Turkey has published secondary legislation, outlining further
details for a recent law which significantly loosened stamp tax
obligations and notary fees for a range of documents (more). Notable new exemptions include
stamp tax no longer being applied to documents regarding share
transfers in joint stock or limited liability companies.
Furthermore, copies of papers subject to proportional stamp tax are
no longer subject to stamp tax.
The General Communique on Stamp Tax Law (Serial No. 60)
("Communique") was published in Official
Gazette number 29842 on 29 September 2016. The Communique
introduces further details for the Law Amending Certain Laws for
the Purpose of Improvement of the Investment Environment, Law No:
6728, published in Official Gazette number 29796 on 9 August
Significant changes introduced by the Law and Communique
Stamp tax will not apply to share
transfer documents for joint stock companies, limited liability
companies or mutual funds.
If stamp tax which is collected over
the maximum amount has already been paid for a contract and changes
are made to a contract's price, stamp tax will not apply again
for the increased amount. However, stamp tax must be paid again if
changes relate to the contract's articles about the job.
Copies of papers subject to
proportional stamp tax are no longer subject to stamp tax.
If a contract includes more than one
guarantee and guarantee commitment, proportional stamp tax will
apply only once per contract and per guarantee and guarantee
commitment, regardless of the number of ordinary guarantees and
guarantee commitments within the document.
In certain circumstances, parties can
request stamp tax be refunded if a public tender is completely or
partially cancelled. However, stamp tax will not be refunded if the
tender contract was concluded, even if the work subject to tender
is cancelled after executing the contract.
Stamp tax will not apply to guarantee
or warranty annotations in rental agreements which are exempt from
the stamp tax.
Stamp tax will not apply to one-off
payment contracts between payment service providers and payment
service users, made under the Law on Payment Services and
Electronic Currency Institutions.
Stamp tax will not apply to financial
lease contracts and documents related to assignment or amendment of
these contracts. It will also no longer apply to supply contracts
on financial leases concluded between suppliers and lessees, nor to
documents including their guarantee.
Stamp tax will not apply for any
undertaking related to an agreement by way of sanction, such as
"down payment, forfeit penalty, deduction from wage,
contractual penalty clause", unless it is the subject of a
Please see this link for full text of the Communique
(only available in Turkish).
Information first published in the MA | Gazette, a fortnightly legal
update newsletter produced by Moroğlu Arseven.
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
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An assignment of rights under a contract is normally restricted to the benefit of the contract. Where a party wishes to transfer both the benefit and burden of the contract this generally needs to be done by way of a novation.
Determining the limits of the capacity to have rights and
obligations of a joint-stock or limited liability company
("Company") is very crucial since it directly affects the
validity of a transaction that a Company performs
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