Setting up a limited liability company in Turkey takes most foreign investors around one to two weeks once the paperwork is ready, and a Turkish LLC (limited şirket) can be owned 100 percent by foreigners with a single shareholder and no minimum residence requirement. You register the company with the relevant Trade Registry Office (Ticaret Sicil Müdürlüğü), obtain a tax number, deposit the capital where required, and the firm becomes a separate legal entity whose owners are liable only up to the capital they commit. This guide explains, in plain language, how setting up a limited liability company in Turkey actually works: who can do it, what it costs, how long it takes, and the obligations that follow.
The limited liability company, known in Turkish as a limited şirket and abbreviated LTD, is by far the most common vehicle foreign entrepreneurs use to do business here. It is governed by the Turkish Commercial Code No. 6102. Below we walk through the company formation process in Turkey step by step, from choosing the structure to your first tax filing.
What Is a Limited Liability Company in Turkey?
A limited liability company in Turkey is a separate legal person whose shareholders are liable only for the capital they have subscribed, not for the company’s debts with their personal assets. This is the central appeal: if the business fails, a shareholder’s exposure is generally limited to the share capital. The structure is set out in the Turkish Commercial Code and is open to both Turkish citizens and foreigners on equal terms.
A limited şirket can be formed by a single shareholder or by several, up to a maximum of fifty. Shareholders can be individuals or other companies, Turkish or foreign. At least one director (müdür) must be appointed, and at least one director must also be a shareholder, although that manager does not need to be a Turkish national or resident. The company exists from the moment it is entered in the Trade Registry, which is also when it can lawfully start trading, sign contracts, and issue invoices.
LLC Versus Joint Stock Company
Foreign investors usually choose between the limited şirket (LLC) and the anonim şirket (joint stock company, or JSC). The LLC is simpler and cheaper to run and suits most small and medium businesses. The JSC is preferred where you plan to raise capital widely, issue shares to many investors, or eventually list. The comparison later in this guide sets out the two side by side so you can match the structure to your plans.
Can Foreigners Set Up a Limited Liability Company in Turkey?
Yes, foreigners can fully own a limited liability company in Turkey, and foreign ownership is treated the same as Turkish ownership under the Foreign Direct Investment Law No. 4875. There is no requirement to take a local partner, and a single foreign shareholder can hold 100 percent of the shares. You do not need to live in Turkey or hold a residence permit to own a Turkish company, although you will need one if you intend to live here and actively work in the business.
What every foreign shareholder and director does need is a Turkish tax identification number, which is free and obtained from the local tax office (Vergi Dairesi) or online. Foreign corporate shareholders must also supply apostilled and sworn-translated incorporation documents. In our practice at Karanfiloglu Law Firm, the most common delay we see for foreign founders is not the company itself but getting documents from abroad properly apostilled and translated before the notary stage, so it is worth preparing those early.
Minimum Capital and Costs of Company Formation in Turkey
The minimum share capital for a limited liability company in Turkey is 50,000 Turkish lira as of the time this article is written, following the increase that took effect at the start of 2024. The figure is set by law and can change, so confirm the current minimum with a lawyer before you budget. You do not have to deposit the full amount up front: under the current rules, the capital can generally be paid within twenty-four months of incorporation, although banks and circumstances vary.
Beyond the share capital itself, the company formation process in Turkey carries several official and professional costs you should plan for:
- Notary fees for signatures, the company’s signature circular, and certified copies.
- Trade Registry registration and Chamber of Commerce registration fees.
- Sworn translation and apostille costs for any foreign documents.
- Accountancy, since a Turkish certified accountant (mali müşavir) is effectively mandatory for monthly bookkeeping and filings.
- Legal fees if you instruct a law firm to handle the formation.
These amounts shift with official tariffs and exchange rates, so treat any quoted figure as current only at the time of writing. A lawyer or accountant can give you a precise, up-to-date breakdown for your specific case.
How to Set Up a Limited Liability Company in Turkey, Step by Step
Setting up a limited liability company in Turkey follows a defined sequence, and most of it is now handled through the MERSIS electronic trade registry system. Here is the company formation process in Turkey in order:
- Get tax numbers. Each shareholder and director obtains a Turkish tax identification number. Foreign corporate shareholders prepare apostilled, sworn-translated documents.
- Prepare the articles of association. Draft the company’s articles (ana sözleşme), setting out the name, registered address, business purpose, capital, shares, and directors. The name is reserved and entered in MERSIS.
- Notarise and sign. The articles are signed before the Trade Registry or a notary, along with the signature declarations of the directors. A power of attorney lets a lawyer complete most steps on your behalf if you cannot attend in person.
- Deposit capital and pay the Competition Authority share. A small percentage of the capital (0.04 percent as of the time this article is written) is paid to the Turkish Competition Authority. Where required, capital is deposited into a company bank account.
- Register with the Trade Registry. The application is filed with the Trade Registry Office. On approval, the company is entered in the registry and its formation is announced in the Trade Registry Gazette. The company legally exists from this point.
- Open the corporate bank account and complete tax registration. The tax office registers the company, an inspector may visit the registered address, and you obtain your tax plate. The company can now invoice and trade.
- Appoint an accountant and set up e-systems. Register for the e-invoice and e-ledger systems where applicable and engage a certified accountant for ongoing filings.
With a power of attorney, a foreign founder often does not need to be physically present in Turkey for the whole process, which is why many clients complete the formation remotely and visit only when needed.
How Long Does It Take to Register a Company in Turkey?
Registering a limited liability company in Turkey usually takes around one to two weeks once all documents are ready, as of the time this article is written. The trade registry stage itself can be completed in a few business days when the file is complete. The realistic timeline depends almost entirely on preparation. Gathering apostilled foreign documents, arranging sworn translations, and obtaining tax numbers are what tend to stretch the calendar. Clients we advise in Istanbul who prepare their documents in advance often have the company registered within a couple of weeks of starting.
LLC Versus Joint Stock Company: Which Structure Fits?
Choosing between a limited liability company in Turkey and a joint stock company comes down to size, capital plans, and how you intend to transfer shares. The main practical differences, as of the time this article is written, are these:
- Minimum capital. The limited şirket starts at 50,000 Turkish lira; the anonim şirket (joint stock company) starts at 250,000 Turkish lira.
- Number of shareholders. An LLC has 1 to 50 shareholders; a JSC has one or more with no upper limit.
- Share transfer. LLC share transfers must be notarised and registered with the Trade Registry; JSC shares can usually be transferred more simply, often privately.
- Public debt liability. LLC shareholders can be held liable for unpaid public debts, such as taxes, in proportion to their shares; in a JSC this is generally limited to the company.
- Typical use. The LLC suits small and medium businesses; the JSC suits larger ventures, wide capital raising, and listing.
For most foreign entrepreneurs starting out, the limited liability company is the practical default. If your plans involve outside investors or a future share offering, it is worth discussing the joint stock route with a lawyer before you commit.
Tax and Ongoing Obligations After Formation
Once your limited liability company in Turkey is registered, it becomes subject to Turkish corporate tax and ongoing compliance duties. The corporate income tax rate is 25 percent as of the time this article is written, though the rate has changed in recent years, so confirm the current figure. Key recurring obligations include:
- Corporate tax on company profits, with annual returns and advance (quarterly) payments.
- Value Added Tax (KDV) charged on most goods and services, filed monthly.
- Withholding tax (stopaj) on items such as rent and certain payments, filed monthly.
- Monthly bookkeeping and filings by your certified accountant, including social security (SGK) filings if you employ staff.
- Annual financial statements and an activity report.
Because these obligations begin as soon as the company exists, engaging a Turkish certified accountant from day one is not optional in practice. A lawyer can help you structure the company, employment, and any work permits correctly so that the tax and immigration sides line up.
Work Permits and Residence for Foreign Owners
Owning a Turkish company does not by itself give you the right to live or work in Turkey. If you plan to manage the business on the ground, you generally need a work permit, which for a company director is tied to conditions such as a minimum paid-in capital and, in many cases, employing a number of Turkish nationals. A work permit also serves as a residence permit for its duration. If you only own shares and do not work in the business, you may not need a work permit at all. Because these thresholds change and depend on your role, this is an area where tailored legal advice is genuinely useful before you set up a limited liability company in Turkey.
Summary
Setting up a limited liability company in Turkey is a well-defined process that is fully open to foreigners, requires a minimum share capital of 50,000 Turkish lira as of the time this article is written, and can usually be completed within around one to two weeks of having documents ready. The limited şirket gives you a separate legal entity, limited liability up to your capital, and 100 percent foreign ownership without a local partner. The areas that most reward early advice are document preparation, the LLC versus joint stock choice, ongoing tax compliance, and work permits for owners who intend to live in Turkey.
Talk to a Lawyer in Istanbul
If you would like advice on your own situation, Karanfiloglu Law Firm is a registered law office in Istanbul serving foreigners and Turkish clients across Turkey. You can reach us by phone or WhatsApp at +90 532 659 35 11, by email at [email protected], or visit us at Mecidiyeköy Mah. Büyükdere Cad. No:67-71, Alba İş Merkezi, Kat:8, Şişli, İstanbul. Contact us to discuss your situation.
Frequently Asked Questions
Can a foreigner own 100 percent of a limited liability company in Turkey?
Yes, a foreigner can own 100 percent of a limited liability company in Turkey, with a single shareholder and no requirement for a local partner. Foreign and Turkish ownership are treated equally under the Foreign Direct Investment Law. You will need a Turkish tax number, and foreign corporate shareholders must provide apostilled, translated documents.
What is the minimum capital to set up a limited liability company in Turkey?
The minimum share capital for a limited liability company in Turkey is 50,000 Turkish lira as of the time this article is written. You do not have to pay it all immediately; the capital can generally be paid within twenty-four months of incorporation. Because the figure is set by law and can change, confirm the current minimum before budgeting.
How long does it take to register a company in Turkey?
Registering a company in Turkey usually takes around one to two weeks once all documents are ready. The trade registry stage itself can be done in a few business days, while gathering apostilled foreign documents and sworn translations is what usually drives the timeline.
Do I need to be in Turkey to set up a company?
No, you do not have to be physically present for the whole process. By granting a power of attorney to a lawyer, a foreign founder can complete most of the company formation process in Turkey remotely and attend in person only when strictly necessary.
What is the difference between an LLC and a joint stock company in Turkey?
The limited liability company (limited şirket) is simpler and cheaper, with a lower minimum capital, and suits small and medium businesses, while the joint stock company (anonim şirket) suits larger ventures and capital raising. Share transfers are more formal in an LLC and easier in a JSC.
Does owning a Turkish company give me a residence permit?
Owning a Turkish company does not automatically grant residence. If you intend to manage the business in Turkey, you generally need a work permit, which also acts as a residence permit, subject to conditions on capital and staffing. If you only hold shares without working, you may not need one.
What taxes does a limited liability company pay in Turkey?
A limited liability company in Turkey pays corporate income tax on its profits, at 25 percent as of the time this article is written, plus Value Added Tax (KDV) and applicable withholding taxes filed monthly. A certified accountant handles the regular filings. Rates change, so confirm the current figures with a professional.
Do I need a Turkish accountant for my company?
Yes, in practice every limited liability company in Turkey needs a certified accountant (mali müşavir) for monthly bookkeeping, tax filings, and social security declarations. These obligations start as soon as the company is registered, so it is best to engage an accountant from the outset.
About the Author
Kaan Karanfiloğlu is the founder of Karanfiloglu Law Firm, an Istanbul-based registered law office serving Turkish and international clients across Turkey. He is a lawyer registered with the Istanbul Bar Association (Reg. No. 58270) and the Union of Turkish Bar Associations (No. 133074), and has practised law in Turkey since 2017. He holds an LL.B. from Galatasaray University Faculty of Law (2016) and advises clients in Turkish, English and French; the firm also serves clients in Russian and Chinese with experienced in-office translators.
Disclaimer: This article provides general information about Turkish law and is not legal advice. Laws, regulations, official fees and procedures change over time and every situation is different. For advice on your specific circumstances, please consult a qualified lawyer. No liability is accepted for any loss arising from reliance on the information in this article.
