Fidelis Law and Consultancy Office, operating in Istanbul, provides legal consultancy services primarily in corporate law, commercial law, contract law, labor law, and establishment processes to various national and international companies through its Kadikoy Kozyatagi Corporate Law Attorney team. Our Kadikoy Kozyatagi Corporate Law Attorney staff has the knowledge and expertise to advise on managing legal processes in any situation that client companies may encounter in their sectors.
Our corporate law attorneys offer services in addition to the aforementioned services, including contract law, the preparation and regulation of all kinds of legal commercial contracts, and corporate legal consultancy. Our attorneys manage the following processes:
- Establishment of Joint Stock Companies
- Establishment of Limited Liability Companies
- Establishment of Liaison Offices
- Establishment of Branches of Foreign Companies
- Establishment of Companies in Free Zones
- Establishment Procedures for Foundations and Associations
Types of Companies and Establishment Procedures
Our Kadikoy Kozyatagi Corporate Law Attorney team provides legal consultancy services to national and international clients regarding company establishment, mergers, and acquisitions. Although various types of companies can be established in Turkey, the most preferred types are Joint Stock Companies and Limited Liability Companies. A joint stock company can be established with a minimum capital of 50,000 TL (fifty thousand Turkish lira) and at least one partner, while limited liability companies can be established with a minimum capital of 10,000 TL (ten thousand Turkish lira) and at least one partner.
It is of no importance whether all or some of the shareholders of joint stock companies and limited liability companies are foreign nationals. The establishment procedures for the two types of companies are quite similar.
Joint Stock Company or Limited Liability Company?
- Both joint stock companies and limited liability companies can be established with one partner. In this regard, there is a similarity. However, while the number of partners in joint stock companies can be unlimited, this number can be a maximum of 50 in limited liability companies.
- Limited liability companies can be established with a minimum capital of 10,000 TL, while joint stock companies require a minimum capital of 50,000 TL.
- Public offering is possible for joint stock companies, whereas such a situation does not exist for limited liability companies.
- Share transfers in joint stock companies are executed through a share transfer agreement. The registration of share transfer carried out in the presence of a notary is not mandatory for the trade registry. In limited liability companies, a written transfer agreement must be prepared for share transfer, this agreement must be notarized, the transfer must be approved by the company’s general assembly, and the transfer must be recorded in the company's share register.
How to Establish a Joint Stock Company? What is a Joint Stock Company?
- Joint stock companies are regulated by the Turkish Commercial Code (TTK). Joint stock companies can be established for any economic purpose and subject that is not contrary to law and morality. The company is registered with the trade registry within 15 days of establishment. The company acquires legal personality as soon as it is registered with the trade registry. As of January 2, 2013, company establishment procedures are initiated through the MERSIS system. Company establishment processes are initiated on an online platform, and the company's articles of association are prepared and uploaded in this environment. A 16-digit MERSIS number is assigned to the relevant company by the system.
- This number can be used to obtain certified copies of the company's articles of association from notaries. After the MERSIS processes, the documents requested by the Istanbul Chamber of Commerce (ITO) are prepared, and the physical documents are submitted to the ITO regional representation offices.
- A minimum capital of 50,000 TL must be pledged by the partners for the establishment of a joint stock company. For joint stock companies adopting the registered capital system, this amount is 100,000 TL. At least one-quarter of the nominal values of the pledged shares must be paid immediately before registration, with the remainder paid within 24 months following the trade registry registration. The Trade Registry Office publishes the company’s establishment in the Trade Registry Gazette within 10 days of registration.
Our Joint Stock Company Formation Lawyer Team:
- Establishment of national and international companies
- Preparation, discussion, and management of company establishment and articles of association
- Providing consultancy on commercial and corporate law
- Establishment procedures for foreign companies
- Establishment of Liaison Offices,
- Management of capital increase and decrease processes
- Mergers and acquisitions
- Holding company general assembly meetings,
- Due Dilligence (Durum tespit süreci)
- It provides services regarding the establishment processes of foreign companies' Turkish branches
How to Establish a Limited Liability Company?
- Limited liability companies are regulated by the Turkish Commercial Code (TTK). Limited liability companies can be established for any economic purpose and subject that is not contrary to law and morality. The company is registered with the trade registry within 15 days of establishment. The company acquires legal personality as soon as it is registered with the trade registry. As of January 2, 2013, company establishment procedures are initiated through the MERSIS system. Company establishment processes are initiated on an online platform, and the company's articles of association are prepared and uploaded in this environment. A 16-digit MERSIS number is assigned to the relevant company by the system.
- This number can be used to obtain certified copies of the company's articles of association from notaries. After the MERSIS processes, the documents requested by the Istanbul Chamber of Commerce (ITO) are prepared, and the physical documents are submitted to the ITO regional representation offices.
- A minimum capital of 10,000 TL must be pledged by the partners for the establishment of a limited liability company. At least one-quarter of the nominal value of the pledged shares must be paid immediately before registration, with the remainder paid within 24 months following trade registry registration. The Trade Registry Office publishes the company’s establishment in the Trade Registry Gazette within 10 days of registration.
Our Limited Liability Company Formation Lawyer Team:
- Establishment of national and international companies
- Preparation, discussion, and management of company establishment and articles of association
- Providing consultancy on commercial and corporate law
- Establishment procedures for foreign companies
- Establishment of Liaison Offices,
- Management of capital increase and decrease processes
- Mergers and acquisitions
- Due Dilligence (Durum tespit süreci)
- It provides services regarding the establishment processes of foreign companies' Turkish branches
Branch Establishment
Branches can be established under the legal personality of the parent company, reflecting the same establishment purposes as the parent company. The duration of branches is linked to the parent company, and there are no capital requirements or partners. To register a branch, an application must be made via Mersis, and the required documents must be submitted to the Trade Registry Office.
Liaison Office Establishment
Our Kadikoy Kozyatağı Corporate Law Attorney Liaison Office team provides consultancy services during the establishment phase of liaison offices for foreign investors' activities in Turkey.
A Liaison Office is a non-commercial organization that researches market conditions and situations in a target country, communicates with institutions and individuals, examines the legal system and market of the target country where the investment will take place, and reports business opportunities to the parent organization. Since there are various procedures in the establishment and operation of liaison offices and they are prohibited from having commercial purposes, it is essential for liaison offices to take legal precautions and measures from establishment to operation in Turkey.
Liaison offices are affiliated with the parent company, which is headquartered abroad. For this reason, costs and expenses must be fully covered by the parent company. In addition, liaison offices operate on behalf of their parent companies and cannot generate commercial profits.
Liaison officesLiaison offices are established and operate under the Law on Foreign Direct Investment No. 4875 and the Regulation on the Implementation of the Law on Foreign Direct Investment No. 25205. Disputes involving foreigners are resolved under the Private International Law No. 5718.
Liaison offices can receive activity permits for a maximum of 3 years upon application. Liaison offices wishing to extend their activity periods must apply to the General Directorate of Incentive Practices and Foreign Capital for an extension request before the expiration of this 3-year period. The extension request will be evaluated by the General Directorate of Incentive Practices and Foreign Capital, taking into account the liaison office's activities in previous years, the number of personnel employed, the parent company's commercial plans and objectives in Turkey, etc.
It should be noted that the operating periods of liaison offices that have received permission only to carry out market research or promotion of the products and services of the foreign parent company are not extended.
Fields of Activity of Contact Offices
Liaison offices;
- Representation and hosting
- Control, inspection and supplier procurement of suppliers in Turkey in terms of quality and standards
- Technical Support
- Communication and information transfer
- Regional administrative center
- Market Research (duration is not extended)
- They can operate in the fields of promotion (duration is not written).
You can contact us if you are looking for Kadıköy Kozyatağı Corporate Law Lawyer, Corporate Law Lawyer.
We would like to thank Fidelis Law and Consultancy Office, which continues its activities in Kadıköy, Istanbul, and our staff of Kadıköy corporate law lawyers Whatsapp You can reach us from the button or from our Contact page.
