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Articles of Association in Turkey: Key Clauses and Negotiation Points (2025) When you incorporate a company in Turkey, the Articles of Association (AoA) is not just a standard form for the Trade Registry. It is the company’s constitutional document: it defines how the company is governed, how decisions are made, and how shareholders protect themselves […]
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Yes—you can incorporate a company in Turkey with a virtual office in many cases. But whether it is a good idea depends on your business activity, banking expectations, tax inspection risk, and how much “substance” your operation needs. Foreign founders often choose a virtual office to reduce costs and move fast, only to face delays […]
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lawyerfbc
If you are planning company formation in Turkey, you should budget for more than just Trade Registry fees. The true cost of setting up a company in Turkey includes incorporation expenses, foreign-document formalities, office/address costs, professional fees, banking/compliance setup, and the first months of ongoing obligations. This guide breaks down the typical cost items for […]
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lawyerfbc
Foreign investors often focus on how to incorporate a company in Turkey—MERSIS, Trade Registry, bank account, and operations. But the real long-term cost of a Turkish company is shaped by tax compliance, documentation discipline, and transaction structure. The biggest problems usually don’t come from the headline tax rates. They come from avoidable mistakes: wrong invoicing […]
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lawyerfbc
If you are setting up a foreign-invested company in Turkey or bringing in a partner/investor, your Articles of Association alone are rarely enough. The real “deal rules” that prevent disputes—and protect your money—typically sit in a Shareholders’ Agreement (SHA). A well-structured shareholders’ agreement in Turkey clarifies control, funding, exit rights, and what happens when things […]
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lawyerfbc
If you’re launching a startup in Turkey, choosing the right legal structure is not just paperwork—it directly affects fundraising, share transfers, control, and how easily you can exit later. The two most common options are a Limited Liability Company (Ltd. Şti.) and a Joint-Stock Company (A.Ş.). Both can work for startups, but they serve different […]
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lawyerfbc
When investors talk about M&A in Turkey, they often mix two different realities: acquiring a company by buying shares (share deal) and combining companies through a statutory merger (merger). Both can produce the same business result—control and consolidation—but the legal mechanics, approvals, timelines, and risks are very different. If you are planning a transaction in […]
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lawyerfbc
M&A in Turkey: Company Acquisitions and Mergers Explained (Process, Structures, Key Risks) Buying a company in Turkey—or merging with one—can be a fast way to enter the market, gain customers, or consolidate operations. But Turkish M&A is not only about agreeing on a price. The success of a deal usually depends on (1) the right […]
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lawyerfbc
In Turkish M&A transactions, many buyers believe the “hard part” ends when the SPA is signed. In reality, the most risk-sensitive phase often starts at closing and continues through post-closing. This is where ownership changes hands, payments are released, authorities and signatories are updated, notifications are made, and the buyer begins integrating the target into […]
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lawyerfbc
In Turkish M&A deals, the “real negotiation” usually happens inside the SPA (Share Purchase Agreement): warranties, indemnities, and restrictive covenants like non-compete and non-solicitation. Price matters, but the SPA decides who pays if something goes wrong after closing—an undisclosed lawsuit, hidden public debt, an employment claim, a broken license, or a key customer contract that […]
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