by 31/12/2026, failing which the companies would be deemed dissolved (infisah). The Ministry of Trade extended this period to 31/12/2027 by a communiqué published in Official Gazette No. 33403 dated 17 October 2026. Because the law authorises the Ministry to extend the period by one year at most twice, only one further extension is possible.
Example: the partners of a limited company with TRY 20,000 capital must increase it to TRY 50,000 by general assembly resolution; no meeting quorum is required for these resolutions, which are taken by a majority of the votes present (Provisional Art. 15/2).
What should be considered before incorporation?
The articles of association of a joint-stock company must include, among other things, the trade name and seat, the subject of business with its essential points specified, the capital and nominal value of each share, whether shares are registered or bearer, and transfer restrictions (TTK Art. 339/2). If the business purpose is drafted too broadly or vaguely, amendments may later be needed, so planned activities should be clarified in advance. When choosing a trade name, the possibility of confusion with established names and the statutory provisions on trade names should be considered. If relations between shareholders, transfer and exit terms, profit distribution and management powers are not regulated at the outset in the articles and, if necessary, in a shareholders' agreement, they may later become a source of disputes.
Work permits in foreign-invested companies and shareholder transfers
Work permits for foreign personnel employed in companies, branches and entities established under Law No. 4875 are granted by the Ministry of Labour and Social Security (Art. 3/g). Being a partner is not alone sufficient for a foreign partner or manager to actually work in Türkiye; a work permit is obtained separately. Net profit, dividends, liquidation and sale proceeds of foreign shareholders and payments under licence and management agreements may be freely transferred abroad through banks (Art. 3/c).
After incorporation, the rules on annulment and invalidity of general assembly and board resolutions are relevant to the functioning of joint-stock companies, and companies' compliance obligations under the KVKK (Personal Data Protection Law) matter for employment and data processing. The principal employer-subcontractor relationship may also arise in relations with employees.
Frequently Asked Questions
Can a foreigner establish a company alone in Türkiye?
Yes. Both limited and joint-stock companies may be formed by one person (TTK Arts. 573, 338). Being a foreigner requires no additional permit.
Is there a residence requirement for a foreign partner?
The law does not impose a residence requirement for partnership. However, a Turkish tax identification number is needed for incorporation, and appointing a representative is practically convenient for some procedures.
Does establishing a company automatically give a foreigner a work or residence permit?
No. Foreign personnel need a work permit from the Ministry of Labour and Social Security (Law No. 4875, Art. 3/g). Residence permits are subject to separate legislation.
What is the difference between a branch and a limited company?
A limited company is a separate legal entity and its partners are not liable for company debts. A branch is an extension of the foreign headquarters and shares its legal personality; a fully authorised commercial representative must be appointed in Türkiye (TTK Art. 40/4).
My existing company has less than TRY 50,000 capital; what should I do?
The capital must be raised to the new minimum amount by 31/12/2027; otherwise the company is deemed dissolved (TTK Provisional Art. 15). The period was extended by the communiqué of 17 October 2026.
Can the company's profit share be sent abroad?
Yes. Net profit and dividends may be freely transferred through banks or private financial institutions (Law No. 4875, Art. 3/c). Tax and reporting obligations remain reserved.