ARTICLE
19 December 2025

Business Law In Turkey — 2026 Guide For Foreign Investors And Lawyers

P
Paldimoglu Law Firm

Contributor

Paldimoglu Law Firm is an independent Turkish law firm offering clients around the globe dispute resolution and consultancy services. Committed to excellence, we offer comprehensive legal solutions to protect your rights, resolve disputes, and achieve favorable outcomes. Our tailored strategies leverage a deep understanding of your needs for successful results.
Doing business in Turkey offers tremendous opportunities for foreign investors.
Turkey Corporate/Commercial Law
Paldimoglu Law Firm’s articles from Paldimoglu Law Firm are most popular:
  • within Corporate/Commercial Law topic(s)
  • in United States
  • with readers working within the Media & Information industries
Paldimoglu Law Firm are most popular:
  • within Corporate/Commercial Law, Immigration and Technology topic(s)

Doing business in Turkey offers tremendous opportunities for foreign investors. From choosing the proper company structure to drafting enforceable contracts, complying with regulations, and resolving commercial disputes, every stage of the investment cycle requires a clear understanding of business law in Turkey. The Turkish legal framework is comprehensive and highly regulated, meaning even a seemingly simple decision—such as appointing a director, hiring employees, or entering into a supplier contract—can have long-term legal and financial consequences. For many international entrepreneurs, the biggest challenge is not the business environment itself, but understanding how Turkish business laws operate in practice.

Because of this complexity, foreign companies frequently seek business law assistance in Turkey to ensure their operations remain compliant and protected. Whether you are forming a new entity, expanding an existing business, or handling a dispute, working with an experienced business lawyer in Turkey or an established international business law firm Turkey significantly reduces risk. Professional legal support helps investors avoid common pitfalls, accurately interpret the law, and protect their commercial interests from day one. This guide explains the fundamentals of Turkish business law, outlines common legal issues encountered by foreign investors, and highlights how qualified advisors can support you throughout your business journey.

Understanding Business Law in Turkey

Business activity in Turkey is shaped by a well-structured legal system that sets out clear rules for how companies are established, managed, and held accountable. Foreign investors often expect the legal environment to resemble their home jurisdiction, but Turkish business law has its own concepts, procedures, and mandatory provisions that must be respected in commercial transactions. Understanding these foundations is essential for protecting investments, preventing disputes, and ensuring that day-to-day operations comply with statutory requirements. At this stage, many companies rely on business law assistance in Turkey or seek guidance from a business lawyer in Turkey to ensure that their commercial decisions rest on a correct legal basis.

What Turkish Business Law Covers

Turkey's legal system provides a comprehensive framework for establishing and operating businesses, protecting investor rights, and regulating commercial activities. At its core, business law in Turkey is built upon the Turkish Commercial Code (TCC), the Turkish Code of Obligations, labor legislation, tax regulations, data protection rules, and several sector-specific statutes. These sources collectively govern how companies are incorporated, how shareholders and directors must act, how contracts are formed, and how disputes are resolved. For foreign investors, understanding this framework is essential for ensuring compliance and maintaining commercial stability.

Unlike many jurisdictions where business regulations are fragmented, Turkish business laws integrate corporate governance, commercial transactions, and contractual obligations into a harmonized system. This means that even cross-border transactions—such as joint ventures, distribution agreements, franchise arrangements, and technology transfers—must align with the mandatory provisions of Turkish law. At this stage, working with Turkish business law advisors becomes particularly valuable, as local interpretation, market practice, and statutory requirements often differ from foreign legal systems.

Key Legal Principles for Foreign Companies

Foreign investors benefit from a business-friendly environment where 100% foreign ownership is generally permitted, no local partner is required, and most commercial activities can be carried out through limited liability companies (LLCs) or joint stock companies (JSCs). However, the regulatory landscape remains technical, especially when it comes to licensing, employment regulations, tax obligations, and sector-specific compliance requirements. Misinterpreting these rules may lead to administrative penalties, invalid contracts, or long-term liabilities.

For this reason, many investors prefer to engage a business lawyer Turkey or a Turkey business lawyer company even before entering the market. Early legal scrutiny—such as verifying contract enforceability, assessing shareholder protections, or reviewing industry compliance rules—can prevent costly disputes down the road. Similarly, multinational groups operating in Turkey often rely on an international business law firm Turkey to align their operations with both Turkish legislation and international standards. This dual-layer understanding provides an essential foundation for investment security, corporate governance, and long-term operational success.

Setting Up and Operating a Business Under Turkish Law

Establishing a business in Turkey involves more than completing incorporation paperwork; it requires a clear understanding of the legal rules that shape how companies are formed, managed, and expected to operate. Each decision—from selecting the company type to drafting internal governance documents—has long-term legal and financial implications. Foreign investors who are unfamiliar with Turkish commercial practice often underestimate how these requirements affect day-to-day operations, shareholder relations, and regulatory compliance. For this reason, many businesses choose to work with a business lawyer in Turkey during their initial setup and throughout their commercial activities, ensuring that their decisions align with Turkish business law from the outset.

Choosing the Right Company Type

Foreign investors entering the Turkish market typically choose between a Limited Liability Company (LLC), a Joint Stock Company (JSC), a branch, or a liaison office. Each structure offers different advantages, but LLCs remain the most common option due to their flexible share structure, straightforward management system, and lower capital requirements. JSCs, on the other hand, are preferred for larger investments, projects that require public offerings, or operations where multiple shareholders will be involved. Branch offices allow a foreign company to conduct commercial activities directly in Turkey, while liaison offices are restricted to non-commercial operations such as research, market analysis, and regional coordination.

Related article: How to Register a Limited Liability Company (LLC) in Turkey

Selecting the correct structure from the beginning is essential, as it affects liabilities, tax obligations, governance, and future investment plans. This decision should not be made solely based on cost or simplicity. Many foreign investors consult a business lawyer Turkey to understand how each structure functions under Turkish law and to avoid later complications, especially in shareholder arrangements, profit distribution, and director responsibilities.

Related article: How to Register a Joint Stock Company in Turkey

Corporate Governance and Shareholder Rights

Once the company is incorporated, Turkish business law imposes clear rules on how it must be managed. LLCs operate through company managers, while JSCs are managed by a board of directors. These authorities have legal obligations concerning representation, decision-making, record-keeping, and acting in the best interests of the company. Failure to comply may result in personal liability, administrative penalties, or disputes among shareholders.

Shareholder rights, voting rules, and procedures for transferring shares are also regulated by the Turkish Commercial Code. In practice, many foreign investors assume that shareholder agreements are sufficient to govern their relationship, but these agreements must be consistent with Turkish mandatory rules to be enforceable. This is one of the most common points where foreign companies benefit from Turkish business law advisors, especially during restructuring, partner exits, or capital increases.

Essential Contracts in Turkish Business Law

Commercial relationships in Turkey rely heavily on written contracts. Whether you are entering into a distribution arrangement, franchise agreement, supplier contract, lease, or employment agreement, the content and structure of the contract must comply with Turkish law to be enforceable. Certain clauses commonly used in foreign jurisdictions—such as penalty clauses, limitation of liability provisions, and non-compete restrictions—are interpreted differently under Turkish legislation.

Well-drafted contracts reduce the possibility of disputes and ensure that, if a dispute arises, the company has strong legal grounds. For this reason, foreign companies often work with a business lawyer in Turkey when preparing or reviewing their commercial agreements, especially when the contract will govern long-term business activities or significant financial obligations.

Legal Risks & Common Disputes in Turkish Business Law

Commercial activity in Turkey can expose companies to various legal risks, especially when contracts, internal governance, or compliance obligations are not handled correctly. Disputes may arise from unpaid debts, breached agreements, shareholder disagreements, or issues stemming from unclear contractual terms. For foreign investors, the challenge often lies in understanding how Turkish courts interpret commercial relationships and what steps must be taken to preserve legal rights in the event of a conflict. Businesses that do not receive timely legal guidance may face financial losses, operational disruptions, or lengthy litigation processes. This is why many companies prefer to work with a business lawyer in Turkey or consult an international business law firm Turkey to reduce risks and respond effectively when problems occur.

Commercial Disputes and Litigation

Commercial disputes are among the most common legal issues faced by both local and foreign companies. They often arise from unpaid invoices, defective goods, delays in performance, or breaches of contract. In Turkey, commercial litigation follows strict procedural rules, and missing a deadline or presenting incomplete documentation can significantly affect the outcome of a case. Courts also require clear evidence of the parties' contractual obligations, which is why well-drafted agreements play a crucial role in avoiding disputes.

When a conflict escalates, companies typically initiate proceedings before the commercial courts or, when applicable, through arbitration. Although arbitration can offer a faster and more specialized forum, its enforceability and suitability must be evaluated carefully. For many foreign companies, guidance from a Turkey business lawyer company is essential not only in preparing for litigation but also in assessing whether early settlement or mediation may offer a more efficient resolution.

Corporate and Shareholder Disputes

Shareholder disagreements are another frequent source of conflict, particularly in businesses where roles and responsibilities were not clearly defined from the outset. Disputes may arise from management decisions, profit distribution, capital increases, transfer of shares, or allegations of misuse of authority by directors or managers. The Turkish Commercial Code contains detailed rules governing shareholder rights, minority protections, and remedies available when company managers exceed their authority or act against the company's interests.

Foreign investors often encounter difficulties when shareholder agreements drafted under foreign law conflict with mandatory Turkish legal provisions. In such situations, courts prioritize Turkish law, which can lead to unexpected outcomes for parties unfamiliar with the system. This is why foreign-owned companies frequently rely on Turkish business law advisors to prepare governance documents that comply with domestic rules and to act quickly when disputes arise between partners.

Debt Collection and Enforcement for Foreign Businesses

Unpaid debts and enforcement proceedings represent a significant portion of commercial disputes in Turkey. The Turkish enforcement system allows creditors to initiate proceedings without first obtaining a court judgment, which can be an advantage for companies seeking rapid recovery. However, the system has its own procedural requirements, including deadlines for objections, rules regarding asset seizures, and formalities for foreign documents.

For foreign companies, difficulties often arise from improperly prepared invoices, missing delivery documentation, or contracts not drafted according to Turkish law. When these issues appear, debt recovery may become far more complicated than expected. Working with a business lawyer Turkey is particularly valuable during the enforcement stage, as legal counsel can determine the correct procedure, secure preventive measures, and ensure that the creditor's rights are protected throughout the process.

Foreign companies seeking to recover debts in Turkey often rely on foreign court judgments obtained in their home jurisdictions. However, these judgments cannot be enforced directly; they must first go through the recognition and enforcement process under Turkish law. This is a technical procedure governed by the Private International and Procedural Law, and any mistake in documentation or translation may lead to delays or rejection. For investors facing this situation, understanding how foreign court decisions become enforceable in Turkey is essential. More detailed guidance on this process is available in our article on the recognition and enforcement of foreign court judgments in Turkey, which explains each step and the requirements that must be met before enforcement proceedings can begin.

A significant number of international commercial disputes are resolved through arbitration, and foreign arbitral awards are enforceable in Turkey, provided that they meet the conditions set out in the New York Convention and Turkish procedural law. Companies that already hold a favorable arbitral award but have a debtor or assets located in Turkey must obtain a Turkish enforcement decision before proceeding with asset seizure. This process involves strict formal rules, including certified translations, proof of finality, and proper submission of arbitration documents. Businesses seeking to enforce an arbitral award can review our dedicated guide on the enforcement of foreign arbitral awards in Turkey, which outlines the procedural steps and legal standards applied by Turkish courts.

Related article:Debt Collection in Turkey

How a Business Lawyer in Turkey Supports Foreign Investors

Foreign investors entering the Turkish market often underestimate how legal details influence day-to-day business operations. From contract drafting to regulatory filings and dispute prevention, companies are expected to comply with rules that may differ substantially from practices in their home countries. A business lawyer in Turkey plays a critical role in helping international clients understand their legal obligations, anticipate risks, and make decisions that preserve long-term commercial stability. Many investors also choose to work with an international business law firm Turkey to align their local operations with global corporate standards, ensuring that both Turkish requirements and international expectations are met.

Ongoing Legal Support for Companies

Once a company begins operating in Turkey, ongoing legal assistance becomes essential. Businesses must manage employment relationships, handle supplier and customer contracts, adapt to tax updates, prepare board or shareholder resolutions, and respond to regulatory inquiries. Even a minor oversight—such as an improperly worded clause in a service contract or a late submission to the trade registry—can create legal and financial consequences.

A business lawyer Turkey assists companies in reviewing contracts, updating internal documents, addressing compliance issues, and providing timely advice before problems escalate. Foreign investors particularly benefit from this continuity, as it helps them manage the legal aspects of their operations without having to learn the details of Turkish business law firsthand.

Related article: Guide to finding the best lawyer in Turkey

Representation Before Courts and Authorities

When a legal problem arises, the ability to act quickly and correctly is crucial. A company may need to file a lawsuit, respond to a claim, challenge an administrative penalty, or resolve a disagreement between shareholders. In such cases, foreign businesses rely on a Turkey business lawyer company that can represent them before courts, enforcement offices, tax authorities, labor inspectors, or the trade registry.

Representation is not limited to litigation. Many businesses require assistance during official audits, regulatory inspections, or contractual negotiations. Having legal counsel involved at an early stage often prevents issues from developing into disputes and ensures that the company's position is clearly established in all official processes.

Related article: Obligation to hire a lawyer in Turkey

Long-Term Legal Guidance and Risk Prevention

Foreign investors value predictability, especially in a market where business decisions depend on how legal rules are interpreted and applied. A company that receives consistent legal guidance is better positioned to prevent disputes, maintain proper governance, and operate within the boundaries of Turkish law. Ongoing support also allows businesses to plan ahead—whether for expansions, restructuring, changes in shareholding, or entry into new sectors that require additional licenses.

Many companies therefore work with Turkish business law advisors on a long-term basis. This ensures that their operations remain compliant, their contracts are updated in line with legal developments, and their internal procedures reflect best commercial practices. For foreign-owned businesses, this approach offers peace of mind: legal issues are addressed early, risks are managed effectively, and decisions are based on accurate, jurisdiction-specific advice.

Practical Tips for Foreign Investors Doing Business in Turkey

Foreign investors entering the Turkish market can avoid most legal and operational problems by taking a structured and informed approach from the outset. Understanding how contracts work under Turkish law, knowing when licenses are required, and preparing for regulatory oversight all help businesses build a stable foundation. Although the business environment is dynamic and often straightforward for well-prepared companies, unfamiliarity with local procedures may lead to avoidable delays or disputes. Many foreign-owned businesses rely on a business lawyer in Turkey for guidance in these early stages, ensuring that their commercial decisions rest on clear legal grounds.

Before Entering the Market

Investors benefit significantly from conducting a comprehensive assessment before establishing a legal presence in Turkey. A preliminary legal review helps identify whether the chosen company structure is appropriate, which licenses are necessary, and whether any planned activities fall under restricted or regulated sectors. Reviewing contracts drafted abroad is also important, as many clauses commonly used in international agreements may not be enforceable under Turkish law.

Carrying out this preparation with input from Turkish business law advisors allows investors to approach incorporation and market entry with clarity. Businesses that skip these steps often encounter obstacles later, such as delayed licensing, rejected registry applications, or unexpected tax liabilities.

During Operations

Once the business is running, maintaining accurate documentation and updating contracts regularly becomes essential. Commercial relationships evolve, and legal requirements change over time. Standard contract templates may need revisions to reflect new legislation, and companies must ensure compliance with employment laws, data protection obligations, and sectoral regulations. A well-organized internal structure—supported by clear job descriptions, properly drafted employment agreements, and timely corporate resolutions—significantly reduces the likelihood of disputes.

At this stage, companies often benefit from ongoing legal support provided by a business lawyer Turkey who can review agreements, monitor compliance issues, and provide practical advice on everyday legal matters. Addressing issues early helps prevent them from turning into costly conflicts.

When a Legal Issue Arises

No matter how well a business is managed, disagreements or unexpected legal challenges may still occur. A supplier may breach a contract, a customer may fail to make payment, a shareholder may object to a management decision, or an authority may issue a notice requiring a response. Acting quickly and correctly is essential to preserve legal rights.

Foreign companies that face legal issues in Turkey typically seek support from a Turkish business lawyer or company to determine the most effective route—whether through negotiation, mediation, litigation, or enforcement proceedings. In many cases, early legal intervention helps resolve disagreements efficiently and minimizes business disruption. Understanding Turkish procedural rules, evidence requirements, and court expectations is vital for achieving a successful outcome.

How Our Law Firm Assists Companies in Turkey

Foreign companies operating in Turkey often need consistent and reliable legal support to protect their commercial interests. The legal landscape can be technical, and unfamiliar procedures may create uncertainty—especially for investors who manage operations from abroad. Our law firm assists international clients by providing clear guidance, preparing enforceable documents, and ensuring that their business activities comply with Turkish law. Clients value that they can receive support in English, obtain prompt answers to their questions, and rely on a team familiar with both international business expectations and domestic legal requirements.

Advisory Services

We provide ongoing legal consultation to help companies manage their daily operations with confidence. This includes reviewing commercial contracts, advising on employment matters, preparing corporate resolutions, and addressing compliance issues before they grow into disputes.Foreign investors frequently seek our guidance on matters such as company formation, share transfers, director responsibilities, contract review, legal opinions, and sector-specific licensing requirements. By receiving advice on time, companies avoid unnecessary risks and maintain the stability they need for long-term growth.

Litigation and Dispute Resolution

When disagreements arise—whether through unpaid debts, contract breaches, shareholder conflicts, or administrative penalties—our firm represents clients before Turkish courts, enforcement offices, and regulatory authorities. We prepare the required documentation, develop a clear legal strategy, and guide clients through each step of the process. For international clients, the ability to work with counsel who understands both their commercial expectations and the procedural requirements of Turkish courts is particularly valuable. In many cases, early legal intervention helps protect rights and facilitates faster, more efficient resolutions.

Long-Term Legal Support Packages

Many international businesses prefer to establish an ongoing relationship with a firm that can support them throughout their operations. We offer long-term legal assistance packages that cover routine contract reviews, compliance monitoring, internal governance updates, and support during official audits or inspections. This continuous approach allows companies to operate securely, reduce legal risks, and focus on their commercial goals while knowing that their legal matters are under control. For foreign investors who manage operations remotely, consistent communication and reliable coordination provide a meaningful advantage.

Frequently Asked Questions

What is the business law in Turkey?

Business law in Turkey is a comprehensive framework that governs how companies are established, managed, and operated. It regulates commercial contracts, corporate governance, employment relations, licensing requirements, dispute resolution, and the rights and responsibilities of both local and foreign businesses. Compliance with these rules is essential for protecting commercial interests and ensuring stable business operations.

What is the corporate law in Turkey?

Corporate law in Turkey primarily derives from the Turkish Commercial Code and sets out the rules for forming and managing companies, including LLCs and JSCs. It covers shareholder rights, director responsibilities, capital requirements, internal governance, share transfers, and corporate decision-making processes. Foreign investors must ensure that their company documents and structures align with these mandatory provisions.

Do foreign investors need a business lawyer in Turkey?

Yes. The legal procedures, documentation standards, and commercial practices in Turkey differ from many other jurisdictions. Working with a business lawyer in Turkey helps ensure that contracts, corporate decisions, and compliance steps are legally valid and enforceable.

Can a foreign company operate in Turkey without a local partner?

Yes, 100% foreign ownership is allowed in most sectors. Investors may establish an LLC, JSC, branch, or liaison office without a Turkish shareholder. However, some industries require special permits, and legal procedures must be followed carefully.

How are commercial disputes handled in Turkey?

Disputes may be resolved through mediation, litigation before Turkish commercial courts, or arbitration—depending on the agreement between the parties. Clear documentation and timely filings play a decisive role in the outcome.

Are foreign court judgments or arbitral awards enforceable in Turkey?

Yes. Before they can be enforced, they must go through a recognition and enforcement procedure in Turkey. This requires certified documents, proper translations, and adherence to procedural rules. Detailed explanations can be found in our articles on enforcement of foreign court judgments and arbitral awards.

Conclusion

Doing business in Turkey offers strong opportunities for investors who understand the legal landscape and manage their operations in line with Turkish commercial rules. The framework governing contracts, corporate structures, employment, licensing, and dispute resolution is detailed, and decisions made during the early stages of investment often determine long-term stability. Foreign companies that receive proper legal guidance are better positioned to avoid disputes, comply with regulatory requirements, and maintain healthy commercial relationships. Most importantly, they can focus on developing their business while knowing that their legal affairs are handled correctly.

For international investors, working with a business lawyer in Turkey or cooperating with an international business law firm Turkey provides clarity and reassurance throughout the investment cycle. From incorporation to everyday operations and dispute management, professional legal support helps reduce risks and ensures that commercial decisions are based on accurate information. If you are planning to establish a business, expand your current operations, or address a legal challenge in Turkey, obtaining reliable legal assistance can make a meaningful difference in the outcome.

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.

[View Source]
See More Popular Content From

Mondaq uses cookies on this website. By using our website you agree to our use of cookies as set out in our Privacy Policy.

Learn More