{"id":39859,"date":"2024-10-16T14:41:04","date_gmt":"2024-10-16T14:41:04","guid":{"rendered":"https:\/\/fidelishukuk.com\/?p=39859"},"modified":"2025-03-11T14:44:50","modified_gmt":"2025-03-11T11:44:50","slug":"sirket-kurulusu-avukati","status":"publish","type":"post","link":"https:\/\/fidelishukuk.com\/en\/company-formation-lawyer\/","title":{"rendered":"Company Formation Lawyer"},"content":{"rendered":"<p>Fidelis Law and Consultancy Office\u2019s company formation lawyer team provides company incorporation services in Istanbul. Our Istanbul company formation lawyer team specializes in matters such as joint stock company establishment, limited liability company establishment, free zone company establishment, branch establishment, liaison office establishment, and company administration and management.<\/p>\n\n\n\n<h2 class=\"wp-block-heading has-medium-font-size\"><strong>Types of Companies That Can Be Established in Turkey:<\/strong><\/h2>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Joint Stock Company Establishment<\/li>\n\n\n\n<li>Limited Liability Company Establishment<\/li>\n\n\n\n<li>Branch Establishment<\/li>\n\n\n\n<li>Liaison Office Establishment<\/li>\n\n\n\n<li>Free Trade Zone Companies Establishment<\/li>\n<\/ul>\n\n\n\n<p>As part of the services we provide in Turkey, we explain the advantages and disadvantages of different company formation types to our clients, assisting in the preparation of documents, submission of applications, and follow-up of application results during the company establishment phase.<\/p>\n\n\n\n<h3 class=\"wp-block-heading has-medium-font-size\"><strong>Joint Stock Company Establishment in Turkey<\/strong><\/h3>\n\n\n\n<p>According to the Turkish Commercial Code, a Joint Stock Company is a type of company with a defined capital divided into shares, where the partners are only liable to the extent of their assets for the company's debts. It is generally a type of business with a significant trading capacity.<\/p>\n\n\n\n<p>Joint stock companies must be established with a minimum capital of 50,000 Turkish Lira and must have at least one partner (individual or legal entity). They can be established for any economic purpose and for matters not prohibited by law. Additionally, all shareholders can be foreign nationals. The company is managed by a board of directors with the approval of the general assembly.<\/p>\n\n\n\n<ul class=\"wp-block-list\">\n<li>The company\u2019s registered capital is divided into shares.<\/li>\n\n\n\n<li>The partners are responsible only for the capital they commit to the company.<\/li>\n\n\n\n<li>If part or all of the capital is pledged in cash, at least one-quarter of the nominal value of the cash pledged shares must be paid before the company is registered, and the remaining amount must be paid within 24 months thereafter.<\/li>\n\n\n\n<li>A general assembly and board of directors are required.<\/li>\n\n\n\n<li>An annual general assembly meeting must be held.<\/li>\n<\/ul>\n\n\n\n<h4 class=\"wp-block-heading has-medium-font-size translation-block\"><strong>What is a Joint Stock Company?<\/strong> <strong>How is it Established?<\/strong><\/h4>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Joint stock companies are regulated under the Turkish Commercial Code. These companies can be established for any economic purpose and issues that do not violate the law or ethics. The company must be registered with the trade registry within 15 days of its establishment. The company acquires legal personality as soon as it is registered. As of January 2, 2013, company formation procedures are initiated through the Mernis system. The establishment process is started on an online platform, where the company\u2019s articles of association are prepared and uploaded. The system assigns a 16-digit Mernis number to the relevant company. Subsequently, this number can be used to obtain approved copies of the articles of association from notaries.<\/li>\n\n\n\n<li>After the Mernis procedures, the necessary documents requested by the Istanbul Chamber of Commerce (\u0130TO) are organized and physically delivered to the \u0130TO regional offices. The application process is completed at this stage. After registration with the trade registry, individuals who have signing authority for the company must prepare notarized signature circulars.<\/li>\n\n\n\n<li>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\u2019s establishment in the Trade Registry Gazette within 10 days of registration.<\/li>\n<\/ul>\n\n\n\n<p><strong>Our Joint Stock Company Formation Lawyer Team:<\/strong><\/p>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Establishment of national and international companies<\/li>\n\n\n\n<li>Preparation, discussion, and management of company establishment and articles of association<\/li>\n\n\n\n<li>Providing consultancy on commercial and corporate law<\/li>\n\n\n\n<li>Establishment procedures for foreign companies<\/li>\n\n\n\n<li>Establishment of Liaison Offices,<\/li>\n\n\n\n<li>Management of capital increase and decrease processes<\/li>\n\n\n\n<li>Mergers and acquisitions<\/li>\n\n\n\n<li>Holding company general assembly meetings,<\/li>\n\n\n\n<li>Due Dilligence (Durum tespit s\u00fcreci)<\/li>\n\n\n\n<li>It provides services regarding the establishment processes of foreign companies' Turkish branches<\/li>\n<\/ul>\n\n\n\n<h3 class=\"wp-block-heading has-medium-font-size\"><strong>Limited Liability Company Establishment in Turkey<\/strong><\/h3>\n\n\n\n<p>Although it resembles a joint stock company, a limited liability company has some differences. It is a type of company used by medium and small enterprises. Thus, establishing a limited liability company in Turkey is a preferred method for benefiting from tax advantages and entering various large markets. Limited liability companies can operate for any economic purpose and in areas not prohibited by law. All shareholders can be foreign nationals. The company is managed by a board of directors.<\/p>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Limited Company can be established with a single partner. The sole partner will be the director of the company.<\/li>\n\n\n\n<li>The required capital must be at least 10,000 TL. If part or all of the capital is pledged in cash, at least one-quarter of the nominal value of the cash pledged shares must be paid before registration, and the remainder must be paid within 24 months thereafter.<\/li>\n\n\n\n<li>The partners' liability for debts is limited to the capital they committed to the company. Partners have no personal liability for company debts.<\/li>\n\n\n\n<li>The management and representation of the company can be assigned to one or more of the partners.<\/li>\n\n\n\n<li>If there are multiple directors, one of the directors, whether a partner or not, is appointed as the Chairman of the Board of Directors by the general assembly.<\/li>\n\n\n\n<li>The registration process takes approximately 8-10 days.<\/li>\n<\/ul>\n\n\n\n<h4 class=\"wp-block-heading has-medium-font-size\"><strong>How to Establish a Limited Liability Company?<\/strong><\/h4>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Limited liability companies are regulated under the Turkish Commercial Code. These companies can be established for any economic purpose and issues that do not violate the law or ethics. They must be registered with the trade registry within 15 days of their establishment. The company gains legal personality upon registration. As of January 2, 2013, company formation procedures are initiated through the Mernis system. The establishment process starts on an online platform, where the company\u2019s articles of association are prepared and uploaded. The system assigns a 16-digit Mernis number to the relevant company. Following this, approved copies of the articles of association can be obtained from notaries using this number.<\/li>\n\n\n\n<li>After the Mernis procedures, the necessary documents requested by the Istanbul Chamber of Commerce (\u0130TO) must be organized. The physical documents must be delivered to the \u0130TO regional offices. The application process is completed at this stage. After registration with the trade registry, individuals who have signing authority for the company must prepare notarized signature circulars.<\/li>\n\n\n\n<li>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\u2019s establishment in the Trade Registry Gazette within 10 days of registration.<\/li>\n<\/ul>\n\n\n\n<p><strong>Our Limited Liability Company Formation Lawyer Team:<\/strong><\/p>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Establishment of national and international companies<\/li>\n\n\n\n<li>Preparation, discussion, and management of company establishment and articles of association<\/li>\n\n\n\n<li>Providing consultancy on commercial and corporate law<\/li>\n\n\n\n<li>Establishment procedures for foreign companies<\/li>\n\n\n\n<li>Establishment of Liaison Offices,<\/li>\n\n\n\n<li>Management of capital increase and decrease processes<\/li>\n\n\n\n<li>Mergers and acquisitions<\/li>\n\n\n\n<li>Due Dilligence (Durum tespit s\u00fcreci)<\/li>\n\n\n\n<li>It provides services regarding the establishment processes of foreign companies' Turkish branches<\/li>\n<\/ul>\n\n\n\n<h3 class=\"wp-block-heading has-medium-font-size\"><strong>Branch Establishment<\/strong><\/h3>\n\n\n\n<p>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. &nbsp;<\/p>\n\n\n\n<h3 class=\"wp-block-heading has-medium-font-size\"><strong>Liaison Office Establishment<\/strong><\/h3>\n\n\n\n<p class=\"translation-block\">Our <strong>Istanbul Liaison Office Establishment team<\/strong> provides consultancy services during the <strong><u>establishment of a liaison office<\/u><\/strong> stage of foreign investors due to their activities in Turkey.<\/p>\n\n\n\n<p class=\"translation-block\"><strong><u>Liaison Office<\/u><\/strong>, which investigates the market situation and conditions in a target country, has the motivation to communicate with institutions and individuals, examines the legal order and market of the target country where the investment will take place, and examines business opportunities to inform the head office. They are organizations that do not have commercial purposes. There are various procedures in the establishment and operation of liaison offices. Additionally, they are prohibited from carrying commercial purposes. For this reason, it is important for liaison offices to be established in Turkey to take legal precautions and precautions from their establishment to their operation.<\/p>\n\n\n\n<p class=\"translation-block\"><strong><u>Liaison offices<\/u><\/strong> 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.<\/p>\n\n\n\n<p class=\"translation-block\"><strong><u>Liaison offices<\/u><\/strong>; It was established and operates within the framework of the Direct Foreign Investors Law No. 4875 and the Direct Foreign Investors Law No. 25205 Implementation Regulation. In addition, private law disputes of foreigners are resolved within the framework of International Private Law Law No. 5718.<\/p>\n\n\n\n<p class=\"translation-block\"><strong><u>Liaison offices<\/u><\/strong> can obtain an operating permit upon application for a maximum period of 3 years. Liaison offices that aim to extend their operating period must apply to the General Directorate of Incentive Implementation and Foreign Capital to request a period extension before the expiry of this 3-year period. The General Directorate of Incentive Implementation and Foreign Capital evaluates the deadline extension request. In this evaluation; The activities of the liaison office in the past years, the number of personnel it employs, the commercial plans and objectives of the parent company in Turkey, etc. examines the issues and decides.<\/p>\n\n\n\n<p>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.<\/p>\n\n\n\n<h4 class=\"wp-block-heading has-medium-font-size\"><strong>Fields of Activity of Contact Offices<\/strong><\/h4>\n\n\n\n<p><strong>Liaison offices;<\/strong><\/p>\n\n\n\n<ul class=\"wp-block-list\">\n<li>Representation and hosting<\/li>\n\n\n\n<li>Control, inspection and supplier procurement of suppliers in Turkey in terms of quality and standards<\/li>\n\n\n\n<li>Technical Support<\/li>\n\n\n\n<li>Communication and information transfer<\/li>\n\n\n\n<li>Regional administrative center<\/li>\n\n\n\n<li>Market Research (without extension of time)<\/li>\n\n\n\n<li>They can operate in promotion areas (without any extension of time).<\/li>\n<\/ul>\n\n\n\n<p class=\"has-medium-font-size\"><strong>You can contact us if you are looking for an Istanbul Companies Company Establishment Lawyer.<\/strong><\/p>\n\n\n\n<p class=\"translation-block\">You can reach Fidelis Law and Consultancy Office, operating in Istanbul, and our team of Istanbul corporate law attorneys via the <u>WhatsApp<\/u> button or through our <u><a href=\"https:\/\/fidelishukuk.com\/en\/contact-us\/\" target=\"_self\">Contact<\/a><\/u> page.<\/p>","protected":false},"excerpt":{"rendered":"<p>Fidelis Hukuk ve Dan\u0131\u015fmanl\u0131k B\u00fcrosu \u015firket kurulu\u015f avukat\u0131 ekibi, \u0130stanbul\u2019da \u015eirket Kurulu\u015fu hizmeti vermektedir. \u0130stanbul \u015eirket kurulu\u015f avukat\u0131 ekibi, anonim \u015firket kurulu\u015fu, limited \u015firket kurulu\u015fu, serbest b\u00f6lge \u015firketi kurulu\u015fu, \u015fube kurulu\u015fu, irtibat b\u00fcrosu kurulu\u015fu, \u015firket idaresi ve y\u00f6netimi gibi konularda uzman bir \u015fekilde hizmet vermektedir. T\u00fcrkiye\u2019de Kurulabilecek \u015eirketler T\u00fcrkiye\u2019de verdi\u011fimiz hizmetler kapsam\u0131nda m\u00fc\u015fterilerimize T\u00fcrkiye\u2019de \u015firket&#8230;<\/p>","protected":false},"author":2,"featured_media":39559,"comment_status":"closed","ping_status":"closed","sticky":false,"template":"","format":"standard","meta":{"_acf_changed":false,"_monsterinsights_skip_tracking":false,"_monsterinsights_sitenote_active":false,"_monsterinsights_sitenote_note":"","_monsterinsights_sitenote_category":0,"footnotes":""},"categories":[1],"tags":[],"class_list":["post-39859","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-uncategorized"],"acf":[],"_links":{"self":[{"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/posts\/39859","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/users\/2"}],"replies":[{"embeddable":true,"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/comments?post=39859"}],"version-history":[{"count":5,"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/posts\/39859\/revisions"}],"predecessor-version":[{"id":40111,"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/posts\/39859\/revisions\/40111"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/media\/39559"}],"wp:attachment":[{"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/media?parent=39859"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/categories?post=39859"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/fidelishukuk.com\/en\/wp-json\/wp\/v2\/tags?post=39859"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}