# 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 1. Incorrect NA-CE codes in MERSİS (leads to rejection). 2. Missing apostille on foreign documents. 3. Not bringing sworn translator when a shareholder does not read Turkish. 4. Submitting unsigned chamber forms or incomplete ID copies. 5. 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 ![](https://cdn.hashnode.com/res/hashnode/image/upload/v1759770306980/cb278b88-60f9-46cc-9113-e059ea729222.png align="center")