Establishing a Branch in Turkey for a Foreign-Based Company
Establishing a branch in Turkey can expand your global footprint. Follow this step-by-step guide to ensure compliance with Turkish regulations.
Required Documents for Branch Registration
1. Petition
- Signed by the authorized person(s) with the company seal.
- If signed by proxy, attach the original power of attorney or a notarized copy.
- Include tax office, branch name, capital, head office, opening date, NACE code, and a declaration of accuracy.
2. Establishment Notification Form
- One completed and signed copy by the authorized person.
3. Chamber Registration Declaration
- Signed by the authorized person(s) and includes representatives’ photographs.
4. Resolution of the Head Office’s Authorized Body
- Decision authorizing branch opening and appointing a Turkey-based representative.
- Provide a notarized copy.
5. Power of Attorney
- If full representation authority is not specified in the branch resolution, submit a separate power of attorney.
6. Letter from the Competent Authority of the Country of Origin
- Confirms the company has met the conditions for opening a branch and lists required registration documents.
7. Documents for Branch Registration in the Country of Origin
- Submit a notarized copy of the relevant documents.
8. Certificate of Current Company Records
- Include the parent company’s current registration records and a certified copy of its articles of association.
9. Declaration Signed by the Head Office Representatives
- Include parent company details (name, type, activity, capital, registration number, governing law, EU status, website).
- Provide branch details (name, allocated capital, representative information).
10. Approval or License from Relevant Authorities
- Required if branch opening is subject to specific permits or approvals.
11. Notarized Passport Copies of Foreign Representatives
- Submit notarized Turkish translations of passport copies for foreign representatives.
12. Signature Declarations
- Prepared according to TTK Article 40 for the branch representatives.
Branch Naming Guidelines
- The first branch in Turkey must include “Merkez Şubesi” in its name, e.g., X Company GmbH Merkezi Almanya İstanbul Merkez Şubesi.
- Subsequent branches should omit “Merkez” in their names.
Address Change Procedure for a Foreign-Based Company’s Branch in Turkey
Required Documents
- Petition: Signed by the authorized person(s) with the company seal or power of attorney.
- Notarized Copy of Address Change Resolution: Issued by the parent company or Turkish branch. Certified by the Turkish Consulate or apostilled with a notarized Turkish translation.
Appointment of Branch Manager for a Foreign-Based Company
Required Documents
- Petition: Signed by the authorized person(s) or by proxy.
- Notarized Copy of the Appointment Resolution: Issued by the parent company.
- Signature Declaration of the Branch Manager
- Notarized Passport Copy and Tax Number (if foreign): Include notarized Turkish translations of the passport and tax number document.
- Acceptance Letter from the Branch Manager: Confirming acceptance of the role.
Capital Increase Process for a Foreign-Based Company’s Branch
Required Documents
- Petition: Signed by the authorized person(s) or proxy.
- Notarized Copy of the Capital Increase Resolution: Issued by the parent company.
Liquidation Process for a Foreign-Based Company’s Branch
Initiation of Liquidation
- Petition
- Notarized Copy of the Liquidation Decision: Issued by the parent company.
- Signature Declaration of the Liquidator
- Acceptance Letter from the Liquidator
Completion of Liquidation
- Petition
- Notarized Copy of the Liquidation Balance Sheet Approval Decision: Issued by the parent company’s authorized body.
- Final and Definitive Balance Sheet: Signed by the liquidator and approved by the parent company.