Company formation in Türkiye for foreigners: Ltd vs AŞ, steps and timelines
Foreign nationals and foreign companies may own 100% of a Turkish company; no local partner is required and the procedure is the same as for Turkish founders, with two extra documents. This guide covers the choice between a limited company (Ltd. Şti.) and a joint-stock company (A.Ş.), the 2026 capital rules, the MERSİS filing, why a licensed accountant is not optional, and what happens at the tax office and the bank.
Ltd or AŞ: the practical difference
| Limited (Ltd. Şti.) | Joint-stock (A.Ş.) | |
|---|---|---|
| Minimum capital (2026) | ₺50,000 | ₺250,000 (₺500,000 under the registered-capital system) |
| Paid before registration | none; paid within 24 months | 25% of cash capital before registration |
| Shareholders | 1–50 | 1 or more, no upper limit |
| Share transfer | notarised contract + registry entry | private transfer; no notary for bearer/registered shares |
| Shareholder liability for public debts | pro rata to shares if the company cannot pay | none (board members liable) |
| Typical choice | trading, services, small teams | investors, several partners, future sale |
Most foreign-owned trading and service businesses choose the Ltd. An AŞ is worth its extra formality when shares will be sold, when investors want board seats, or when shareholders want no exposure to the company's tax debts.
Documents foreign founders need
- Passport, with a notarised Turkish translation (≈ ₺884 per page at the 2026 notarial tariff, paid by you to the notary).
- A Turkish tax number for each foreign founder and director — obtained free online; see our tax number guide.
- If the founder is a foreign company: apostilled and translated registry extract, articles and a board resolution to found the Turkish company.
- Registered office address in Türkiye: a lease or a virtual-office contract in the company's name.
- Proof of residence address of each founder abroad or in Türkiye.
The steps, in order
- Name and articles. The trade name is checked on MERSİS; the articles (ana sözleşme) are drafted in Turkish by the SMMM or a lawyer and entered into MERSİS, which generates the filing.
- Signatures at the registry. Founders sign the articles and the signature declaration before the Trade Registry Directorate (Ticaret Sicil Müdürlüğü) at the chamber of commerce; a sworn interpreter attends if a founder does not speak Turkish. A notarised power of attorney lets a representative sign instead.
- Capital and fees. AŞ founders deposit 25% of the capital to a blocked bank account before registration; Ltd founders do not. The Competition Authority share (0.04% of capital), registry and chamber fees and ledger certification are paid at the registry window.
- Registration. The company exists on registration, usually the same or the next business day; the tax number is created automatically and the Trade Registry Gazette publishes the formation.
- Tax office. Within days an officer visits the registered address (yoklama) to confirm the company is really there. A missing sign or an unanswered door delays the tax certificate.
- Bank account. Opened after registration with the signature circular, tax certificate and registry documents; see our bank account guide.
Why the licensed accountant is mandatory
Turkish companies must keep books and file monthly and annual returns electronically, and only a licensed accountant (SMMM or YMM, members of TÜRMOB) can sign those filings. You therefore retain an SMMM before formation, not after. The SMMM's formation fee follows the TÜRMOB minimum tariff (₺5,209 in 2026 for a standard formation) and a monthly bookkeeping fee from the same tariff; charging below tariff is a disciplinary offence. The SMMM you retain is named in your plan, with an address, not described as "our partner".
Timelines and after registration
With a complete document set, name approval to registration takes three to seven business days in İstanbul; the bank account adds one to three weeks depending on the bank's compliance review of foreign shareholders. After registration: e-signature and e-Tebligat registration for the director, e-Fatura enrolment when turnover requires it, social-security (SGK) workplace file before the first employee, and, if a foreign director will actively work in the company, a work permit through the company itself; see our work permit guide.
State fees and notarial tariffs are paid by you directly to the state or to the notary; they never pass through us and we receive nothing from any notary. The figures above are the official 2026 tariff, last checked 24.10.2026.
Last verified: 24.10.2026 · source: TÜRMOB 2026 tariff — turmob.org.tr; İTO registration fee schedule; 2026 Noterlik Ücret Tarifesi — adalet.gov.trSources
- ticaret.gov.tr — Ministry of Trade: trade registry, MERSİS
- mevzuat.gov.tr — Turkish Commercial Code 6102, art. 332 and 580 (minimum capital)
- resmigazete.gov.tr — Presidential Decision 7887 (2024 capital increase)
- gib.gov.tr — Revenue Administration: tax registration, e-Fatura, e-Defter
Questions
Do I need a residence permit to found a company?
No. A foreigner can found and own a Turkish company from abroad with a passport, a tax number and, if not attending in person, a notarised and apostilled power of attorney. A residence permit becomes relevant later if you want to live in Türkiye, and a work permit if you will actively work as director.
Can I pay the Ltd capital later?
Yes. For a limited company the ₺50,000 minimum capital must be paid within 24 months of registration; nothing is blocked in advance. For a joint-stock company 25% of the cash capital is deposited in a blocked account before registration and the rest within 24 months.
Does the company give me a residence permit?
Not automatically. Owning a company is a basis for a short-term residence permit application that you file yourself, with the company documents as evidence; the Directorate decides case by case and looks at real activity, premises and tax filings.