Turkish Labor Law
Related Articles
Procedure 1
Execute and notarize articles of association, signature declaration of the managers, copies of each manager’s identity card or passport and commercial books.
Time to complete(days): 1
Cost to complete: Articles of Associations 900 TL.
Signature declaration: 100 TL.
Comment: The following documents are required:
- Notarized articles of association (three, one original).
- Notarized signature declarations (two copies).
- Notarized identity cards of company managers (two copies).
According to amendments to the Stamp Tax Law (effective January 1, 2004), the incorporation documents are exempt from the stamp tax. The certification fee will be paid to the notary public for executing the articles of incorporation.
The updated fee schedule for notarizing incorporation documents:
- Articles of association (three copies, each of 10 pages): TL 900 (estimate).
- Signature declarations of company managers (two, each with five signatures): TL 100 (estimate).
Procedure 2
Deposit a percentage of capital to the account of Competition Authority
Time to complete(days): 1
Cost to complete: 0.04% of capital
Comment: To register with the Commercial Registry, founders must obtain the original receipt from Ziraat Bankası. This receipt shows that 0.04% of the company’s capital has been paid to the Competition Authority at the central bank or a public bank.
Procedure 3
Deposit the initial capital in a bank and obtain the certificate of paid-in capital
Time to complete(days): 1
Cost to complete: no charge
Comment: If the whole capital of the Company is not paid in advance, the capital of the Company can also be paid in within three months following the registration. Kindly note that another option is; 25% of the capital can be paid in the first 3 months following the registration of the company, and the balance of the subscribed capital shall be paid within 3 years of incorporation.
Procedure 4
File the incorporation notice form, commitment letter, and Chamber registration
statement at the Trade Registry Office
Time to complete(days): 2
Cost to complete: TL 150 (initial registration fee of Chamber of Commerce) + TL 555 (commercial registration including first manager’s signature) + TL 198.85 (for each additional
manager) + TL 0.23 per word for publication+ TL 1.50 (Trade Registry Gazette fee)
+ TL 38 (fee for start-up announcement)
Comment: Founders must submit the incorporation notice form, the commitment letter, and the chamber registration statement the Trade Registry Office. However, the formation of a limited liability company does not require a court application. Thus, upon gathering the following documents,founders may begin the registration process:
- – For each individual shareholder who is not a Turkish citizen, one copy of the shareholder’s passport notarized by a Turkish notary.
- – For each individual shareholder who is a Turkish citizen or for a Turkish representative of such shareholder, two certified copies of the identity card.
- – Three copies of an establishment notification form (kuruluş bildirim formu).
- – Three copies of the notarized articles of association.
- – Bank deposit receipt from the Competition Authority Account (0.04% of the company’s capital).
- – An undertaking (taahhütname) signed by the authorized company representatives.
- – For each person authorized to represent the founders of the limited liability company, two copies of the signature.
The Commercial Registry Office notifies the Tax Office and the District Employment Office about the company incorporation. The Registry arranges for an announcement in the Commercial Registration Gazette within about 10 days of company registration.
A tax identification plaque must be obtained from the local tax office after the Commercial
Registry Office notifies the local tax office. The Registry Office also notifies the Ministry of Labor
and Social Security, Directorate of the Social Security Institution of the incorporation. A social
security number must be obtained from the relevant Social Security Administration office, and
company employees must be registered with that administration.
The registration fee for a limited liability company has been increased to TL 555:
- Publication or advertisement fee: TL 0.23 per word.
- Startup notice: TL 38.
- Trade Registry Gazette fee: TL 1.50
- Publication: TL 90–460
- Registration fee for manager’s signature
- First manager’s signature: TL250
- Each additional manager’s signature: TL 198.85
Fee schedule for annual membership in the Istanbul Chamber of Commerce (based on capital):
- TL 1 – 999 (capital): TL 70
- TL 10 – 24.(capital): TL 100
- TL 25 – 249 (capital): TL 150
- TL 250 – 999(capital): TL 200
- TL 1000 and up (capital): TL 225
Procedure 5
Have a notary certify the legal books
Time to complete(days): 1
Cost to complete: Journal (200 pages) TL 51, Ledger (100 pages) TL 38, Case book (100 pages) TL 42.50, Inventory book (100 pages) TL 42.50
Comment: The founders must certify the legal books the day they register the company with the Commercial Registry. The notary public must notify the Tax Office about the commercial book certification.
Fee schedule for legal book certification:
- Certification up to 100 pages: TL 45
- Certification up to 200 pages: TL 56
Procedure 6
Follow up with the tax office on Commercial Registry’s notification
Time to complete(days): 1
Cost to complete: no charge
Comment: The Commercial Registry Office notifies the Tax Office and the Social Security Administration of the company’s incorporation. In practice, to expedite the registration process, company representatives follow up on whether the notification has been received. A tax officer comes to the company headquarters to prepare a determination report. There must be at least one authorized signature in the determination report. According to “The Law Number 4884 Regarding the
Amendments on Turkish Commercial Code, Tax Procedure Law, Stamp Act, Labor and Social Security Law” Trade Registry Officers send company establishment form which includes tax number notification to Tax Office.
