REAL PERSONS

A person who operates a commercial enterprise on his behalf, even partially, is called a merchant (Turkish Commercial Code, Clause 12)

It consists of the name and surname of the real person trader written without shortening the trade name. Appendices can be made to the name and surname in accordance with Clause 46 of the Turkish Commercial Code. No plural affixes, other people's names and foreign words that may create the impression of partnership shall be used in the title.

In cases where the business owner is under custody or guardianship or a legal advisor has been assigned to him in such situations concerning capacity and genuine assent, this situation and such parent, guardian or legal advisor shall be duly registered. The same provision is also applied should these situations occur later.

• Real Person Registration Process
• Real Person Address Change Process
• Real Person Occupation Process
• Real Person Capital Increase Transaction
• Real Person Succession Process
• Real Person Insurance Agency Transaction
• Termination of Real Person Insurance Agency
• Real Person Branch Opening Process
• Registered Office Transfer to Istanbul for Real Persons
• Real Person Commercial Abandonment Process

 

LIMITED COMPANIES

Limited companies shall be established with a minimum capital of TRY 10.000 and 1 partner.

Titles that need to be determined in Turkish shall contain the phrase Limited Company and show the field of activity.

The capital to be invested by partners shall be at least TRY 25 or its multiples.

• Limited Liability Company Establishment Process
• Limited Liability Company General Assembly Process (Resolution of the Shareholders' Assembly )
• Limited Company Articles of Association Amendment Process
• Limited Company Registered Capital Increase
• Limited Company Registered Capital Decrease
• Simultaneously Process of Limited Liability Company Capital Decrease and Capital Increase
• Limited Company Address Change Transaction
• Limited Liability Company Branch Opening Process
• Limited Liability Company Branch Closing Process
• Registered Office Transfer of Limited Liability Company to Istanbul
• Limited Company Share Transfer Transaction
• Limited Liability Company Sole Shareholder Ownership Notification Process
• Limited Liability Company Share Distribution Process
• Limited Liability Company Partner / Director Name / Surname Change Process
• Limited Liability Company Director Appointment Procedure
• Limited Liability Company Internal Directive Application Procedure Regarding Limited Authorization (Turkish Commercial Code,.367-371-629)
• Limited Liability Company Director Resignation Process
• Limited Liability Company Insurance Agency Transaction
• Limited Liability Company Insurance Agency Termination Process
• Limited Company Liquidation Entry Process
• Limited Liability Company Return From Liquidation
• Limited Liability Company End of Liquidation Process

 

STOCK COMPANIES

Unless otherwise stipulated in special laws, stock companies shall be established with minimum TRY 50,000 capital and minimum 1 partner.

The initial capital of non-public stock companies that have adopted the registered capital system shall not be less than TRY 100,000.  In the titles that need to be determined in Turkish, it is required to have the phrase stock company and indicate the subject of activity.

In accordance with the "Communiqué on Increasing the Capitals of Joint Stock and Limited Companies to New Minimum Amounts and Determining Those Stock Companies Whose Establishment and Amendment to the Articles of Association is Subject to Permission" as promulgated in the Official Gazette No. 28468 with date 15 November 2012 of the Ministry of Customs and Trade, banks, leasing companies, factoring companies, consumer finance and card service provider companies as well as asset management companies, insurance companies, holdings established as joint stock companies, companies operating foreign exchange kiosks, companies dealing with public retailing, agricultural products licensed warehousing companies, product specialized exchange companies, the establishment of independent audit companies, surveillance companies, technology development zone management companies, companies subject to the Capital Market Law No. 2499 dated 28/7/1981 and free zone founders and operating companies and amendments to their articles of association are subject to the permission of the Ministry.

• Stock Company Establishment Process
• Stock Company Address Change Transaction
• Stock Company Branch Opening Process
• Stock Company Branch Opening Process
• Registered Office Transfer of Stock Company to Istanbul
• Stock Company General Assembly Process
• Stock Company Articles of Association Amendment Process
• Stock Company Registered Capital Increase
• Stock Company Registered Capital Decrease
• Simultaneously Process of Stock Company Capital Decrease and Capital Increase
• Resignation and Appointment of a Stock Company Board Member
• Stock Company Representation Process
• Stock Company Internal Directive Application Process Regarding Limited Authority (TTC 367-371-629)
• Stock Company Turkish Commercial Code, Notification Process According to Clause 198
• Stock Company Single Share Ownership Notification Process
• Stock Company Single Shareholder Change Transaction
• Stock Company Liquidation Entry Process
• Stock Company Return from Liquidation Process
• Stock Company End of Liquidation Process
• About the Change of the Registered Independent Auditor

 

COOPERATIVES

Cooperatives are defined by various partnerships and mutual funds established by real and legal persons in order to provide and protect specific economic interests of the partners, especially their professions or livelihoods, through labour, monetary contributions and mutual aid as well as solidarity and surety.  Cooperatives are established with the articles of association signed by at least 7 partners.

The matters required to be included in the cooperative agreement are as follows:

Agreement approval date,

The title and registered office of the cooperative,

The purpose and activity fields of the cooperative and its term, if any,

Conditions and terms granting and removing shareholder title,

Capital of cooperatives and the least amount corresponding to cash part of such amount and value of each partnership share,

That share certificates are registered,

Whether partners will invest capital in kind, capital in kind and financial assets and what the establishments are consisted of and values appraised for them,

Responsibility state and degree of shareholders due to liabilities of cooperatives,

The duties, powers and responsibilities of the executive and supervisory bodies of the cooperative,

Provisions for the representation of the cooperative,

Provisions regarding the representation of the cooperative,

In what form the cooperative will make announcements and in what form the board resolutions will be notified to shareholders should there is a provision in this respect in the articles of association,

Name, surname, business and residential addresses of the founders

• Cooperative Establishment Process
• Cooperative Articles of Association Change Process
• Cooperative General Assembly Process
• Cooperative Branch Opening Process
• Cooperative Branch Closing Procedure
• Registered Office Transfer of Cooperative to Istanbul
• Cooperative Liquidation Entry Procedure
• Cooperative End of Liquidation Process

 

UNLIMITED COMPANIES

Unlimited companies: It is a company established between real persons in order to operate the business under a trade name, and none of the partners are limited to the creditors of the company.

The unlimited company agreement is subject to written form.

The mandatory matters to be included in the unlimited company agreement are as follows;

Partners' names and surnames, permanent addresses and nationalities and Turkish ID numbers of the same, 

ID numbers (tax number of foreign nationals or ID number for foreigners) shall be specified.

That the company is a Collective company, 

The title and registered office of the cooperative,

Field of activity,

The type of capital each partner undertakes to invest as capital, and its amount

Authorizations to represent the company and form of representation

The trade name of the collective company shall include the name and surname of all partners or one of the partners and an expression indicating the type of the company.

• Unlimited Company Establishment Process
• Unlimited Company Articles of Association Change Process
• Unlimited Company Branch Opening Process
• Unlimited Company Branch Closing Process
• Registered Office Transfer of Unlimited Company to Istanbul
• Unlimited Company Liquidation Entry Process
• Unlimited Company End of Liquidation Process

 

LIMITED PARTNERSHIPS

A company established to operate a commercial enterprise under a trade name, the liability of one or more of the partners against the creditors of the company is not limited and those companies where the liability of other partners is limited to a certain capital are limited partnerships.

Partners who do not have limited liabilities are called unlimited (active), and those with limited responsibilities are called unlimited partners.

Unlimited partners shall be real persons.  Legal entities can only be permanent partners.

Limited company is deemed real while unlimited partnership whose capital is divided into shares is considered a capital company.

The trade name of the limited partnership companies whose capital is divided into shares includes the name and surname of at least one of the active partners and an expression that indicates the company and its type. The trade names of these companies cannot contain the names and surnames or trade names of the active partners.

Under the title of ordinary limited partnership company, the active partner is deemed to be liable to third parties like an active partner.

• Limited Partnership Establishment Process
• Limited Partnership Liquidation Entry Process
• Limited Partnership End of Liquidation Process
• Limited Partnership Transaction with the Capital Divided into Shares