How to Establish a Joint Stock Company in Turkey?

Establishing a joint stock company in Turkey, also known as an “Anonim Şirket,” involves a structured process that ensures legal and operational compliance. This business entity is preferred by medium to large enterprises due to its ability to raise significant capital and offer limited liability to shareholders.

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Establishing a Joint Stock Company in Turkey: What is it, How is it Done, and Responsibilities

To initiate this process, the Articles of Association (AoA) must be meticulously prepared and notarized, detailing the company’s objectives, governance structure, and operational guidelines. Following this, an application is submitted to the Trade Registry Office, which includes reserving a unique company name and meeting the minimum share capital requirement of 250,000 TL.

Founders are required to sign the AoA and supporting documents in the presence of a notary. Upon approval, the company is registered and its details published in the Turkish Trade Registry Gazette.

Additionally, the new entity must register with the tax office and the Social Security Institution. The responsibilities of a joint stock company in Turkey include stringent corporate governance, accurate financial reporting with annual audits, fulfilling various tax obligations, adhering to employment laws, and ensuring comprehensive legal compliance.

These steps and responsibilities are crucial for the successful establishment and operation of a joint stock company in Turkey. Finlexia Accounting Firm offers expert guidance throughout this process, ensuring that all regulatory requirements are meticulously met, providing a seamless setup for your business venture in Turkey.

What is a Joint Stock Company?

A joint stock company (JSC) in Turkey, known as “Anonim Şirket” in Turkish, is a type of corporation recognized under Turkish Commercial Law. It is a popular business structure for medium to large enterprises due to its flexibility and capability to attract substantial capital.

A JSC can be established for any lawful purpose, offering limited liability to its shareholders, meaning they are only liable up to the amount of their shares.

How to Establish a Joint Stock Company in Turkey

Establishing a joint stock company in Turkey involves several key steps:

1. Preparation of Articles of Association (AoA):
   The Articles of Association, which outline the company’s purpose, management structure, and operating procedures, must be prepared and notarized.
2. Trade Registry Application:
   The AoA and other required documents must be submitted to the relevant Trade Registry Office. This includes the company’s name reservation, which should be unique and not previously registered.
3. Share Capital Requirements:
   A minimum share capital of 250,000 TL is required for a JSC. This capital must be deposited into a bank account in the name of the company under formation.
4. Founders’ Signatures:
   All founders must sign the AoA and other necessary documents in the presence of a notary public.
5. Registration and Publication:
   Once the Trade Registry Office approves the application, the company is registered, and the details are published in the Turkish Trade Registry Gazette.
6. Tax and Social Security Registrations:
   After registration, the company must be registered with the tax office and the Social Security Institution.

Responsibilities of a Joint Stock Company

A joint stock company in Turkey has various responsibilities to ensure legal compliance and smooth operations:

1. Corporate Governance:
   The company must adhere to principles of corporate governance, which include holding regular general assembly meetings and board of directors meetings. The board of directors is responsible for the overall management and representation of the company.
2. Financial Reporting:
   A JSC must keep accurate and up-to-date financial records. Annual financial statements must be prepared and audited by an independent auditor, especially for companies that meet certain thresholds in terms of assets, revenue, and employee numbers.
3. Tax Obligations:
   The company is required to file various tax returns, including corporate income tax, value-added tax (VAT), and withholding tax. Regular tax payments must be made in accordance with Turkish tax regulations.
4. Employment Regulations:
   The company must comply with Turkish labor laws, including employment contracts, social security contributions, and workplace safety regulations.
5. Legal Compliance:
   A JSC must comply with all relevant laws and regulations, including commercial, environmental, and industry-specific regulations. This includes keeping the Trade Registry informed of any significant changes within the company, such as changes in the board of directors or the company’s registered address.

How to Establish a Joint Stock Company in Turkey?

If the Partners are in Turkey, We Can Establish a Joint Stock Company in Turkey in 2 to 3 Days

We can establish a joint stock company in Turkey in 2-3 days if you are present in Turkey. The setup process will be faster and cost less.

If Partners are not in Turkey, We Can Establish a Joint Stock Company in Turkey Remotely

We can establish a joint stock company in Turkey remotely if you are present in Turkey, however, the setup process will be longer and cost more.

Turkey Joint Stock Company Establishment Services

According to the Turkish Commercial Code, a joint stock company requires a minimum of one partner and it can be a legal entity or a real person. The partner/partners can be Turkish or foreign as well. Foreigners can own 100% of a company and transfer their profit out of Turkey without any problems.

The minimum required capital for a joint stock company is 250,000. -TL (Turkish lira). 25% of the capital of the company shall be paid in advance and the remaining shall be in two years and up to three installments.

Advantages to Establish Joint Stock Company in Turkey

A joint stock company in Turkey is more advantageous than a limited liability company. When regarded in terms of taxes, transfer of shares, and liability towards public debts, joint stock companies appear more attractive than limited liability companies.

Incorporation requires a minimum of one partner and it can be a legal entity or a real person. The partner/partners can be Turkish or foreign as well. Foreigners can own 100% of a company and transfer their profit out of Turkey without any problems. 

Partners can apply for a work permit as the shareholder of the company, however, if a partner likes to apply for a work permit then the capital is a minimum of 100,000. -TL and must be paid in full. We can prepare and file your work permit application.

Roadmap to Establish a Joint Stock Company in Turkey

• Partners’ passport translation and notarization
• Obtaining tax ID numbers for the partners
• Getting Power of Attorney from the partners for company formation before the Notary Public
• Determining and reserving the company title
• Signing a lease contract for the company address
• Preparing online company establishment procedures
• Filing company details at the Istanbul Chamber of Commerce online
• Filing company Articles of Incorporation online and getting it approved
• Filing all the documents at the Istanbul Chamber of Commerce and paying official company registration fees
• Obtaining a company registration certificate from the Istanbul Chamber of Commerce
• Getting signature circular notarized at Notary Public
• Giving Power of Attorney to an accountant on behalf of the company
• Opening company bank account

Reach us to Establish a Joint Stock Company in Turkey

Establishing a joint stock company in Turkey offers numerous advantages, including limited liability and the ability to attract significant capital. By following the required steps and understanding the responsibilities involved, businesses can ensure a successful and compliant operation in the Turkish market.

At Finlexia Accounting Firm, we provide comprehensive support throughout the process of establishing a joint stock company in Turkey, ensuring that all legal and regulatory requirements are met efficiently.

Contact us today to learn more about how we can assist you in setting up your business in Turkey. You may reach our accountants and lawyers for establishing a joint stock company in Turkey by visiting our Contact page.