Establishing a Limited Liability Company in Türkiye: Step-by-Step Process and Required Documents

The limited liability company is the most commonly chosen company type in Türkiye, owing to its flexible structure and the advantage of limited liability. A well-structured incorporation process also prevents many shareholder disputes from arising later.

Key Features of a Limited Liability Company

A limited liability company can be established with a single shareholder; the number of shareholders cannot exceed fifty. Shareholders' liability is limited to the capital they have contributed, although for public debts (such as taxes and social security premiums) shareholders may be held liable in proportion to their capital share.

Documents Required for Incorporation

The articles of association, the founders' identification details, the amount of capital and the payment schedule, the registered address, and, where applicable, the appointment of a manager form the basis of the incorporation file. The articles of association are prepared through the MERSİS system and submitted to the trade registry directorate.

The Incorporation Process, Step by Step

A preliminary registration is first made through MERSİS, followed by an application to the trade registry directorate together with proof that a portion of the capital has been deposited in a bank and the other required documents. The company acquires legal personality upon registration; tax office registration and approval of the statutory books are completed immediately afterwards.

What to Watch for in the Articles of Association

Provisions such as profit distribution, the conditions for a shareholder to withdraw or be expelled, transfer restrictions, and quorum requirements for resolutions are often left incomplete in standard template agreements. Clearly regulating these provisions from the outset prevents a significant share of future shareholder disputes.

How Long Does Incorporation Take?

Where the documentation is complete, registration is usually finalised within a few business days; delays are most often caused by incomplete or incorrect documents.

Practical Tips

Even if you plan to establish the company with a single founder, we recommend structuring the articles of association with the possibility of admitting new shareholders in the future in mind — this reduces the cost of amending the articles later.

This article is for information purposes only and does not constitute legal advice. Contact our team about your specific situation.