As a Turkish attorney who has guided many non-Turkish entrepreneurs, I will explain exactly how to open a company in Turkey as a foreigner. The process is mostly procedural: paperwork, forms, and appointments. I've seen clients trip up on small details, so this is a practical step-by-step guide – from getting your tax ID to filing with the Trade Registry, and finally opening your corporate bank account.
This guide is the practical companion to our broader overview of company formation in Turkey for foreigners, and it walks through each stage in the order I complete it for clients.
1. Get a Turkish Tax Identification Number (Potansiyel Vergi Kimlik Numarası)
In practice, the very first step is to obtain a Turkish tax identification number (potansiyel vergi kimlik numarası) for each foreign founder or director. This "potential tax ID" is needed to fill out the company forms. You can get it online via the tax office portal (the Dijital Vergi Dairesi), where you enter your passport data and receive the number immediately. If any issue arises online, one can simply go to a local Tax Office (Vergi Dairesi) with the original passport (plus a notarized Turkish translation) and apply in person. In any case, I always secure that ID first, since every later step – MERSIS application, bank forms, even notarizing the Articles – will ask for it.
Many foreign clients are surprised at this. A guide from Istanbul Technical University confirms that getting a tax ID is quite straightforward – you just need a valid passport and a simple online form. I also prepare an apostilled copy of the passport and a sworn Turkish translation, just in case the tax office wants to see them. With the tax number(s) in hand, we can move on to drafting the company paperwork.
2. Gather Required Documents (with Apostille and Translations)
Before the formal filing, collect all necessary documents. Every foreign shareholder or director must provide:
- Passport (with Apostille and Turkish Translation): An apostilled copy of the passport, plus a sworn (yeminli) Turkish translation. Each must be notarized in Turkey.
- Potential Tax ID Document: Printout of the newly obtained Turkish tax identification number for each foreign individual.
- Articles of Association (Esas Sözleşme): The draft company charter in Turkish (see next section).
- Registered Office Proof: A document showing the company's address in Turkey (for example, a lease agreement or property deed, or a licensed virtual office contract). This registered address must lie within the chamber's jurisdiction where you're registering the company. (In practice, I often use my firm's office address or a serviced office). Each chamber has slightly different rules about virtual addresses.
- Power of Attorney (Vekaletname): If any founder or director won't be coming to Turkey, prepare a PoA granting me or my local representative full authority. This PoA must be notarized in the founder's home country (or at a Turkish consulate) and apostilled (if done abroad), then translated and notarized in Turkey. I usually draft the PoA to cover all tasks: applying for tax IDs, signing the MERSIS forms, signing the Articles at the notary, opening the bank account on behalf, etc. (As Istanbul law firms warn, leaving out even one power means having to redo the apostille later.)
- If Corporate Shareholder: In addition, if a foreign company is a shareholder, include its Certificate of Incorporation (apostilled), a Board Resolution authorizing the investment (apostilled), and a Turkish translation of each.
In summary, the typical foreign-individual file includes: apostilled passport & Turkish translation, tax ID, and (if needed) the notarized PoA. For a foreign corporate investor, the file expands to cover the company's apostilled CoC and resolution. Even small mismatches (like an umlaut on a name) cause rejections, so I double-check all names, dates and titles are consistent across documents before proceeding.
3. Draft the Articles and Prepare the MERSIS Application
With documents ready, I fill in the MERSIS (Merkezi Sicil Kayıt Sistemi) incorporation application online. MERSIS is the centralized Trade Registry portal used nationwide. First, we confirm the company details:
- Company Name: Followed by "Ltd. Şti." (for limited) or "A.Ş." (for joint stock). We check name availability via MERSIS or the Chamber.
- Registered Office: Exact Turkish address as discussed.
- Capital and Shareholding: Enter the capital structure. (Note: the law now sets minimum capital at 50,000 TL for an LTD (payable within 24 months) and 250,000 TL for an A.Ş..) In an A.Ş. we must deposit 25% of capital in advance (see below).
- Purpose and Activities: Write the business purpose in detail. Turkish practice is to enumerate specific activities (not just "all legal purposes") so the registry can assign the proper industry code.
- Managers/Directors: List the appointed director(s) – in an LTD a "müdür", in an A.Ş. a board (if one exists). (Foreign directors are allowed, with no residency requirement under Turkey's FDI law.)
- Other Required Info: e.g. founding date, company type (LLC/AŞ), and signatory info (we'll add that at the notary step).
I draft the Articles of Association (esas sözleşme) in Turkish in parallel. The Articles must cover all legal formalities: company name, address, purpose, capital, share distribution, managerial structure, quorum rules, etc. We describe activities in clear detail (often listing immediate activities and a short "other related" clause). The notary and registry are particular about these, so I follow the chamber's latest template closely.
If forming an Anonim Şirket (A.Ş.), we handle the paid-in capital now: the law requires we deposit at least 25% of the 250,000 TL capital into a blocked bank account before registry. We take that amount to a Turkish bank and open a capital deposit account in the company's name. The bank then issues a sermaye blokaj mektubu (capital deposit letter) confirming the deposit, which we keep for the registry. We also pay the Competition Authority fee (0.04% of the capital) at this time. Limited companies have lighter capital rules (minimum 50,000 TL, payable over 2 years), so often no blocked deposit is needed for an LTD – we just note the authorized capital in the Articles.
4. Notarization and Chamber of Commerce Appointment
Next, we book an appointment at a Chamber of Commerce/Ticaret Odası (usually the one covering the company's address). On that day, the foreign founders (or our local representative under the PoA) come to the notary (noter). At the notary's office we do three things:
- Sign the Articles: All founders or authorized representatives sign the Articles of Association in person at the notary. (If a founder is abroad, our local attorney signs using the PoA.)
- Signature Declarations: Each director or manager (müdür or board member) goes to the notary and executes a signature declaration (imza beyannamesi). This is a sworn statement of their specimen signature and identity. Turkish procedure requires it for any official appointed signer. The notary notarizes each of these declarations.
- Notarize Translations: The sworn translations of the foreign documents and PoA are also formalized here. The notary verifies the translator's credentials and stamps the translated documents, completing their legalization.
After the notary signs off, the Chamber appointment follows immediately. At that counter we submit the incorporation file, including: the MERSIS application form, the signed Articles, the notarized signature declarations, the Chamber registration form, the capital deposit letter (for an A.Ş.), and all apostilled foreign documents (passports, CoC, PoA etc.). The registry clerk checks the file. If everything is in order, they register the company and issue the trade registry number. The company legally exists from that registration date, and its details are published in the official Trade Registry Gazette (Türkiye Ticaret Sicili Gazetesi).
In our practice, a complete file is typically processed in one to three business days. I always request a certified copy of the Gazette page when it comes out, because banks and government offices later ask for proof of the incorporation date. (Pre-ordering the Gazette extract as part of the filing avoids delays later.)
5. Post-Registration Formalities (Tax Office, SGK, etc.)
With registration complete, several quick formalities follow. First, we activate the company's tax file. The corporate tax ID is generated automatically at registration, but we still visit the local Tax Office (Vergi Dairesi) to "open" the file. There, we obtain the official tax registration certificate (vergi levhası) and sign up for the mandatory e-systems (e-Tebligat, e-Fatura, and the online tax portal). We also confirm the company's Social Security (SGK) employer number – the SGK system usually records it automatically at incorporation, but we verify it in person, since employees cannot be registered until that employer file is active.
Crucially, we finalize the signature circular (imza sirküleri) at a notary. This is a notarized document listing the names and specimen signatures of all authorized signatories. Turkish law requires that every corporate bank account or contract be backed by an up-to-date imza sirküleri, so we get it done right away. In many cases, we order the notary to issue the circular on the same day as the Articles, or immediately after registration.
In short, the first week after incorporation is busy: activate taxes, confirm SGK, finalize the signature circular, and ensure all filings are logged. According to counsel, these steps must be done quickly – waiting weeks can cause complications with transactions or employee registration. I schedule them back-to-back with the Chamber appointment so nothing slips through.
6. Open the Company Bank Account
Finally, we open the corporate bank account and deposit the capital. With the company officially registered and the imza sirküleri in hand, I choose a Turkish bank that is foreign-friendly. We bring all incorporation documents: the Chamber certificate, trade registry extract, Articles, imza sirküleri, tax plate, and PoA (if the signatory is represented). The account must be opened by the person whose signature is in the circular (often the managing partner); as noted by one legal advisory, "a personal visit of the account signatory" is typically required. In practice, that means the director (or our attorney, if authorized) goes to the branch and presents the passports and these documents.
Be prepared: Turkish banks have strict KYC rules. Many will ask for proof of the signatory's address and Turkish phone number, and some even require a minimum deposit if the person has no Turkish ID. However, a recent legal guide reassures that corporate account opening for foreign companies is normally straightforward – it can take "a few days to several weeks," depending on the bank and paperwork. We generally succeed within a week or two. Once the account is open, we deposit the remaining capital (for an LTD the minimum 50,000 TL, or the remaining 75% of a 250,000 TL A.Ş.), and the company can begin transactions.
For any foreign-currency investment, we also obtain the required Döviz Alım Belgesi (DAB) from the bank. This is the official currency purchase certificate under Turkey's FDI Law. The bank provides a DAB recording the amount, source, conversion rate and date of the deposit. We keep this certificate in the company records because it will be needed later for capital account verification and any foreign-currency transfers (e.g. dividend repatriation).
7. Foreigner-Specific Challenges
Foreign founders face a few extra hurdles. The bank account is often the hardest: as noted, many banks require you (or the owner) to visit a branch and meet local KYC demands. In our experience, choosing a bank known to work with foreign investors avoids unnecessary red tape. We've had a few clients held up by unexpected document requests (like deposit receipts or extra affidavits), so I always advise to bring all possible paperwork and patience.
Another issue is the address/office. A Turkish company must have a legal address here. We often use a virtual office service, which most chambers accept if the provider issues a usage certificate. However, acceptance varies by city: one Istanbul registrar may allow a business center address, while another might insist on a lease or title deed. I confirm the address format with the local Chamber in advance to avoid rejection.
One more nuance: many foreigners assume that appointing a foreign manager means they can work in Turkey without a permit. This is not the case if they will reside here. Turkish law (Law 4875) indeed allows foreign nationals to own 100% of the shares and serve as directors with no residency requirement. In other words, a foreigner can legally manage the company from abroad. But if the director plans to live in Turkey and actively work, they must obtain a Turkish work visa/residence permit separately (see our guide on the residence permit in Turkey for foreigners for more).
8. After Incorporation – What's Next
Once the company is set up, remember to meet your next obligations. By law you must appoint a Turkish accountant (muhasebeci) and register with tax authorities for VAT and withholding taxes. We usually file the initial tax return and e-notices for our clients soon after formation. Keep in mind the VAT and corporate tax timelines – your accountant will handle those. Also, if you'll hire employees, register them under your SGK number. (These ongoing steps go beyond the scope of formation, but it's vital to stay compliant from day one.)
Setting up a company is also frequently the first move in a wider plan — many of our clients pair incorporation with a residence route or a property purchase. If that describes you, it is worth reading how the company sits within the bigger picture of foreign investment in Turkey, how a company director differs from other applicants for a residence permit in Turkey, and — where property is involved — the routes to real-estate-based residence in Turkey, Turkish citizenship by investment and the legal process for buying property in Turkey as a foreigner.
As a final note, consider these common pitfalls: foreigners often underestimate how long it takes to apostille documents, obtain the tax ID, or prepare a complete PoA. In fact, one Turkish firm observes that "the single largest source of delay is not the registry itself but the upstream document chain" (apostilles, translations, and tax numbers). Even after filing, missing one form or having a spelling mismatch can set you back days. A classic example I've seen is a client whose passport spelled "Müller" but their translated board resolution said "Mueller" – the registry flagged the inconsistency and refused to proceed until we corrected it.
Another tip: don't skimp on your PoA or paperwork. If you realize mid-process that the PoA is too narrow, you'll have to redo it with another apostille. And always double-check capital requirements. For instance, a limited company must start with at least 50,000 TL capital (though it can be paid over 2 years), and a joint-stock company needs 250,000 TL (with 25% upfront). Overlooking these can waste valuable time.
Above all, thorough preparation is key. In my experience, a carefully-assembled file clears the Trade Registry in about one week total, whereas missing just one document can drag it into multiple weeks of back-and-forth. I guide each client through this checklist and schedule our appointments tightly so the incorporation finishes as smoothly as possible.
This information is intended as a general overview and not as legal advice. For personalized assistance, please consult a qualified Turkish attorney.



