Checklist
Company Formation Document Checklist
In Turkey, formation files usually come back not because a document is missing but because it was prepared the wrong way — an apostille on a loose sheet, a translator not on the court list, a PoA missing an authority. This tool lets you tick your way through the file, with progress stored in your browser. It also sets out the six-step process, the NACE code guide and the seven rejection reasons with their fixes.
Tick items off as you prepare the formation file — your progress is stored in this browser, not on a server. It picks up where you left off if you gather documents across several days.
1 · Foreign natural person shareholders
One set per foreign shareholder and each foreign-national director.
2 · Foreign legal entity shareholders
Only applicable when a foreign parent company is the shareholder, not an individual.
3 · The seven authorities the PoA must contain
A missing authority stalls the process midway — the capital deposit authority especially.
The six-step formation process
Timings and costs assume a single-shareholder Ltd. Şti. registered in Istanbul in 2026.
| # | Step | Timing | Cost |
|---|---|---|---|
| 1 | Potential tax numbers for all foreign shareholders and directors — via İnteraktif Vergi Dairesi or the PoA holder | 1–2 days | — |
| 2 | MERSIS registration: name reservation + Articles of Association — name check, NACE code selection, AoA in Turkish | 2–4 days | — |
| 3 | Signature verification and notarization — at the Trade Registry, a notary, or via the PoA holder | 1 day | TRY 6,500–8,000 |
| 4 | Capital deposit — LLC: none upfront · JSC: 25% blocked before registration · Competition Authority 0.04% | 1–3 days | Variable |
| 5 | Trade Registry filing and Gazette publication — legal existence begins on this date | 1–3 days | TRY 12,500–15,000 |
| 6 | Post-incorporation: tax office, SGK, e-imza, e-arşiv, digital books, bank — digital statutory books are mandatory for companies formed after 1 January 2026 | 5–10 days | TRY 5,000–7,500 |
NACE code selection guide
The wrong NACE code means the wrong VAT rate, blocked incentives and denied technopark applications. Choose the code that matches your real revenue-generating activity.
| Sector | Primary NACE code | Note |
|---|---|---|
| Software / SaaS development | 62.01.01 | Computer programming activities. Required for the 100% service export deduction (CTL 10/1-ğ) and technopark eligibility. |
| E-commerce / online retail | 47.91.01 | Retail sale via internet. If you also warehouse and dispatch, add a wholesale code. VAT rates depend on the product category. |
| Consulting (management / IT) | 70.22.02 | Business and management consultancy. The service export deduction applies only to consultancy delivered to non-resident clients and used outside Turkey. |
| Import / export trading | 46.90.01 | Non-specialized wholesale trade. Product-category subcodes must be added if regulated. Customs registration follows separately. |
| Digital marketing / advertising | 73.11.01 | Advertising agencies. The service export deduction is available for campaigns delivered to foreign clients whose end market is outside Turkey. |
| Light manufacturing | NACE 10–33 | Sector-specific code depending on the product. Manufacturing often qualifies for regional investment incentives; check your city’s incentive tier before filing. |
The seven most common rejection reasons
The recurring issues across foreign-founder files — each has a specific preventive fix.
Apostille on a separate sheet, not physically bound to the document
Fix: Instruct your home-country apostille authority to staple, seal or ribbon-bind the apostille directly to the document. Confirm before shipping.
Translation done by a translator not on the Turkish court’s registered list
Fix: Use only yeminli tercüman (Turkish court-registered sworn translators). Foreign “certified” translations are systematically refused.
Power of attorney missing specific authorities
Fix: Include all seven authorities — especially “depositing share capital”. A PoA missing formation-account authority stalls the capital deposit. (The account itself still requires the signatory to sign in person.)
NACE code does not match the declared business purpose in the Articles
Fix: Align your MERSIS activity codes with the business purpose text word by word. A software company with a “consulting” NACE code will be flagged.
Trade name conflict or use of restricted terms without approval
Fix: Avoid “bank”, “insurance”, “holding”, “university” and “foundation” unless you hold the underlying regulatory approval. Have two backup names ready.
Articles of Association missing required clauses under the Commercial Code
Fix: Ensure your AoA covers company purpose, capital and share structure, representation and signature rules, general assembly and duration. Do not use foreign-country AoA templates.
Capital deposit receipt amount does not match the declared capital (JSC only)
Fix: Deposit exactly 25% of the declared JSC capital into the blocked formation account, with no rounding down. The bank receipt must state the exact TRY amount.
Post-incorporation compliance calendar
The first two months determine whether your company is operational or stuck in administrative limbo.
Month 1 — Get operational
- Week 1Tax office visit (yoklama) — the inspector verifies your registered address exists. Have signage, meeting space and someone present.
- Week 1–2SGK employer file activation — required within the statutory window even if you have no employees yet.
- Week 2E-signature (e-imza) issuance for the director — required for all state portal filings.
- Week 2–3E-arşiv fatura registration (mandatory), plus e-fatura / e-defter enrolment if thresholds apply.
- Week 3–4Corporate bank account opened and operational — the authorized signatory must sign in person. Set up multi-currency access if you will receive foreign revenue.
Month 2 — First reporting cycle
- By day 26First monthly VAT (KDV) declaration filed by your SMMM, covering month 1 activity.
- By day 23Monthly withholding tax (muhtasar) and SGK filings for any salary, rent or professional fees paid.
- OngoingFirst provisional corporate tax planning session with your SMMM — set up the structure for the CTL 10/1-ğ service export deduction if applicable.
This list reflects practice as of 2026 and is provided for general information only; it is not a substitute for professional advice. Your ticks are stored only in this browser. Regulations may change — verify current requirements before acting.
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