How to Register a Company in Turkey as a Foreigner in 2026: The Complete Step-by-Step Guide
A licensed Turkish tax advisor's practical, up-to-date walkthrough of company formation for foreign founders in 2026: entity choice, documents, MERSIS, capital, banking, and post-incorporation obligations.
Every month I get emails that start the same way: “I want to open a company in Turkey but the information online is contradictory.” They are right. Most of what is published in English is either written by law firms trying to sell you a $5,000 package, or by content mills that copy-paste 2019 information into a 2026 wrapper.
This guide is different because I have been on the other side of the desk for 23 years. I am a TÜRMOB-licensed certified public accountant (SMMM) and tax advisor based in Istanbul, and I sit in the room when foreign founders decide their entity type, sign their articles of association, and open their first bank account. What follows is the same sequence I walk through with clients, updated for 2026 rules, with the mistakes that cost people weeks flagged in advance.
If you read only one guide before starting the process, make it this one.
First, Let Me Correct Three Things You Have Probably Read
Before we get to the steps, three misconceptions I correct in almost every first meeting:
“I need a Turkish partner or a Turkish director.” You do not. Under the Foreign Direct Investment Law (Law No. 4875), foreign investors have the same rights as Turkish citizens. You can own 100% of a Turkish company as a single foreign shareholder, and your director can also be a foreign national. There is no local partner requirement in standard commercial sectors.
“I have to fly to Turkey to sign everything.” For the incorporation itself, no. The entire company registration can be done remotely through a notarized and apostilled power of attorney, and I have registered companies for clients I have never met in person. But the bank account is the exception: banks require the authorized signatory to appear in person to sign the account documents. I explain this in Step 6.
“Owning a Turkish company gives me residency.” It does not, and this catches people. Owning shares is separate from your right to live in Turkey. If you want to relocate here and run the business yourself, you need a work permit, and since 2026 the Ministry of Labor requires at least 500,000 TL of paid-in capital to grant a work permit to a foreign shareholder-director. That is ten times the LLC minimum. I cover this in detail in my article on residence permits and company ownership.
Now to the actual process.
Step Zero: Choose Your Entity Type
Ninety percent of the foreign founders I work with end up with a Limited Şirket (Ltd. Şti.), which is the Turkish equivalent of an LLC, GmbH, SARL, or S.L. depending on where you come from. The other ten percent go with an Anonim Şirket (A.Ş.), the joint stock company.
Here is the fast version:
| LLC (Ltd. Şti.) | JSC (A.Ş.) | |
|---|---|---|
| Minimum capital (2026) | 50,000 TL | 250,000 TL |
| Upfront capital deposit | None (24 months to pay) | 25% before registration |
| Minimum shareholders | 1 | 1 |
| Share transfer | Notarized + registry | Board resolution |
| Independent audit | Rarely required | More often required |
| Best fit | SMEs, service companies, subsidiaries | VC-backed, institutional investors, IPO plans |
If you plan to raise venture capital, issue transferable shares, or eventually go public, the A.Ş. is worth the extra setup cost. Otherwise, the Ltd. Şti. is faster, cheaper, and easier to maintain. For a deeper breakdown, see my LLC vs JSC decision guide.
The rest of this article assumes you are forming a Ltd. Şti., which is my default recommendation. Where the JSC process differs, I flag it.
The Document File: Where 80% of Delays Happen
Before we submit anything to any authority, we build a document file. In my practice, the document file is where almost every delay originates. Not the tax office, not MERSIS, not the Trade Registry. It is the paperwork prepared abroad that arrives with an apostille attached to the wrong page, or a sworn translation done by someone who is not on the Turkish court’s registered translators list.
For each foreign shareholder who is a natural person, you need:
- Passport copy, apostilled in your home country, then sworn-translated into Turkish and notarized in Turkey.
- Power of Attorney (vekaletname) authorizing your Turkish representative to complete registration on your behalf. This must include very specific powers: obtaining a potential tax number, signing the articles of association, depositing capital, obtaining an e-signature, and registering with the tax office and SGK. A generic PoA will get rejected and cost you a round trip to the notary.
- Two passport-size photos if you plan to obtain a Turkish tax number in person.
If your shareholder is a foreign legal entity (a parent company), you also need:
- Certificate of activity or good standing, apostilled and translated.
- Board resolution approving the Turkish investment and naming an authorized representative.
- Corporate documents (articles, register extract) apostilled and translated.
A note on apostille versus consular legalization: if your country is a party to the Hague Apostille Convention (most of Europe, US, UK, Canada, Australia, Japan), apostille is enough. If not (some MENA and Central Asian countries), you need consular legalization at the Turkish consulate. Get this wrong and you restart the whole document chain.
Practical tip: I send every foreign client a one-page template that lists exactly what needs to be apostilled, exactly which pages, and the exact wording the PoA must contain. This alone saves an average of 8–12 days per file.
Step 1: Potential Tax Numbers for Every Foreign Shareholder and Director
Every foreign shareholder and every foreign director needs a Turkish Vergi Kimlik Numarası (VKN), specifically the “potential” tax number for foreigners. This is issued before the company exists, because you need it to sign the articles of association on MERSIS.
Two ways to obtain it:
- Online through the İnteraktif Vergi Dairesi portal, if you have valid passport data and a Turkish contact address you can prove.
- Through your Turkish representative using the PoA. This is the standard remote path.
Timeline: 1–2 business days once the request is submitted. Cost: no government fee.
Skip this step or delay it and every other step downstream sits idle.
Step 2: MERSIS Registration, Name Reservation, and Articles of Association
MERSIS (Merkezi Sicil Kayıt Sistemi) is the Ministry of Trade’s central electronic registry. Every Turkish company is registered here before the Trade Registry Directorate finalizes it. As of 2026 the process is fully digital.
Three sub-steps happen inside MERSIS:
Trade name check and reservation. You cannot use a name that is identical or confusingly similar to an existing Turkish company. I check availability, propose two or three alternatives, and reserve the winner for 24 hours. Names containing sector-specific words (bank, insurance, holding, university, etc.) require special approval and I steer clients away from them unless there is a strong strategic reason.
Articles of Association (Ana Sözleşme). This is the constitution of your company. It must be drafted in Turkish and must include:
- Company name and registered address (an Istanbul address works even if operations happen elsewhere)
- Business purpose and activity codes
- Share capital and shareholder ownership percentages
- Director appointment and representation rules
- Duration of the company (usually indefinite)
NACE activity code selection. This is where I see foreign founders make expensive mistakes. Your NACE code determines which VAT rate applies to you, whether you qualify for tax incentives like the service export deduction (KVK 10/1-ğ), whether you can operate in a technopark, and whether specific licenses are triggered. A software company that codes itself as “general business consulting” cannot claim the 100% service export tax deduction. I usually recommend selecting a primary activity that reflects your real revenue-generating activity, plus two or three complementary secondary codes.
Uploading and digital submission. Once the AoA is finalized, it uploads to MERSIS, generates a unique reference number, and enters the queue for Trade Registry review.
Step 3: Signature Verification and Notarization
The founders must sign the articles of association. Two paths:
- In person at the Trade Registry Directorate or a Turkish notary.
- By PoA holder in Turkey, using the apostilled PoA you prepared in Step 0.
If a shareholder is abroad and did not issue a PoA, they can sign the AoA before a Turkish consulate abroad, apostille it, and send it to Turkey. This works but adds 2–3 weeks.
Cost of notarization in 2026: notary fees rose by 18.95% at the start of the year. Expect 6,500 to 8,000 TL for a single-shareholder LLC’s PoA and signature circular, and proportionally more for multi-shareholder or JSC structures.
Step 4: Capital Deposit
For an LLC, no capital needs to be deposited before registration. The 50,000 TL minimum can be paid in installments over 24 months from the registration date. This is a genuine advantage.
For a JSC, at least 25% of the 250,000 TL minimum capital (so 62,500 TL) must be deposited into a blocked bank account before Trade Registry filing. The rest is due within 24 months.
Two additional fees hit at this stage:
- Competition Authority contribution: 0.04% of the declared capital. For a 50,000 TL LLC this is 20 TL. For a 5,000,000 TL company this is 2,000 TL. Small but mandatory.
- Trade Registry Gazette publication fee: 2,000 to 3,500 TL depending on how long your articles are.
The JSC deposit creates a chicken-and-egg problem: you need a bank account to deposit the capital, but banks want the Trade Registry Gazette to open the account. The solution is the “kuruluş hesabı” (formation account), a temporary blocked account that specific banks open with the draft AoA and the shareholder’s tax number. Not every bank branch understands this product, so I steer clients to two or three branches I have worked with. Note that even for this formation account, the authorized signatory must appear at the branch in person to sign — the bank will not open it purely on a power of attorney.
Step 5: Trade Registry Filing
This is the moment your company legally comes into existence.
The complete file goes to the Ticaret Sicil Müdürlüğü (Trade Registry Directorate) attached to your local Chamber of Commerce. In Istanbul, that means the İTO (Istanbul Chamber of Commerce). The file includes the signed AoA, signature declarations, the Competition Authority receipt, the JSC capital deposit receipt if applicable, and the founder documents.
Standard 2026 registration fees at the Trade Registry, including the Competition Authority contribution and application fee, run 12,500 to 15,000 TL for an LLC in Istanbul.
Processing time: 1–3 business days if the file is clean. The Trade Registry issues the registration certificate, publishes the incorporation in the Turkish Trade Registry Gazette (Türkiye Ticaret Sicili Gazetesi), and your company officially exists.
Congratulations. Now the real work starts.
Step 6: Post-Incorporation Setup (This Is What Most Guides Skip)
A registered company is not an operating company. Here is what happens between the day the Gazette publishes and the day you send your first invoice.
Tax office registration. Your potential tax number becomes an active corporate tax file. A tax office inspector will typically visit your registered address to verify it exists (this is called “yoklama”). Virtual office addresses can survive this if the provider has a real physical presence. Ghost addresses cannot, and I have seen files fail here.
SGK employer file activation. Even if you have no employees yet, the Social Security Institution employer file needs to be opened within a fixed window after incorporation. Miss it and you get administrative fines that carry over to your first payroll run.
E-signature (e-imza). Your director needs an electronic signature to file taxes, submit SGK declarations, and interact with almost every state portal. Getting an e-imza for a foreign national involves an in-person or notarized identity verification. Budget 5–7 days.
E-invoice and e-archive. Turkey moved to a mandatory electronic invoicing system years ago. New companies register for e-arşiv fatura (electronic archive invoice) immediately. Depending on your projected revenue and NACE code, you may also need e-fatura (for B2B with other e-invoice users) and e-defter (electronic ledger books).
Statutory books certification. Every Turkish company must maintain journal, ledger, and share books. As of 1 January 2026, companies established on or after this date must maintain these books digitally, and the Trade Registry no longer prints and certifies physical copies. This was a major change that many older guides do not reflect.
Corporate bank account. This is where remote incorporation hits its limit. Regardless of the bank, the company’s authorized signatory must appear at the branch in person to sign the account-opening documents and complete identity verification for MASAK compliance. There is no true remote corporate account opening, and a power of attorney will not substitute for the signatory’s physical presence at this step. This means at least one trip to Turkey is effectively unavoidable for the person who will operate the account. Where banks differ is in how smoothly they handle foreign-owned company files once that person is present, which I cover in my business banking guide for foreign founders.
Realistic Timeline and Total Cost in 2026
Anyone who tells you “3 days” is being technically true (the Trade Registry filing itself takes 1–3 days) but practically misleading. Here is what actually happens end-to-end:
| Phase | Realistic timeline |
|---|---|
| Document file preparation abroad (apostille, translation) | 5–15 business days |
| Potential tax numbers | 1–2 business days |
| MERSIS + AoA drafting + name reservation | 2–4 business days |
| Trade Registry filing to Gazette publication | 1–3 business days |
| Post-incorporation setup (tax office, SGK, e-imza, e-arşiv) | 5–10 business days |
| Bank account opened and operational | 3–15 business days |
Total end-to-end: 2 to 4 weeks for a well-prepared foreign founder. Six weeks or more if the document file arrives wrong.
Total 2026 setup cost for a standard Ltd. Şti. registered in Istanbul, excluding minimum share capital:
| Item | 2026 range (TL) |
|---|---|
| Notary (PoA, signature circular) | 6,500 – 8,000 |
| Trade Registry + Competition Authority + Gazette | 14,500 – 18,500 |
| Sworn translation of foreign documents | 50,000 – 70,000 |
| CPA / SMMM formation service (drafting AoA, coordinating filings) | 88,000 – 96,000 |
| E-signature (e-imza) + electronic seal (mali mühür) | 4,500 – 6,500 |
| Virtual office (annual, optional) | 8,000 – 20,000 |
You are looking at approximately 163,000 to 200,000 TL (roughly USD 3,500 to 4,300 at current rates) in setup costs, plus any capital you actually contribute. For a full cost calculator with three scenarios, see my true cost of starting a business in Turkey guide.
Three Mistakes That Cost My Clients Weeks
One: A German founder apostilled a corporate document but the apostille was stamped on a separate sheet without being physically bound to the document copy. Turkish notary refused it. Two-week delay, second courier round.
Two: A Dutch founder’s PoA authorized company registration but did not explicitly include “depositing the share capital.” At the formation account stage the branch refused to let the representative complete the deposit on that PoA. New PoA, new apostille, three-week delay.
Three: A British SaaS founder chose a NACE code for “management consulting” instead of “software publishing” because his lawyer thought it was broader. Three months later, when we tried to apply the 100% service export tax deduction on his USD revenue, the tax office questioned whether his activity fell within the eligible codes. We amended the NACE code but had to restructure the current year’s declaration.
All three were avoidable with a checklist and someone who has seen the pattern before.
What Happens After Registration
Turkey is not a “register and forget” jurisdiction. Once your company exists:
- Monthly SMMM engagement is legally mandatory. Bookkeeping in Turkey must be handled by a licensed CPA (SMMM) under a formal engagement contract. This is not an upsell; it is a legal requirement under Law No. 3568.
- VAT (KDV) declarations are monthly, corporate tax is filed annually with quarterly provisional payments at 25% of net profit.
- Withholding tax on cross-border payments (dividends, royalties, service fees to non-resident recipients) applies at rates modified by Turkey’s double taxation treaties. Structure this early or overpay for years.
- If you plan to live in Turkey and run the business, remember the 500,000 TL paid-in capital threshold for work permits I mentioned at the top.
Download: Turkey Company Formation Checklist 2026
I built a 3-page PDF that mirrors the process in this guide as an actionable checklist. It covers:
- The complete document list for shareholders (natural persons and legal entities)
- Exact PoA wording that gets accepted at banks and tax offices
- Step-by-step tick boxes with 2026 timing and cost per step
- NACE code selection guide for the six most common foreign investor sectors
- The seven most common rejection reasons at the Trade Registry, and how to preempt them
- Post-incorporation compliance calendar for month 1 and month 2
Download the Turkey Company Formation Checklist 2026 (free PDF)
If you are already at the point of needing to move on this, or if your situation is unusual (foreign parent company, regulated sector, technopark eligibility, residency planning), you can book a 30-minute consultation with me directly at sahintuhan.co/en/contact. I keep these calls practical: bring your questions, I will tell you where the traps are for your specific setup.
This article is general information, not legal or tax advice. Consult a licensed professional for your specific situation.
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