Limited Company Formation in Turkey: Required Documents and Practical Guide
Limited Company Formation in Turkey: Required Documents and Practical Guide
Limited Company Formation in Turkey: Required Documents and Practical Guide
Introduction: Why Entrepreneurs Choose LLC in Turkey
Starting a business in Turkey often begins with a critical question: Which company structure should I choose? For both local entrepreneurs and foreign investors, the Limited Company (LLC) stands out as the most practical option. It combines flexibility, low minimum capital requirements, and strong legal recognition under the Turkish Commercial Code (TTK).
However, while the benefits are clear, the formation process requires meticulous preparation of documents. Missing even a single step can delay registration. This guide provides a detailed roadmap of the documents needed, their legal bases, and practical notes from real business cases.
1. Core Documents Required for LLC Registration
| Document | Legal Basis | Practical Notes |
| Application Petition (Dilekçe) | TSY Art. 22–23 / TTK Art. 29 | Signed by all directors. If signed via proxy, notarized power of attorney required. |
| Undertaking (Taahhütname) | TSY Art. 24 | Must include NA-CE codes in MERSİS. Main activity code listed first. Max 5 codes per application. |
| Articles of Association (Şirket Sözleşmesi) | TTK Art. 576–577 | All founders’ signatures approved at Trade Registry Office. |
| Signature Declaration (İmza Beyanı) | — | Mandatory for directors not holding shares. ID card must be presented. |
| Mandatory Company Books | — | Provided free to ATO members. Includes share ledger, decision book, journal. |
| Chamber of Commerce Registration Form | — | Requires ID copies of partners and managers, plus passport photos. |
| E-Social Security Agreement | — | Mandatory if company hires employees. Must be signed physically after MERSİS entry. |
2. Special Situations and Additional Documents
A) When Foreign Shareholders Are Involved
Foreign Individuals:
Passport copy + notarized translation
Residence certificate
Turkish Tax Identification Number
Foreign Legal Entities:
Apostilled incorporation certificate showing activities, shareholders, directors
Apostilled participation resolution
Notarized Turkish translations of all documents
B) Non-Cash (In-Kind) Capital Contributions
Expert report by court-appointed valuers
Registry documents proving no restrictions
Pledge-free certificate for assets
Notarized delivery statements if movables are deposited to a custodian
C) Minority Shareholders Under 18
Guardianship appointment by court (Kayyum Kararı) or
Consent declaration (Muvafakatname) by legal representatives
D) Corporate Shareholders
- Notarized resolution of authorized board appointing a representative
3. Legal Framework
Turkish Commercial Code (TTK)
- Articles 29, 128, 359, 576–578
Trade Registry Regulation (TSY)
- Articles 22–24, 90
These provisions govern every detail of document submission, shareholder obligations, and representation rules.
4. Frequent Mistakes to Avoid
Incorrect NA-CE codes in MERSİS (leads to rejection).
Missing apostille on foreign documents.
Not bringing sworn translator when a shareholder does not read Turkish.
Submitting unsigned chamber forms or incomplete ID copies.
Preparing unnecessary e-sigorta contracts before hiring employees.
5. Timeline and Costs
Duration: Normally 1–3 business days once documents are complete.
Minimum Capital: 10,000 TL (as per TTK).
Typical Costs (2025):
| Cost Item | Estimated Amount (TRY) |
| Notary fees (signature & articles) | 5,000–8,000 |
| Trade Registry charges | 4,000–7,000 |
| Chamber of Commerce registration | 3,000–5,000 |
| Accounting & consultancy support | 10,000–15,000 |
| Total | ~25,000–35,000 |
6. Key Notes for Foreign Investors
No physical office requirement – a virtual office agreement is acceptable.
Fast-track process: With prepared documents, company can be operational in under a week.
Tax incentives: Export-oriented companies benefit from VAT refunds and corporate tax reductions.
Banking: Share capital must be deposited into a Turkish bank before final registration.
7. Frequently Asked Questions (FAQ)
Q1: Can I establish an LLC with a single shareholder?
Yes, Turkish law allows single-member LLCs.
Q2: What is the difference between LLC and Joint Stock Company (A.Ş.)?
LLC requires lower capital (10,000 TL vs 250,000 TL for A.Ş.) but is less flexible for share transfers.
Q3: Can a foreigner be the sole shareholder?
Yes, foreign individuals and companies can own 100% of an LLC in Turkey.
Q4: Do I need to travel to Turkey to establish the company?
Not necessarily. With a notarized and apostilled power of attorney, incorporation can be handled by representatives.
8. Expert Insights
The process of establishing a Limited Company in Turkey is straightforward if documentation is prepared with precision. For international entrepreneurs, the most common delay stems from apostille and translation of foreign documents—a step that should be planned well in advance.
With proper planning, your company can be legally formed in a matter of days, opening the door to Turkey’s dynamic market and global trade connections.
Reach us
👉 If you are planning to set up a company in Turkey, preparing documents correctly is the most important step. At Özmen Mali Müşavirlik, we assist both local and foreign entrepreneurs in completing the process seamlessly—covering every stage from document preparation to tax registration.
📩 Contact us today to discuss your business plan and receive a tailored roadmap for company formation in Turkey.
info@ozmconsultancy.com
