Setting up a Business in Turkey

Overview by Globlatrade.net:

Legal Forms of Companies

Types of Companies and Capital (Max/Min) Number of Partners/Shareholders and Liability Registration Fees
The Limited Sirket is a limited liability company.
 
 
500 million TRY, fully paid up at its constitution
2 partners minimum. 50 maximum.
 
 
Liability is limited to the amount of capital contributed.
Execution and Authentication of the documents: TRY 750; Signing of the declaration: TRY 30 ; Deposit of a percentage of capital to local authorities: 0.04% of the capital; Inscription in the Trade Registry: TRY 150 + additional charges; Certification of the commercial books: TRY 46.
The Anonim Sirket is a public limited company.
 
 
5 billion TRY minimum, fully paid up at its constitution
5 partners minimum
 
 
Liability is limited to the amount of capital contributed.
Execution and Authentication of the documents: TRY 750; Signing of the declaration: TRY 30 ; Deposit of a percentage of capital to local authorities: 0.04% of the capital; Inscription in the Trade Registry: TRY 150 + additional charges; Certification of the commercial books: TRY 46.
General partnership
 
 
A capital base must be set up, but no minimum amount is required.
2 partners minimum
 
 
The liability which is on the partners is joint and indefinite.
Execution and Authentication of the documents: TRY 750; Signing of the declaration: TRY 30 ; Deposit of a percentage of capital to local authorities: 0.04% of the capital; Inscription in the Trade Registry: TRY 150 + additional charges; Certification of the commercial books: TRY 46.
Individual company
 
 
The notion of capital does not exist. The assets of the company are merged with those of the head of the company.
1 person
 
 
The businessman is indefinitely liable for the professional debts on the whole of his assets.
Execution and Authentication of the documents: TRY 750; Signing of the declaration: TRY 30 ; Deposit of a percentage of capital to local authorities: 0.04% of the capital; Inscription in the Trade Registry: TRY 150 + additional charges; Certification of the commercial books: TRY 46.
General partnership (SCS) or joint-stock company (SCA)
 
 
SCS: Contrary to joint-stock companies (SA, SAS, SCA), no minimum capital is required to constitute an SCS.The partners decide freely the amount of capital to be paid up at the constitution.
SCA: The same rules as for an SA.
The SCS - SCA is made up of two distinct categories of partners: the active partners and the silent partners.
 
 
The silent partners are the shareholders of the company, and are only liable for debts according to the amount of capital they have contributed. The shares are registered. The silent partners' assembly follows the same rules as in a public limited company (SA).
The active partners have the status of traders, and are appointed by the silent partners. They are indefinitely and jointly liable for debts on their own property.
Execution and Authentication of the documents: TRY 750; Signing of the declaration: TRY 30 ; Deposit of a percentage of capital to local authorities: 0.04% of the capital; Inscription in the Trade Registry: TRY 150 + additional charges; Certification of the commercial books: TRY 46.
 
 

Business Setup Procedures

Administrative Formalities
The articles must be drawn up by notarial deed and approved by the Ministry of Industry and Commerce.The registration of the company must be carried out after the Ministry's approval at the Register of Commerce in the place where the company has its headquarters. For further details, click here.
The Competent Organization
The Chambers of Commerce and Industry in each region where the headquarters of the company have been set up:
Istanbul ( ITO) ; Izmir ( IZTO) ; Bursa ( BTSO) ; Ankara ( ATO)
Time Necessary for Registration
According to the legal form chosen for the company, the wait to carry out all the formalities varies between 1 and 3 months.
 

Recovery Procedures

Principle
In the framework of the safeguard scheme, two legal decisions are generally made:
- being put into receivership
- compulsory liquidation
Minimum Debt-to-Capital Ratio Triggering Liquidation
No minimum
Bankruptcy Laws
Law 2004 - 2128 of 19/06/1932

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