Holding Company Setup

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Holding Company Setup in Turkey

We will briefly explain the holding company setup briefly. Setting up a holding company in Turkey involves several steps and considerations. Here’s an overview of the process:

Choose a Legal Structure

Determine the legal structure for your holding company. Common options in Turkey include joint stock company (A.Ş.) and limited liability company (Ltd. Şti.). However, the Trade Ministry only lets holding companies to be set up in the type of joint stock company.  Consider factors such as liability protection, tax implications, and regulatory requirements.

Company Name Reservation

Choose a unique name for your holding company and check its availability with the Turkish Trade Registry Gazette. The name should not be identical or similar to existing company names and must comply with Turkish naming regulations.

Draft Articles of Association

Prepare the Articles of Association (Ana Sözleşme) for your holding company. This document outlines the company’s structure, purpose, shareholders’ rights and responsibilities, management, and other essential details. The Articles of Association must be notarized.

Minimum Capital Requirement

Determine the minimum capital requirement for your holding company. The minimum capital required may vary depending on the chosen legal structure and other factors. Ensure that the required capital is deposited into a corporate bank account.

Notarize Documents

Notarize the Articles of Association and other required documents at a notary public in Turkey.

Trade Registry Registration

Submit the necessary documents, including the notarized Articles of Association, capital deposit certificate, and bank statement, to the Trade Registry Office (Ticaret Sicil Müdürlüğü) in the city where your company will be located. Apply for registration and pay the registration fee.

Obtain Tax Identification Number

Apply for a tax identification number for your holding company from the tax office (Vergi Dairesi).

Compliance with Legal Requirements

Ensure compliance with all legal and regulatory requirements for operating a holding company in Turkey, including tax obligations, accounting standards, and reporting requirements.

Corporate Governance

Establish effective corporate governance practices for your holding company, including the appointment of a board of directors and the adoption of internal control mechanisms to oversee subsidiary companies and investments.

Subsidiary Company Setup

If your holding company intends to own or invest in subsidiary companies, consider the process of setting up these entities separately. Each subsidiary may have its own legal and regulatory requirements for establishment and operation.

Seek Professional Assistance

Consider hiring legal advisors, accountants, or consulting firms experienced in company formation and corporate law to guide you through the process and ensure compliance with Turkish laws and regulations.

Holding company setup in Turkey requires careful planning, adherence to legal requirements, and attention to corporate governance principles. By following the steps outlined above and seeking professional assistance as needed, you can establish a holding company that meets your strategic objectives and operates successfully in the Turkish market.

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