Mandatory Books & Records Under Turkish Law: 2026 Compliance Framework

Maintaining mandatory books & records is a cornerstone of corporate compliance in Türkiye. Under Turkish Commercial Code No. 6102 (TCC) and Turkish Tax Procedure Law No. 213 (TPL), all companies operating in Türkiye are subject to strict record-keeping obligations. These requirements apply equally to domestic and foreign-invested entities, regardless of size or sector.

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Operating a business in Türkiye requires strict adherence to corporate record-keeping obligations established under Turkish Commercial Code and related legislation. Understanding these mandatory documentation requirements is crucial for maintaining legal compliance and avoiding significant penalties. As experienced Turkish company formation lawyers, we guide clients through these essential regulatory obligations.

As Finlexia Turkish Accounting Firm, a full-service company formation and governance firm based in Istanbul and serving international clients since 2017, we regularly advise companies on structuring compliant record-keeping systems from incorporation through ongoing operations.

Legal Framework Governing Mandatory Books and Records

The obligation to keep corporate and accounting records in Türkiye is primarily governed by:

• Turkish Commercial Code (TCC) – regulates corporate, managerial, and governance records
• Turkish Tax Procedure Law (TPL) – governs accounting, tax, and financial documentation
• Secondary legislation and communiqués issued by the Ministry of Trade and Ministry of Treasury and Finance

Failure to comply may result in administrative fines, tax penalties, invalid corporate resolutions, or adverse findings during tax audits.

Companies Subject to Mandatory Record-Keeping

All commercial enterprises registered in Türkiye must comply, including:

• Joint stock companies (A.Ş.)
• Limited liability companies (Ltd. Şti.)
• Branches of foreign companies
• Sole proprietorships (with limited obligations)

Entities established through company formation in Türkiye must implement compliant record systems from the date of registration.

The Digital Shift: Mandatory Electronic Books in 2026

The most significant update for 2026 is the expansion of the Electronic Commercial Book System (ETDS). While historically many records were kept in physical ledger form with notary stamps, the landscape has shifted.

Starting January 1, 2026, all newly incorporated companies are required to maintain specific corporate books in an electronic environment via the Ministry of Trade’s portal. This shift enhances transparency and simplifies the audit process for corporate governance.

1. Share Ledger (Pay Defteri)

The Share Ledger is perhaps the most vital document for any capital company. It records the names, titles, and addresses of shareholders, as well as the amount of capital paid and any share transfers.

• For Joint Stock Companies: It is essential for tracking ownership and voting rights.
• For Limited Liability Companies: While limited liability company formation relies on the Trade Registry for official shareholding records, the Share Ledger remains a mandatory internal record.

2. General Assembly Meeting and Negotiation Book

Every meeting of the shareholders must be documented. This book contains the minutes of all General Assembly meetings, lists of attendees, and the resolutions passed. Under the 2026 regulations, this book is one of the primary documents that must be kept electronically for new entities.

3. Board of Directors (or Managers) Resolution Book

This book records the daily management decisions made by the company’s leadership. For a joint stock company formation, this involves the Board of Directors. For LLCs, it involves the Board of Managers.

Note: As of late 2025, while the electronic transition is mandatory for the Share Ledger and General Assembly books, some companies may still have the option to maintain the Resolution Book physically, provided they meet specific notary certification deadlines.

4. General Journal (Yevmiye Defteri)

From an accounting & bookkeeping perspective, the General Journal is the “master record.” It lists all commercial transactions chronologically. Every entry must be based on a verifiable document, such as an invoice or a bank statement.

5. General Ledger (Defter-i Kebir)

The General Ledger organizes the entries from the General Journal into specific accounts (e.g., assets, liabilities, income, expenses). This provides the structured data needed for annual report filing and tax assessments.

6. Inventory Book (Envanter Defteri)

This book is used to record the company’s financial status at the beginning of the business and at the end of each fiscal year. It includes a detailed list of assets and liabilities, serving as the basis for the balance sheet.

7. The Crucial Role of Notary Certification

For any books still kept in physical format, the “Opening” and “Closing” certifications are mandatory.

• Opening Certification: Must be done before the start of the fiscal year (usually by December 31st).
• Closing Certification: Required for the General Journal and the Board of Directors Resolution Book to validate the year’s entries.

Why Compliance Matters for Foreign Investors

Failure to maintain these records can lead to severe administrative fines, but the risks go deeper. In Turkish courts, “improperly kept” books are often deemed inadmissible as evidence. This can be devastating during contract drafting & review disputes or when proving financial standing for bank account opening.

Summary Table: Mandatory Books at a Glance

Mandatory Accounting Books Under Tax Law

In addition to commercial books, companies must maintain tax-compliant accounting records, including:

• Purchase ledger
• Sales ledger
• Expense documents
• Payroll records
• VAT and withholding tax declarations

These obligations are typically fulfilled through professional accounting & bookkeeping services, ensuring accuracy and timely submissions.

Electronic Books (E-Defter) and Digital Compliance

As of 2026, many companies are required or encouraged to maintain electronic books (e-Defter). This system:

• Replaces physical journals and ledgers
• Enhances transparency and audit readiness
• Requires integration with certified accounting software

Companies exceeding turnover thresholds or operating in regulated sectors should carefully assess e-Defter eligibility.

Certification, Notarization, and Opening Procedures

Mandatory books must be:

• Opened and certified by a notary public or trade registry before use
• Closed and certified at year-end for certain books
• Maintained in Turkish language and Turkish Lira

Improper certification may invalidate records, even if transactions are otherwise accurate.

Retention Periods for Books and Records

Under Turkish law, companies must retain books and supporting documents for 10 years. This includes:

• Accounting records
• Contracts
• Bank statements
• Payroll documentation

Retention obligations are closely linked to corporate governance standards and internal audit readiness.

Interaction with Banking, Contracts, and Reporting

Mandatory records extend beyond statutory books and include operational documentation such as:

• Bank account records maintained during bank account opening and ongoing operations
• Commercial agreements prepared through contract drafting & review
• Financial statements and disclosures prepared for annual report filing

These records collectively form the company’s compliance ecosystem.

Record-Keeping During Audits and Inspections

During tax audits or commercial inspections, authorities may request:

• Original books and records
• Electronic submissions
• Supporting documents evidencing transactions

Incomplete or inconsistent records often lead to reassessments, penalties, or reputational risks. Engaging experienced Turkish company formation lawyers ensures audit preparedness and legal defense if needed.

Common Compliance Pitfalls

Companies frequently encounter issues such as:

• Late notarization of books
• Missing resolution records
• Inconsistent accounting entries
• Improper electronic submissions

These risks are significantly reduced through structured compliance planning and professional oversight.

Strategic Importance of Proper Record-Keeping

Beyond legal necessity, proper books and records:

• Support investor confidence
• Facilitate due diligence and M&A transactions
• Strengthen financial transparency
• Enable sustainable growth

Record-keeping is not merely administrative—it is a strategic corporate asset.

How Finlexia CPA Supports Corporate Compliance

At Finlexia Turkish Accounting Firm, we provide end-to-end support covering:

• Corporate structuring and record compliance
• Ongoing governance and statutory filings
• Board and shareholder documentation
• Audit readiness and regulatory representation

Our multidisciplinary approach ensures that books and records align with both legal and commercial objectives.

Contact us for Maintaining Mandatory Books & Records in Türkiye

Maintaining compliant corporate books and records under Turkish law requires comprehensive understanding of complex regulatory requirements and meticulous attention to detail. Since 2017, Finlexia Turkish Accounting Firm has provided businesses with expert guidance on all aspects of Turkish corporate compliance, from initial company formation through ongoing governance obligations.

Our multilingual team of experienced attorneys and corporate advisors delivers tailored solutions ensuring your business meets all mandatory documentation requirements while focusing on growth and operational excellence. Whether you need assistance establishing proper record-keeping systems, conducting compliance audits, or addressing regulatory inquiries, we provide the sophisticated legal support your business deserves.

Contact Finlexia Turkish Accounting Firm today to discuss how we can help your company achieve and maintain full compliance with Turkish corporate record-keeping requirements.