Introduction: Can a Foreign Investor Bring Money From Abroad to Establish a Company in Turkey?
Yes.
A foreign individual or foreign company may transfer funds from abroad to establish, capitalise or finance a Turkish company.
Turkey’s foreign direct investment regime is based on the principles of freedom to invest and equal treatment. Unless a special law or international agreement provides otherwise, foreign investors are free to make direct investments in Turkey and are treated on the same basis as domestic investors.
However, the most important legal question is not simply:
“Can I send EUR 500,000, USD 1 million or another amount to Turkey?”
The more important question is:
“What is the legal character of the money when it reaches the Turkish company?”
The same EUR 1 million transfer can produce completely different legal and tax consequences depending on whether it is recorded as:
share capital, a capital increase, a shareholder loan, convertible debt, payment for goods or services, or another corporate receivable.
This distinction affects:
- whether the money can later be repaid to the shareholder;
- whether corporate approvals are required;
- whether interest can be charged;
- whether withholding tax arises;
- whether Turkish foreign-exchange borrowing rules apply;
- whether thin-capitalisation rules apply;
- whether E-TUYS reporting is required;
- whether the company may qualify for a cash-capital tax deduction;
- and how the funds can eventually be transferred back abroad.
A foreign investor should therefore determine the financing structure before making the bank transfer.
The bank transfer description should then be consistent with:
the shareholders’ resolution, articles of association, capital-increase resolution, loan agreement, accounting treatment and E-TUYS filings.
Sending the money first and deciding months later whether it was “capital” or “a loan” can create unnecessary legal, banking and tax problems.
This guide explains the principal ways foreign investors can bring money into Turkey to establish or finance a Turkish company in 2026.
The First Decision: Equity or Debt?
The two most common methods of financing a foreign-owned Turkish company are:
| Method | Legal Position |
|---|---|
| Capital contribution | Foreign investor receives or maintains equity in the Turkish company |
| Shareholder loan | Turkish company owes money to the foreign shareholder |
| Convertible financing | Debt is intended to convert into shares under agreed conditions |
| Commercial payment | Payment relates to goods, services, licence, management or another commercial transaction |
The distinction matters enormously.
A genuine capital contribution becomes part of the company’s equity.
A shareholder loan remains debt that can potentially be repaid.
A commercial payment may be taxable revenue and can trigger VAT, withholding or other tax consequences.
Foreign investors should therefore avoid treating all money entering the Turkish company as interchangeable.
Bringing Money to Turkey as Share Capital
For many investors establishing a long-term Turkish business, equity financing is the simplest structure.
The foreign shareholder subscribes to the capital of the Turkish company and sends the required amount from abroad.
The money becomes part of the company’s equity.
The shareholder does not have an ordinary creditor’s right to demand repayment whenever it wishes.
Instead, economic recovery generally comes through:
- dividends;
- share sale;
- capital reduction where legally permitted;
- liquidation;
- or another lawful corporate transaction.
Turkey’s Foreign Direct Investment Law expressly protects the ability of foreign investors to transfer abroad net profits, dividends and proceeds from the sale or liquidation of all or part of an investment through banks or financial institutions.
Accordingly, equity financing does not mean that the investor’s money must remain permanently trapped in Turkey.
But withdrawing equity is legally different from repaying a loan.
How Much Capital Is Required to Establish a Turkish Company in 2026?
For an ordinary Turkish joint stock company — Anonim Şirket (A.Ş.) — the current minimum capital is:
TRY 250,000.
For a limited liability company — Limited Şirket (Ltd. Şti.) — the current minimum is:
TRY 50,000.
A non-public A.Ş. operating under the registered-capital system requires at least TRY 500,000 initial capital.
These are only statutory minimums.
A foreign investor does not have to establish a TRY 50,000 Ltd. Şti. merely because that is legally possible.
If the Turkish operation requires EUR 2 million in working capital, the company should be financed according to its actual business needs.
Capital structure may also affect work-permit planning, banking credibility, tender qualifications and financing capacity.
When Must A.Ş. Capital Be Paid?
For an A.Ş., at least 25% of the subscribed cash capital must generally be paid before the company is registered.
The remaining 75% can be paid within 24 months following registration.
The investor may also pay the entire capital before registration if desired.
This is important for a foreign founder because part of the money may need to reach the relevant Turkish bank structure before the company formally exists as a registered legal entity.
Official establishment guidance also explains that a potential tax identification number is needed for foreign shareholders and relevant foreign directors and that this number is required for opening the bank account into which company capital will be deposited.
The company-formation process and international transfer process should therefore be coordinated.
Does an Ltd. Şti. Require 25% Capital Before Incorporation?
No.
The pre-registration 25% payment requirement applicable to an A.Ş. does not apply in the same way to an Ltd. Şti.
The subscribed cash capital of a limited company may generally be paid within 24 months following registration.
Example
A foreign investor establishes:
Turkey Technology Ltd. Şti.
Capital:
TRY 5,000,000
The company can be registered without first depositing 25% under the A.Ş. establishment rule, and the subscribed capital can be paid according to the applicable corporate timetable within the statutory period.
This does not mean the investor should leave the company without working capital.
It simply means Turkish company law does not require the same pre-registration payment.
Is Money Sent as Share Capital Taxable Income for the Turkish Company?
A genuine capital contribution should be distinguished from company revenue.
Corporate profit is generally determined through the company’s economic increase in equity while taking account of amounts introduced into the business during the period. GİB’s corporate tax guidance explains that, under balance-sheet profit determination, values added to the business during the period are deducted in calculating commercial profit.
Accordingly, a genuine shareholder capital contribution is not treated in the same way as sales revenue merely because money arrives in the Turkish company’s bank account.
Example
Foreign Parent contributes:
EUR 1 million as registered capital.
This is fundamentally different from:
EUR 1 million paid to the Turkish company for consulting services.
The second transaction can constitute operating revenue.
The first is an equity contribution.
This is another reason the payment documentation and bank-transfer description should correctly identify the legal purpose of the funds.
A Major Tax Advantage: Cash Capital Brought From Abroad
Foreign investors should pay particular attention to Turkey’s cash capital increase deduction.
Under the Corporate Tax Law, qualifying capital companies can claim a deduction calculated by reference to cash capital increases or cash-paid capital of newly established companies.
The ordinary statutory calculation uses 50% of the relevant amount within the applicable formula.
Importantly, where the cash used for the capital increase is brought from abroad, the relevant percentage is increased to 75%, subject to statutory requirements and exclusions.
The current framework provides that the deduction is available for the tax period in which the capital increase or incorporation is registered and the following four tax periods, subject to the detailed rules.
Why This Matters
Consider a foreign investor deciding between:
EUR 2 million of equity
and
EUR 2 million shareholder loan.
The tax effects are different.
A qualifying cash equity contribution brought from abroad may generate a corporate tax deduction under the cash-capital rules.
A shareholder loan instead creates interest, withholding, thin-capitalisation and financing-expense issues.
The optimal structure therefore should be tax-modelled rather than chosen solely on the basis of which transfer is easiest to make.
There Are Important Limits to the Cash Capital Deduction
The deduction does not apply indiscriminately to every amount booked as capital.
For example, the Corporate Tax Law excludes various internally or debt-funded forms of capitalisation from the qualifying calculation.
The law specifically provides that capital increases financed through borrowing from shareholders or related persons under the relevant related-party debt rules are not taken into account for this deduction.
In practical terms:
You generally cannot borrow money from the shareholder, immediately label the borrowed funds as capital and assume that the foreign cash-capital incentive automatically applies.
The source and legal nature of the financing matter.
E-TUYS Reporting for Foreign Capital
Foreign-invested companies in Turkey are subject to foreign investment information reporting through E-TUYS — the Electronic Incentive Application and Foreign Investment Information System.
Official guidance identifies three core foreign investment data categories:
FDI Activity Information, FDI Capital Data and FDI Share Transfer Data.
The Ministry of Industry and Technology confirms that foreign-invested companies’ required foreign capital notifications are conducted through E-TUYS.
Foreign-owned companies also provide annual foreign investment activity information through the system; current guidance states that the annual information relating to the previous calendar year must be entered by the end of May.
Accordingly, bringing foreign capital into a Turkish company is not only a bank transaction.
It should also be reflected correctly in the company’s:
accounting + corporate records + MERSIS/Trade Registry position where applicable + E-TUYS records.
Bringing Money as a Shareholder Loan
Equity is not always the optimal form of funding.
A foreign parent may want the Turkish subsidiary eventually to repay part of the financing without reducing registered share capital.
In that case, a shareholder loan can be considered.
Example
Foreign Parent:
EUR 1 million equity
plus
EUR 4 million shareholder loan.
The Turkish company receives EUR 5 million in total financing, but legally:
EUR 1 million represents shareholder equity.
EUR 4 million represents debt owed by the Turkish company.
The loan can include:
- principal;
- maturity;
- interest;
- repayment schedule;
- security;
- default provisions;
- and potentially subordination.
But cross-border shareholder loans involve considerably more tax and foreign-exchange regulation than ordinary equity contributions.
Do Not Send a “Loan” Without a Loan Agreement
Banks examine incoming international transfers.
TCMB’s Capital Movements Circular specifically regulates foreign loans and requires banks to assess the legal character of incoming funds.
Current published TCMB guidance provides that where an incoming amount is identified as a loan, the bank may request documentation concerning matters such as:
- maturity;
- interest;
- and the underlying credit agreement.
Accordingly, an international transfer stating only:
“money from shareholder”
is poor documentation.
A better structure is:
executed shareholder loan agreement + shareholder/company approvals + clear SWIFT description + matching accounting entry.
Documentation becomes especially important when the loan is eventually repaid abroad.
Foreign Currency Loans Are Subject to Turkish FX Rules
A Turkish resident company cannot necessarily assume that it may borrow unlimited foreign currency from any foreign shareholder under any terms.
Foreign currency borrowing is regulated under Turkey’s foreign-exchange regime and TCMB’s Capital Movements Circular.
The current Circular requires banks to check whether foreign borrowing satisfies the applicable foreign-currency credit rules. Where amounts originally transferred for capital purposes are later treated as loans, the intermediary bank must also conduct the relevant compliance review.
Therefore:
A shareholder loan must be checked under Turkish FX-credit rules before the foreign shareholder wires the funds.
This is particularly important for companies without foreign-currency income, newly incorporated startups and unusual financing structures.
What Happens if Money Sent for Capital Is Never Added to Capital?
This is a surprisingly important issue.
An investor may transfer EUR 500,000 with the intention:
“This will become capital later.”
But the company then fails to complete the relevant capital process.
The current TCMB Capital Movements Circular addresses circumstances where money brought in for capital purposes is not documented as having been added to capital within the applicable process.
Depending on the circumstances and applicable eligibility conditions, the funds may be treated as a foreign loan, added to the company’s credit balance and reported accordingly; where the necessary credit conditions are not satisfied, repayment abroad can become relevant. The Circular also recognises that documentation between the foreign shareholder and Turkish company, including an agreement or written shareholder/company instruction, may serve as the credit documentation in relevant cases.
This is why the investor should not send money with the vague intention:
“We’ll decide later whether it’s equity or debt.”
The legal character should be defined before transfer.
Taxation of Interest Paid to a Foreign Shareholder
Unlike equity capital, a shareholder loan may carry interest.
That creates Turkish tax consequences.
GİB guidance confirms that interest paid by a Turkish company on financing obtained from a foreign related shareholder must satisfy the arm’s-length principle.
For an ordinary foreign shareholder that is not a qualifying foreign bank or similar lending institution, the published domestic-law withholding framework generally applies a 10% withholding tax to the interest payment, subject to the relevant double taxation treaty and the exact characteristics of the lender and financing. Certain qualifying foreign banks and authorised institutions can fall under a 0% domestic withholding category.
Example
Foreign Parent lends:
EUR 2 million
Interest:
6% per year.
The Turkish company cannot simply pay EUR 120,000 abroad annually and assume the transaction has no Turkish tax implications.
Counsel and tax advisers should analyse:
- arm’s-length rate;
- Turkish withholding;
- applicable tax treaty;
- deductibility;
- thin capitalisation;
- financing expense restriction;
- and foreign-exchange rules.
Transfer Pricing Applies to Shareholder Loans
A foreign shareholder and its Turkish subsidiary are related parties.
Interest on the shareholder loan must therefore be commercially defensible.
If an independent lender would charge 6%, but the shareholder charges 25%, the Turkish tax administration may question whether the excess interest is really a disguised transfer of company profit.
GİB expressly states that interest on financing from a foreign related party must comply with the arm’s-length principle under transfer pricing rules.
Foreign groups should therefore maintain evidence supporting:
- interest rate;
- maturity;
- currency;
- security;
- borrower risk;
- market conditions;
- and other loan terms.
A professionally documented intercompany loan should resemble a financing transaction that commercially rational independent parties might enter.
Turkey’s Thin-Capitalisation Rule: The Three-Times-Equity Test
One of the most important tax risks associated with foreign shareholder loans is thin capitalisation — örtülü sermaye.
Under Article 12 of the Corporate Tax Law, debt obtained directly or indirectly from shareholders or shareholder-related parties and used in the business is treated as thin capital to the extent that qualifying related-party debt exceeds three times the company’s equity during the relevant accounting period.
Example
Opening equity:
TRY 10 million.
Related shareholder loans:
TRY 50 million equivalent.
Three-times-equity threshold:
TRY 30 million.
Subject to the detailed rules, the excess:
TRY 20 million
may enter the thin-capitalisation analysis.
For foreign-currency debt, the current GİB guidance contains specific exchange-rate principles for performing the calculation.
Why Thin Capitalisation Matters
The consequences are not merely accounting terminology.
Interest, exchange-rate losses and similar costs relating to thin capital can become non-deductible for Turkish corporate tax purposes under the applicable rules.
Furthermore, interest and similar payments on the thin-capital portion — excluding exchange differences for the relevant recharacterisation rule — can be treated as distributed dividends for Turkish tax purposes at the end of the relevant period.
In other words, excessive shareholder debt can lose the tax characteristics that initially made debt financing attractive.
This is why foreign investors should model the equity/debt ratio before funding the Turkish subsidiary.
Financing Expense Limitation Can Also Apply
Thin capitalisation is not the only deduction restriction.
Turkey also has a broader financing-expense limitation.
For corporate taxpayers subject to the rule whose foreign liabilities exceed equity, 10% of qualifying financing expenses attributable to the excess portion can be treated as non-deductible, subject to the statutory framework and exclusions. This may include interest, commissions, maturity differences, profit-share amounts and foreign-exchange losses, except qualifying amounts added to investment cost.
Accordingly, even shareholder debt that does not cross the thin-capitalisation threshold can still interact with broader financing-expense rules.
Equity versus debt should therefore be assessed on an after-tax basis.
KKDF Can Make Short-Term Foreign-Currency Loans More Expensive
Foreign borrowing can also involve the Resource Utilisation Support Fund — Kaynak Kullanımını Destekleme Fonu (KKDF).
The published rules for foreign-currency and gold loans obtained from abroad by Turkish residents other than banks and financing companies apply KKDF according to average maturity.
The published framework provides:
- up to one year: 3%;
- one to two years: 1%;
- two to three years: 0.5%;
- three years or more: 0%.
This creates an obvious commercial implication.
A short-term foreign shareholder loan may have a materially different total cost from long-term shareholder financing.
Before signing the loan agreement, the parties should therefore calculate:
interest + withholding tax + KKDF + FX risk + deductibility.
Convertible Debt for Startups and Venture Capital Investments
Foreign investors financing Turkish startups may also consider convertible financing.
TCMB’s current Capital Movements Circular contains a specific mechanism for certain foreign-currency convertible debt arrangements involving, among others, qualifying foreign venture capital funds, specified foreign collective investment organisations and licensed foreign angel investors.
Under that framework, relief from certain ordinary foreign-currency loan eligibility tests can apply where contractual conditions are satisfied, including provisions requiring conversion into capital within a maximum of 12 months, requiring the entire transferred amount to be capitalised and preventing the financing from continuing indefinitely as ordinary debt except in the specified circumstances.
This can be particularly useful for startups where the investor and founders do not want to determine the company’s final valuation immediately.
Example
Foreign venture fund transfers:
USD 1 million.
Instead of subscribing for shares immediately, the parties use a qualifying convertible financing arrangement.
The financing converts into equity during the agreed funding round within the regulatory framework.
This area is highly technical.
Standard US SAFE or convertible-note templates should not simply be copied into a Turkish investment without checking Turkish corporate, FX and tax rules.
Bank Compliance and Source-of-Funds Questions
A lawful foreign investment is not prohibited merely because the amount is large.
However, Turkish banks are subject to anti-money-laundering and customer-identification requirements.
The Turkish AML framework requires regulated institutions to apply customer-identification and risk-based compliance measures.
For a substantial foreign investment, the bank may therefore request documentation showing:
- identity of the investor;
- ultimate beneficial ownership;
- source of funds;
- foreign company documents;
- investment agreement;
- articles of association;
- capital resolution;
- loan agreement;
- or explanation of the payment.
This does not mean the transfer is problematic.
It means the financing should be properly documented.
A foreign investor planning to wire several million euros should ideally coordinate with the Turkish recipient bank before sending the funds.
Should the Transfer Be Sent From the Shareholder’s Own Bank Account?
As a practical compliance principle, the cleanest structure is usually for the capital or shareholder loan to come from the person or entity that is legally providing the funding.
For example:
German Parent GmbH → Turkish Subsidiary A.Ş.
is easier to document than:
unrelated third party → founder’s personal account → Turkish company.
Using multiple intermediary personal accounts may create:
- accounting uncertainty;
- AML questions;
- tax questions;
- difficulty proving capital source;
- and future repayment problems.
Where a third party legitimately finances the transaction, the underlying contractual chain should be documented.
Do Not Use the Wrong SWIFT Description
The description attached to the transfer can become important evidence.
If the money is capital, the description should be consistent with a capital contribution.
If it is a shareholder loan, the description should identify the loan appropriately.
If it is payment for services, it should not be called capital.
Banks examine transfer information when determining whether incoming international funds represent foreign borrowing. TCMB guidance specifically requires banks to examine the nature of transfers and obtain additional borrower documentation where a transaction is identified as credit.
A vague description such as:
“company money”
can create unnecessary administrative difficulty.
Capital Contribution vs Shareholder Loan: Which Is Better?
There is no universal answer.
The correct structure depends on the investment.
| Issue | Equity Capital | Shareholder Loan |
|---|---|---|
| Repayment | Requires corporate-law route or investment exit | Can be repaid according to loan terms |
| Interest | No | Possible |
| Withholding on interest | No | Potentially |
| Thin-cap rules | No loan exposure | Yes |
| Transfer pricing on interest | No | Yes |
| KKDF | Not a loan | Can apply |
| Cash-capital tax deduction | Potentially | No |
| Balance-sheet strength | Stronger equity | Higher debt |
| Investor priority | Shareholder position | Creditor position subject to terms/law |
| FX credit rules | Capital regime | Foreign-loan regime may apply |
Many professional investments therefore use a combination rather than choosing only one.
For example:
EUR 2 million equity + EUR 3 million shareholder loan.
This gives the Turkish company adequate equity while preserving some debt repayment flexibility.
Practical Example: Foreign Founder Establishes an Ltd. Şti.
Assume a British entrepreneur wants to establish a Turkish software company and transfer EUR 300,000.
Rather than simply sending the EUR 300,000 to Turkey, the founder should first determine the financing structure.
One possible approach might be:
EUR 150,000 equivalent registered equity
and
EUR 150,000 shareholder financing, if the foreign-loan rules and tax model support the loan.
The equity component strengthens the company’s balance sheet and may qualify for relevant cash-capital tax treatment if the statutory requirements are met.
The shareholder-loan component can potentially be repaid without a formal capital reduction.
But the shareholder loan requires:
loan documentation, FX compliance, transfer-pricing analysis and tax review.
The split should therefore be determined based on the company’s expected cash flow rather than arbitrary percentages.
Practical Example: Foreign Corporate Group Invests EUR 5 Million
Assume a German manufacturing group establishes a wholly owned Turkish A.Ş.
Required financing:
EUR 5 million.
The group could consider:
EUR 3 million capital + EUR 2 million long-term shareholder loan.
The equity improves capital strength.
The cash brought from abroad may potentially contribute to the enhanced cash-capital deduction calculation where the statutory requirements are satisfied.
The EUR 2 million shareholder loan would then be documented separately.
Before the loan is transferred, the company should check:
- Turkish foreign-currency borrowing eligibility;
- loan maturity;
- KKDF;
- arm’s-length interest;
- withholding tax;
- applicable Germany–Turkey tax treaty;
- thin-capitalisation ratio;
- and financing-expense limitation.
The two transfers should have separate documentation and accounting treatment.
Practical Example: Investor Sends EUR 1 Million Before Deciding the Structure
This is the situation that should be avoided.
Foreign investor transfers:
EUR 1 million
with the SWIFT description:
“investment money.”
No capital increase is completed.
No shareholder-loan agreement exists.
Six months later, the investor wants EUR 500,000 returned.
The parties now need to determine:
Was the money capital?
Was it an advance capital contribution?
Was it debt?
Can it legally be returned?
Do foreign borrowing rules apply?
Does interest arise?
How was it booked?
TCMB’s Capital Movements Circular specifically deals with circumstances in which amounts transferred for capital purposes are not eventually documented as capital and may become subject to loan treatment and banking controls.
The problem could have been avoided by determining the legal structure before the first transfer.
Can the Foreign Investor Take the Money Back Out of Turkey?
Yes, but the legal basis of the outward transfer matters.
For equity, money may return through mechanisms such as:
- dividend;
- lawful capital reduction;
- sale of shares;
- liquidation proceeds.
For a loan, the transfer is normally:
- principal repayment;
- interest payment.
Turkey’s Foreign Direct Investment Law expressly protects foreign investors’ ability to transfer abroad profits, dividends, investment-sale and liquidation proceeds, compensation and payments arising from relevant agreements, as well as repayments and interest relating to foreign loans, through banks or financial institutions.
TCMB’s Capital Movements Circular likewise addresses transfers abroad of foreign investors’ Turkish capital interests subject to evidence that relevant tax and similar obligations have been satisfied.
Accordingly, money can leave Turkey.
But it must leave under the correct legal category.
Common Mistakes Foreign Investors Make When Bringing Money to Turkey
The most dangerous mistakes can be avoided through advance structuring. In practice, foreign investors should avoid transferring significant funds before determining whether they constitute equity or debt; using personal accounts unnecessarily; describing a shareholder loan as capital or capital as a loan; failing to execute a loan agreement; ignoring Turkish foreign-currency borrowing restrictions; setting an arbitrary related-party interest rate; excessively financing the company through shareholder debt without modelling the three-times-equity thin-cap test; forgetting KKDF on short-term foreign-currency borrowing; overlooking E-TUYS reporting; and assuming that because money can legally enter Turkey it can later be returned abroad under any label.
The recurring principle is:
The bank transfer should be the final implementation of the legal structure—not the first step in deciding what the legal structure will be.
Frequently Asked Questions
Can a foreigner transfer money to Turkey to establish a company?
Yes. Foreign investors are free to make direct investments in Turkey and generally receive equal treatment with domestic investors.
Is there a maximum amount of foreign capital that can be brought into an ordinary Turkish company?
There is no general FDI ceiling merely because the shareholder is foreign. Sector-specific regulation, banking compliance and other special rules may nevertheless apply.
Is foreign capital taxable when transferred to the company?
A genuine equity contribution should be distinguished from taxable operating revenue. Corporate profit determination excludes values introduced into the business when measuring the relevant increase in equity.
What is the minimum capital for an A.Ş. in 2026?
TRY 250,000.
What is the minimum capital for an Ltd. Şti.?
TRY 50,000.
Must A.Ş. capital be paid before incorporation?
At least 25% of subscribed cash capital must generally be deposited before registration, with the remaining 75% payable within 24 months.
Does the same 25% rule apply to an Ltd. Şti.?
No. Limited company subscribed capital may generally be paid within the 24 months following establishment.
Is there a tax advantage when capital is brought from abroad?
Potentially. Under the cash-capital increase deduction rules, the relevant statutory percentage is increased from 50% to 75% for qualifying cash capital brought from abroad, subject to the detailed conditions and exclusions.
Can a foreign shareholder lend money to its Turkish company?
Potentially yes, but the transaction must comply with Turkish FX-credit, tax and banking rules.
Can the shareholder charge interest?
Yes where legally and contractually appropriate, but the interest rate must comply with the arm’s-length principle.
Is Turkish tax withheld from interest paid to a foreign shareholder?
Under the published domestic framework, interest paid to an ordinary foreign shareholder commonly attracts 10% withholding, while certain qualifying foreign banks and lending institutions may fall within a 0% category. The applicable double taxation treaty must also be checked.
What is Turkey’s thin-capitalisation threshold?
Related-party debt exceeding three times the company’s relevant equity enters the thin-capitalisation regime under Article 12 of the Corporate Tax Law.
Does KKDF apply to foreign shareholder loans?
It can. For foreign-currency loans obtained from abroad, the published framework applies 3%, 1%, 0.5% or 0% depending broadly on whether average maturity is up to one year, one-to-two years, two-to-three years or at least three years.
Can a foreign investor use convertible debt?
Potentially. The current TCMB framework contains a specific structure for qualifying convertible financing provided by certain foreign venture-capital funds, collective investment organisations and licensed foreign angel investors, subject to conditions including conversion within 12 months.
Is E-TUYS required?
Foreign-invested companies must consider E-TUYS reporting. The system includes foreign investment activity, capital and share-transfer data.
Can money later be transferred back abroad?
Yes, depending on its legal character. Turkey’s FDI legislation permits transfers abroad including dividends, investment-sale proceeds, liquidation proceeds and foreign-loan repayments and interest through banks or financial institutions.
Conclusion: What Is the Safest Way to Bring Money From Abroad to Establish a Turkish Company?
Bringing capital into Turkey is generally legally possible.
The difficult part is not moving the money across the border.
It is classifying and documenting the money correctly.
A foreign investor should therefore decide before the transfer whether the money will enter the Turkish company as:
equity capital, shareholder debt, qualifying convertible financing or payment under a commercial transaction.
Each produces a different result.
For equity, the investor should determine the correct registered capital and follow the payment rules applicable to the company type.
For an A.Ş., at least 25% of subscribed cash capital generally needs to be paid before registration, while the remainder can be completed within 24 months. An Ltd. Şti. does not have the same pre-registration 25% requirement and can generally receive the subscribed capital during the 24-month period following registration.
Foreign investors should also examine the cash capital increase deduction.
The current Corporate Tax Law provides potentially advantageous treatment for qualifying cash capital introduced from abroad, applying a 75% rate within the relevant deduction formula instead of the ordinary 50% rate.
This can make equity financing more attractive than it initially appears.
Shareholder debt provides different advantages.
A loan can ordinarily be repaid without reducing registered capital.
But that flexibility comes with additional regulation.
The financing may need to satisfy Turkish foreign-currency borrowing rules, and banks will examine the character and documentation of incoming credit transfers under the TCMB Capital Movements Circular.
Tax rules then become critical.
Interest on a related-party foreign shareholder loan must satisfy transfer-pricing requirements.
Domestic withholding rules can apply to interest.
Excessive shareholder borrowing can trigger Turkey’s thin-capitalisation rules when qualifying related-party debt exceeds three times equity.
Financing-expense limitations can further restrict deductions, while shorter-maturity foreign-currency borrowing may carry KKDF cost.
For startup and venture investments, convertible financing may provide another alternative, but ordinary foreign SAFE or convertible-note documents should not be used without Turkish-law adaptation. Current TCMB rules provide a specific regime for certain qualifying foreign venture and angel investors, including a 12-month conversion framework.
Foreign capital should also be reflected accurately in E-TUYS.
The foreign investment reporting framework records activity, capital and subsequent share transfers electronically.
The practical sequence should therefore be:
determine financing need → choose equity/debt/convertible structure → analyse Turkish tax → check FX borrowing eligibility if debt is used → prepare corporate and financing documents → coordinate with the Turkish bank → transfer funds with the correct SWIFT explanation → make the correct accounting entry → complete corporate registration/capital procedures → update E-TUYS → preserve all source-of-funds and transfer documentation.
The central rule is simple:
Do not send the money first and ask the lawyer and accountant later what the payment should be called.
If EUR 1 million is intended to be equity, structure it as equity from the beginning.
If it is a shareholder loan, document it as debt before transfer.
If it is convertible financing, ensure that both the financing contract and the Turkish foreign-exchange framework permit the intended structure.
If it is payment for goods or services, treat it as a commercial payment rather than trying to disguise it as investment capital.
This distinction affects not only the day the money arrives in Turkey but also:
taxation, corporate control, balance-sheet strength, investor repayment rights, future financing rounds and the ability to transfer money back abroad.
For foreign investors planning substantial Turkish operations, the most efficient structure will often involve a carefully modelled combination of equity and shareholder financing, rather than putting the entire investment into only one category.
The final structure should answer five questions before the first transfer is made:
Why is the money coming to Turkey?
How will the Turkish company record it?
Can and when must it be repaid?
What Turkish tax and FX rules apply?
How will the investor eventually take its return back abroad?
Once these five questions have clear answers, transferring foreign investment capital into Turkey becomes significantly more predictable.
This article reflects Turkish foreign investment, corporate, foreign-exchange and tax rules and publicly available official guidance as of August 2026. It is intended for general informational purposes only and does not constitute transaction-specific legal, tax, accounting or financial advice. The correct structure depends on the investor’s country of residence, company type, financing currency, investment amount, applicable double taxation treaty, shareholder relationship, debt maturity and intended exit strategy.
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