Legal Advisory & Corporate Law in Turkey

Turkey follows a codified civil law system. Key legal codes include the Turkish Commercial Code (TTK), Turkish Code of Obligations (TBK), and Turkish Civil Code (TMK). The court system includes civil courts, commercial courts (Ticaret Mahkemesi), and administrative courts. The Constitutional Court (Anayasa Mahkemesi) serves as the highest judicial authority. Legal representation by licensed attorneys (avukat) is required for most court proceedings.

Turkey offers two main corporate structures. Limited Şirket (Ltd. Şti.): minimum capital TRY 10,000, 1-50 shareholders, managed by müdür(ler), most popular for SMEs. Anonim Şirket (A.Ş.): minimum capital TRY 50,000, minimum 1 shareholder, managed by board of directors (yönetim kurulu), required for certain regulated sectors. Registration at Trade Registry (Ticaret Sicili) and publication in Turkish Trade Registry Gazette (TTSG) required. Both types provide limited liability protection.

The TTK (Law No. 6102) governs all commercial activities. Key provisions cover company formation, corporate governance, mergers and acquisitions, commercial books and records, and unfair competition. Annual general meetings (genel kurul) mandatory. Financial statements must comply with Turkish Accounting Standards (TMS). Independent audit required for companies meeting certain thresholds. Electronic record-keeping (e-defter) mandatory for qualifying companies.

KVKK (Law No. 6698) is Turkey's data protection law, similar to GDPR. Key obligations: registration with VERBIS (Data Controllers Registry), obtaining explicit consent for data processing, appointing a data controller representative for foreign companies, data breach notification within 72 hours. KVKK Board (Kişisel Verileri Koruma Kurulu) enforces compliance. Fines range from TRY 50,000 to TRY 3,000,000. Cross-border data transfers require adequate protection or explicit consent.

Turkish contract law is governed by the Code of Obligations (TBK). Freedom of contract principle applies. Key contract types: sales agreements (satış sözleşmesi), service agreements (hizmet sözleşmesi), lease agreements (kira sözleşmesi), agency agreements (acentelik sözleşmesi). Contracts can be in any language but Turkish required for court proceedings. Notarization required for certain transactions. Statute of limitations: 10 years general, 5 years for commercial claims.

Turkish employment law (İş Kanunu No. 4857) provides strong worker protections. Employment contracts: indefinite (belirsiz süreli) or fixed-term (belirli süreli). Minimum wage updated semi-annually. Working hours: 45 hours/week maximum. Annual leave: 14-26 days based on seniority. Severance pay (kıdem tazminatı): 30 days salary per year of service. Notice pay (ihbar tazminatı) required. Social security (SGK) registration mandatory. Works councils for companies with 50+ employees.

Turkey provides comprehensive IP protection through TÜRKPATENT (Turkish Patent and Trademark Office). Trademark registration: 10-year protection, renewable. Patents: 20-year protection. Industrial designs: 5-year protection, renewable up to 25 years. Copyright: automatic protection, life of author + 70 years. Turkey is a member of WIPO, Paris Convention, and Madrid Protocol. Enforcement through specialized IP courts.

Commercial disputes are handled by Ticaret Mahkemesi (Commercial Courts). Mandatory mediation (arabuluculuk) required before filing commercial lawsuits. Istanbul Arbitration Centre (ISTAC) for domestic and international arbitration. Turkey is a party to the New York Convention. Alternative dispute resolution gaining popularity. Appeal to Regional Courts of Appeal (Bölge Adliye Mahkemesi) and Court of Cassation (Yargıtay).