Service
Foreign Company Formation
Foreign-owned company formation in Turkey: entity choice and ongoing tax obligations.
Setting up a company in Turkey does not end with registration. The hard part starts afterwards: opening the bank account, the MASAK compliance file, the non-resident shareholder’s status and the recurring filing duties. Choosing the right structure at the outset is far cheaper than converting later.
I run this service within Sistem Global Danışmanlık.
Sahin Tuhan sets the approach, the team at Sistem Global Danışmanlık runs the day-to-day work, and you have a single point of contact. How we work.
Who it is forForeign investors establishing a company or branch in Turkey.
Company registration in Turkey: the steps we work through, in order
Registration sits in the middle of this list, not at the end. What stretches the timeline is usually what comes after it, so the preparation is planned accordingly.
Structure: subsidiary, branch or liaison office
The three carry different obligations and different tax outcomes. The nature of the activity decides: will revenue be generated in Turkey, or is this representation and market research only? Converting the wrong structure later is possible, but costs more than choosing correctly at the start.
Ownership structure and the non-resident shareholder
Whether the shareholder is an individual or an entity, which documents must come from which country, how the tax identification number is obtained, and who will represent the company in Turkey. The representation arrangement sets the pace of every later step.
Preparing the power of attorney and formation documents
Apostille and sworn translation for documents issued abroad, and listing every authority the power of attorney must carry. A PoA missing one authority stops the process at the least convenient point, and replacing it costs weeks because it has to come from abroad.
Registration and the first obligations after it
Trade registry registration, opening the tax office file, certifying the statutory books and issuing the signature circular. These run in a dependent sequence: leave one incomplete and none of the rest can proceed.
Bank account and the MASAK compliance file
In practice the longest item. The bank wants the ownership chain explained down to the ultimate beneficial owner and the source of funds documented. Starting this file before registration shortens the process noticeably.
How residence and work permits relate to this
Owning a company does not by itself grant residence, and working in it requires a separate permit. We set out from the start what each status does and does not provide, because these two are frequently conflated.
Bringing in the capital and foreign currency transactions
Under what description and into which account the incoming funds arrive, and whether they are recorded as capital or under another heading. Transfers arriving with an incomplete description sit at the bank, and that wait feeds straight into the formation timeline.
The recurring filing calendar and local representation
The monthly and annual obligations that begin once formation ends: VAT, withholding, advance tax, the annual return and their payment dates. A shareholder abroad is not expected to track this calendar; a working local representation arrangement is set up instead.
Do you also handle residence permits, work permits and contracts?
Yes: for company formation and residence permits in Turkey, as well as work permits and contracts, we are your single point of contact. Company formation, tax and accounting are handled by us directly. Permit applications and contracts run through lawyers we work with; you discuss those with us too, and we keep track of the coordination with the lawyer and the timeline.
We keep both sides in one place because they depend on each other. Owning a company does not by itself grant residence, and working in it requires a separate permit; decisions made at formation also shape what is possible on the permit side. Because the two are frequently conflated, we settle what each status does and does not provide before formation.
Why ownership, residence and the right to work are separate questions is set out in the residence permit article; the formation steps are in the company registration guide for foreigners.
The whole route, from formation to taxes, is in the free Doing Business in Turkey guide (PDF).
Who it fits
- A foreign founder opening a company or branch in Türkiye
- A group setting up the Türkiye arm of a company abroad
- Anyone who also wants the post-formation filing routine run from one place
- Anyone who wants the bank and compliance file built correctly from the start
Who it does not fit
- Anyone seeking only a residence or work permit application
- Anyone looking for a shelf company
- Anyone wanting only a bank account, with no activity in Türkiye
What is included
- Structure: comparing the obligations a subsidiary, a branch and a liaison office each create
- Setting up the ownership structure and obtaining a tax identification number for the non-resident shareholder
- Preparing the documents: apostille, sworn translation and listing every authority the power of attorney must carry
- Registration and what follows immediately: tax office registration, ledger certification, signature circular
- The compliance file for the bank account: disclosing ownership down to the ultimate beneficial owner and documenting the source of funds
- Bringing in the capital: what description the transfer arrives with and how it is recorded
- Mapping how residence and work permits relate: what each status does and does not provide
- Setting up the monthly and annual filing calendar, with local follow-up on behalf of the shareholder abroad
- Planning the tax outcome of profit distribution, and of a branch transfer to head office, from the start
What is not included
- The residence and work permit applications themselves; handled by lawyers we work with, followed up by us
- Notary, apostille, translation and trade registry costs; paid directly to those institutions
- The bank decision on opening the account; we prepare a complete file, but the bank decides
- Pursuing legal disputes and drafting contracts; contracts are handled by lawyers we work with
How it runs
- First call: the activity to be carried out in Türkiye, the ownership structure and the source of funds
- Structure decision and document list: which document comes from which country, with which certification, in writing
- The power of attorney text is sent; once the documents are complete, the registration week begins
- After registration: tax office, ledgers, signature circular and the bank file proceed in that order
- Handover: the monthly filing routine is set up and the calendar is shared with the shareholder
What you receive
- Structure comparison note: subsidiary, branch and liaison office
- Document list and the power of attorney text
- Registration file, tax office registration and the signature circular
- The compliance file set for the bank
- Monthly and annual filing calendar
Timing
Once the documents arrive complete from abroad, registration takes a few working days. What stretches the timeline is usually not registration but the bank account and its compliance file, which is measured in weeks. That is why the bank file is started without waiting for registration.
Fees
Formation runs on a project fee with the scope agreed up front; accounting and filings after registration run on a separate monthly fee. What sets the project fee is the number of shareholders and their countries, whether a shareholder is an individual or a company, whether the structure is a subsidiary, a branch or a liaison office, and the language the documents arrive in. Notary, apostille, translation and registry costs sit outside the fee and are paid directly to those institutions. Professional rules do not allow work below the minimum fee tariff. After the first call I send a written proposal.
Frequently asked
- Do I need to come to Türkiye to set up the company?
- Registration can be completed without you travelling, using a properly executed power of attorney. The bank side is different: some banks want the shareholder or the authorised signatory to appear in person to open the account. So the travel plan is built around the bank, not around registration.
- Does owning a company give me a residence permit?
- No. Owning a company does not bring a residence permit with it, and working in your own company requires a separate work permit. What each status does and does not provide is settled at the start, because fixing it later is the slowest part.
- Should I open a branch or set up a company?
- A branch is not a separate legal entity but an extension of the head office: liability stays with the head office, and head office documents are requested again at many steps. There is no large difference on the tax side; profit a branch transfers to its head office also counts as a distribution and is subject to 15 percent withholding today. The decision usually turns on liability and day-to-day operation.
Sources
- 4875 sayılı Doğrudan Yabancı Yatırımlar Kanunu (Foreign Direct Investment Law) Mevzuat Bilgi Sistemi
- Implementing regulation of the Foreign Direct Investment Law (notification obligations) Mevzuat Bilgi Sistemi
- 6102 sayılı Türk Ticaret Kanunu (Turkish Commercial Code): formation, capital and representation Mevzuat Bilgi Sistemi
- Capital Movements Circular of the Central Bank of Türkiye (how an incoming transfer is classified) TCMB
- Presidential Decision 9286 raising dividend withholding to 15 percent (22 December 2024) Resmî Gazete