LLC vs. JSC in Türkiye: The Ultimate 2026 Guide for Investors

For over 9+ years, the landscape of foreign investment in Türkiye has evolved into one of the most dynamic corridors for global trade. Since 2017, Finlexia Turkish Accounting Firm has stood at the forefront of this evolution, guiding entrepreneurs through the complexities of the Turkish Commercial Code (TCC). As we move into 2026, the decision between establishing a limited liability company (Limited Şirket – Ltd. Şti.) or a joint-stock company (Anonim Şirket – A.Ş.) remains the most critical strategic choice for any investor.

Selecting the right entity is not merely a procedural formality; it is a foundational decision that impacts your tax efficiency, personal liability, and future scalability. In this guide, our company formation lawyers break down the essential differences between these two corporate powerhouses to ensure your venture in Türkiye is built on a rock-solid legal foundation.

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Choosing the appropriate corporate structure is one of the most critical decisions for entrepreneurs and investors entering the Turkish market. In Türkiye, the two most commonly preferred company types by both local and foreign investors are the Limited Liability Company (LLC) and the Joint-Stock Company (JSC).

Each structure offers distinct legal, financial, and governance implications that directly affect liability exposure, taxation, investment flexibility, and long-term scalability.

As Finlexia Turkish Accounting Firm, a full-service company formation and corporate governance firm based in Istanbul and serving international clients since 2017, we regularly advise foreign-owned businesses on the strategic selection between LLCs and JSCs. This article provides a comprehensive, practical, and up-to-date comparison of LLC vs. JSC in Türkiye as of 2026.

Legal Framework Governing LLCs and JSCs in Türkiye

Both LLCs and JSCs are regulated under the Turkish Commercial Code (TCC), which was modernized to align with EU corporate standards. While both company types benefit from limited liability, the level of regulatory compliance, corporate formalities, and governance requirements differs significantly.

• LLCs are designed for closely held businesses and SMEs.
• JSCs are structured for larger-scale operations, investment readiness, and capital markets access.

Understanding these foundational differences is essential before proceeding with company formation in Türkiye.

Minimum Capital Requirements (2026)

Capitalization is often the first differentiating factor investors consider.

• LLC: Minimum share capital is TRY 50,000, which can be paid within 24 months following registration.
• JSC: Minimum share capital is TRY 250,000, with at least 25% payable before registration and the remainder within 24 months.

While the LLC offers a lower financial entry point, the JSC’s higher capital threshold provides greater credibility with banks, investors, and international partners.

Shareholders and Ownership Structure

LLC

• Minimum: 1 shareholder
• Maximum: 50 shareholders
• Share transfers require notarization and registration with the Trade Registry.

JSC

• Minimum: 1 shareholder
• No maximum limit
• Shares can be transferred freely (unless restricted by articles of association).

For businesses planning frequent share transfers, investor onboarding, or exit strategies, the JSC structure is markedly more flexible.

Management and Corporate Governance

LLC Governance

• Managed by one or more managers (shareholders or third parties).
• Less formal governance structure.
• No mandatory board of directors.

JSC Governance

• Mandatory board of directors (single or multiple members).
• Directors may be non-shareholders and foreign nationals.
• Clear separation between ownership and management.

From a governance and compliance perspective, JSCs are more suitable for institutional investors and multinational groups working with professional company formation lawyers.

Liability Considerations

Both LLC and JSC shareholders enjoy limited liability up to their capital contributions. However, there is a key distinction:

• LLC shareholders may be personally liable for unpaid public debts (such as taxes and social security premiums) in proportion to their shareholding.
• JSC shareholders are not personally liable for company’s public debts; liability is limited strictly to capital commitment.

This difference makes JSCs more attractive for risk-averse foreign investors.

Taxation: LLC vs. JSC

From a corporate tax perspective, both structures are largely identical:

• Corporate Income Tax: 25% (as of 2026)
• VAT: Standard rate of 20%, subject to sectoral exemptions
• Dividend Withholding Tax: 10% (subject to double taxation treaties)

Tax efficiency does not significantly differ between the two; however, dividend planning and shareholder-level taxation may be more efficiently structured through a JSC in cross-border contexts.

Foreign Ownership and Investment Compatibility

Türkiye allows 100% foreign ownership in both LLCs and JSCs without requiring local partners. However, in practice:

• JSCs are preferred by foreign investors, holding companies, and private equity funds.
• Certain regulated sectors and government tenders explicitly require a joint-stock company structure.

Additionally, JSCs are mandatory for companies planning to list shares, issue bonds, or attract venture capital.

Banking, Financing, and Credibility

Turkish and international banks generally perceive JSCs as more transparent and institutionally robust due to their governance standards and reporting obligations.

• Easier access to credit lines
• Greater acceptance for trade finance instruments
• Improved reputation with international counterparties

LLCs remain perfectly suitable for operational businesses, but JSCs often enjoy enhanced financial credibility.

Compliance, Auditing, and Reporting

LLC

• Simpler compliance requirements
• Independent audit only if certain thresholds are exceeded

JSC

• Stricter compliance and disclosure obligations
• More likely to fall under mandatory independent audit rules

While JSCs require more rigorous corporate housekeeping, this structure also ensures higher transparency and investor confidence.

Which Structure Is Right for You?

In summary:

• LLCs are ideal for SMEs, family businesses, and operational subsidiaries.
• JSCs are optimal for growth-oriented, foreign-owned, and investment-driven enterprises.

Both company types are frequently established by Akkas & Associates, depending on the client’s commercial objectives, risk profile, and long-term strategy, whether opting for a limited liability company or a JSC.

Contact us for LLC vs. JSC in Türkiye

Selecting the wrong company type can create unnecessary legal exposure, financing barriers, and restructuring costs in the future. Professional legal guidance at the incorporation stage is therefore critical.

At Finlexia Turkish Accounting Firm, we provide end-to-end advisory services covering company formation, shareholder structuring, governance, regulatory compliance, and ongoing corporate secretarial support for foreign-owned businesses in Türkiye.

Contact Finlexia Turkish Accounting Firm today to receive tailored legal advice and ensure your Turkish company is structured correctly from day one, aligned with your commercial goals and international compliance standards.