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Karanfiloglu Law Firm

Lawyer for Foreign Investors and Companies in Turkey

This page is for foreign companies, investors and founders who are entering the Turkish market, or who already operate in Türkiye through a subsidiary, a branch or a local partner. Karanfiloglu Law Firm, the office of Av. Kaan Karanfiloğlu in Şişli, Istanbul, advises them and represents them across Türkiye, and much of the work is done remotely by power of attorney where the procedure allows.

Under the Foreign Direct Investment Law No. 4875, foreign investors are, as a rule, treated on the same footing as Turkish investors. The practical questions are therefore rarely about permission to invest. They are about structure, permits, contracts and enforcement.

Common situations

  • Setting up: choosing between a limited company, a joint-stock company, a branch or a liaison office, and forming it by power of attorney without travelling (work permits and company formation).
  • Running the subsidiary: general assemblies, share transfers, capital increases, the liability of directors and the paperwork head office expects (commercial law).
  • Ongoing counsel: a Turkish subsidiary without an in-house lawyer needs its contracts, employment files and compliance reviewed regularly, with reports in English (legal counsel for companies).
  • Brand protection: the group's trademarks are not yet registered in Türkiye, or a local distributor has filed the mark in its own name (trademark registration).
  • Personal data: customer or employee data collected in Türkiye are stored on group servers abroad, which falls under specific KVKK rules on transfers abroad that were revised in 2024 (data protection).
  • Disputes with a Turkish counterparty: drafting the arbitration clause, or enforcing a foreign arbitral award or court judgment against assets in Türkiye (arbitration and enforcement).
  • Offices and land: leasing or buying offices, warehouses or factory land. A Turkish company with foreign capital can acquire property for the activities in its articles of association, subject to an additional review by the authorities (real estate law).
  • Founders' citizenship: a shareholder considering Turkish citizenship through a qualifying investment wants the route checked against the current thresholds (citizenship by investment).

How we work with foreign companies and investors

The first meeting is usually a video call, although you are welcome at the office in Şişli. We review the group structure, the documents already prepared and any term sheet or draft contract. You can arrange it through the contact page, and a confidentiality undertaking can be signed first if you need one.

You then receive a written memo with the options, the steps in order, a realistic timeline and the costs, separating official fees from notary, translation and apostille costs. Our fee is agreed in writing before work starts. Timelines in this memo are estimates, because registries and ministries set their own pace.

A foreign parent usually acts through a board resolution and a power of attorney, apostilled or legalised and then translated into Turkish by a sworn translator. With these, company formation, filings and most court work can proceed without anyone travelling. A few steps need the person concerned, for example a manager's signature declaration, which is given at the trade registry, before a Turkish notary or at a Turkish consulate.

Av. Kaan Karanfiloğlu works in Turkish, English and French. Russian- and Chinese-speaking clients are served through native-speaking advisors at the office.

Written updates follow each step, in English or French, so head office and local management read the same account.

Entering Türkiye, step by step

At a high level, a foreign investor usually moves through these stages:

  1. Choose the vehicle: a subsidiary (limited or joint-stock company), a branch, or a liaison office, which may not trade and needs prior permission.
  2. Prepare the parent's documents (certificate of incorporation, board resolution, power of attorney), have them apostilled or legalised and translated, and obtain Turkish tax numbers for the foreign shareholders.
  3. Draft the articles of association and register the company with the trade registry through the MERSİS system, paying in capital as the rules for that company type require.
  4. Open bank accounts and complete the tax office and social security registrations before the first hire.
  5. Apply for work permits for foreign managers and staff to the Ministry of Labour and Social Security.
  6. Put employment contracts, KVKK documentation and trademark filings in place before trading starts.

Some sectors cannot be entered on registration alone. Banking, insurance, energy, telecommunications, healthcare, private education, broadcasting and similar regulated activities need a licence or approval from the competent authority, often with their own capital and shareholder conditions. That process can take longer than forming the company.

Frequently asked questions

Can a foreigner own 100% of a Turkish company?

Yes, as a rule. Foreign individuals and companies can hold all the shares of a Turkish limited or joint-stock company. Restrictions exist in some regulated sectors, which need checking before you invest.

Do we need to travel to Türkiye to set up a company?

Usually not. Formation can be completed through a power of attorney and apostilled documents. Travel is mainly needed for a few personal steps, such as a signature declaration if it is not given at a consulate.

Which company type should a foreign investor choose?

It depends on the number of shareholders, the planned capital and future share transfers. A limited company suits smaller operations; a joint-stock company is more flexible for larger investments and transfers; a branch keeps the business inside the parent; a liaison office cannot trade.

Can a foreign judgment or arbitral award be enforced in Türkiye?

Yes, through an enforcement action before a Turkish court. Türkiye is a party to the New York Convention on arbitral awards, while foreign court judgments must meet conditions such as reciprocity. The court does not reopen the merits of the case.

Do foreign managers need a work permit?

As a rule, a foreigner who actually works in Türkiye, including as a director or manager, needs a work permit. Holding shares without working in the company does not by itself require one.

Practice Areas

Our Services

How we work

Clients abroad can be represented through a power of attorney, without travelling to Türkiye.

  1. First contact

    Write or call with a short summary of your matter. We tell you whether it falls within our practice areas.

  2. Review

    We review your documents and explain the legal position, the options and the likely steps under Turkish law.

  3. Written engagement

    The scope of work and the fee are agreed in writing before work starts.

  4. Representation and updates

    We act for you before courts, authorities and the other side, and keep you informed at each step.

Who we advise

We advise and represent individuals and companies under Turkish law, whether they live in Türkiye or abroad.

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