How to Start a Business in Türkiye in 2025: A Complete Guide by RT Union
Introduction
Türkiye remains an attractive destination for foreign investors due to its liberal policies, strategic location, and streamlined business registration processes. The Foreign Direct Investment (FDI) Law No. 4875 (Invest in Türkiye) ensures equal treatment for foreign and local investors, granting the same rights and obligations. In 2025, the process of setting up a company has been further simplified through the MERSIS system and the "one-stop shop" principle. RT Union, a Russian-Turkish Legal Company with 20 years of experience, has prepared this guide to help you establish a business in Türkiye, including setting up branches and liaison offices, while adhering to the latest requirements and procedures.
Types of Companies in Türkiye
Under the Turkish Commercial Code (TCC) No. 6102, foreign investors can choose from the following company types:
Corporate Forms
Joint Stock Company (JSC, A.Ş.): Ideal for large companies. Minimum capital is 250,000 TRY (approximately 7,250 USD as of May 2025). At least 25% of the capital must be paid before registration, with the remainder due within two years.
Limited Liability Company (LLC, Ltd. Şti.): Suitable for small and medium-sized businesses. Minimum capital is 50,000 TRY, which can be paid within 24 months after registration.
Non-Corporate Forms
General Partnership: Suitable for joint ventures without a legal entity.
Limited Partnership: Divides liability among partners.
Partnership Limited by Shares: Rarely used.
JSCs and LLCs are the most popular choices due to their flexibility and compliance with international corporate governance standards.
Tip from RT Union: For most foreign investors, an LLC is the best option due to its lower capital threshold and simplified management structure.
Step-by-Step Process for Company Registration
The process of registering a company in Türkiye in 2025 is managed through the Trade Registry Directorates under the "one-stop shop" system and is typically completed within a single day. Here are the key steps:
Submit the Articles of Association via MERSIS
All registration procedures are conducted through the Central Registry System (MERSIS). You submit the company’s articles of association online, and the system assigns a unique number to the company.
Tip: Ensure the articles comply with TCC requirements (Article 339).
Prepare and Notarize Company Documents
Required documents:
Articles of association, signed by all founders (4 copies, 1 original).
For foreign individual shareholders: 2 notarized and translated copies of the passport, plus a tax identification number (Vergi Kimlik Numarası).
For foreign legal entities: Certificate of Activity from the home country, shareholder resolutions for establishment, and appointment of a representative.
Notarized signature declarations of managers and powers of attorney (if registering via a proxy).
Important: Documents issued outside Türkiye must be notarized and apostilled or certified by the Turkish consulate, in line with the Hague Convention of 1961 (Mevzuat).
Obtain a Potential Tax Identification Number
Non-Turkish shareholders and board members must obtain a potential tax identification number from the tax office to open a bank account for depositing the company’s capital.
Documents: Articles of association, office lease agreement, and power of attorney (if applicable).
Pay a Contribution to the Competition Authority
0.04% of the company’s capital must be paid to the Competition Authority through the Trade Registry’s payment office.
Deposit the Capital
For JSCs: At least 25% of the capital must be paid before registration, with the rest due within two years.
For LLCs: The capital can be paid within 24 months after registration.
Tip from RT Union: We recommend paying the full capital upfront to enhance bank trust.
Register with the Trade Registry Directorate
Submit the following documents:
Registration petition.
Incorporation notification forms (4 copies).
Notarized signatures of founders.
Founders’ declaration.
Proof of payment to the Competition Authority (0.04% of capital).
Bank certificate confirming the capital deposit.
After registration, the Trade Registry notifies the tax office and Social Security Institution (SGK) automatically. An announcement is published in the Commercial Registry Gazette within 10 days.
Certify Legal Books
The Trade Registry certifies journals, ledgers, shareholder registers, and meeting minutes books.
Obtain Tax Number and Register with SGK
A tax inspector visits the office to prepare a determination report. The company must also register with SGK for employee social security.
Setting Up a Branch in Türkiye
Foreign companies can establish a branch in Türkiye, which is not a separate legal entity and operates under the parent company’s objectives. Its duration is tied to the parent company’s existence.
Branch Requirements
Capital: No minimum capital is required, but allocating a budget for operations is advisable.
Documents for Registration:
Petition signed by an authorized person.
Parent company resolution to open a branch.
Certificate of Activity of the parent company, apostilled or certified by the Turkish consulate.
Power of attorney for a resident representative in Türkiye.
Notarized signatures of the branch representative.
Taxation: Branch profits transferred to the parent company are subject to a 15% dividend withholding tax, which may be reduced under Double Taxation Prevention Treaties.
Tip from RT Union: Branches are ideal for companies looking to test the Turkish market without forming a separate legal entity.
Establishing a Liaison Office in Türkiye
Liaison offices (representative offices) in Türkiye cannot engage in commercial activities but can be used for market research or promoting products. A license from the Ministry of Industry and Technology is required.
Liaison Office Requirements
Documents:
Application form outlining the office’s objectives.
Certificate of Activity of the foreign company, apostilled.
Financial statements of the parent company.
Authorization for the office representative.
License Duration: Initially granted for 3 years, with extensions possible based on activity reports.
Tip from RT Union: Liaison offices are perfect for companies planning to explore the market before a full-scale entry.
Conclusion
Starting a business in Türkiye in 2025 is a straightforward and efficient process thanks to reforms aimed at simplifying procedures. You can choose to establish a company, branch, or liaison office depending on your goals. However, strict compliance with TCC requirements and international standards, particularly regarding document apostille, is essential for success.
RT Union, a Russian-Turkish Legal Company, is here to assist you at every step—from document preparation to registration and opening a bank account. Contact us for a consultation and launch your business in Türkiye seamlessly!