A Turkish A.Ş. built for shareholders — board, share ledger, bank account and investor-ready articles
The joint-stock company is the form for investors, holdings and founders who expect partners to enter or exit. You receive an A.Ş. registered in the Trade Registry with articles tailored to your shareholders, a board, share ledger, SMMM, e-signature, KEP and a corporate account, the first quarter run to the calendar. One manager, weekly status, reply within one business hour.
Exact fee is fixed in the contract after a short clarification of the task.
Who this is for
Investor group with several shareholders
Two or more investors want shares that move without notarised transfers and a board that reflects the shareholding, written into the articles before the registry sees them.
Holding or parent structuring a Turkish entity
Head office wants a subsidiary whose governance, signing authorities and reporting line match group policy and whose documents its auditors accept.
Founder planning to raise capital or sell down
You expect to bring in partners or an acquirer and want the share structure, ledger and registry records ready for that day rather than rebuilt for it.
What you have at the end
At the end you hold an A.Ş. registered in the Trade Registry with its MERSİS record, articles of association drafted for your shareholders, a board of directors with signature circular, the pre-registration capital deposit released, share ledger opened, tax number and tax plate, registered address for twelve months, retained SMMM, e-signature and KEP, a corporate account with online banking, and a first-90-days file with SGK status, e-document route, first invoices and a compliance calendar, in one indexed folder.
What is included
- Shareholder and governance briefing: board, signing authorities, share classes, transfer clauses
- Articles of association tailored to the shareholders, drafted with your SMMM and lawyer
- Founder document chain: passports, apostilles, sworn translations, powers of attorney
- Capital plan: 250,000 TL minimum, quarter deposited before registration, balance within 24 months
- Pre-registration bank account for the capital deposit and its release after registry
- MERSİS filing, name check and Trade Registry appointment; board registered
- Share ledger opened, beneficial-owner form, tax plate and e-Tebligat tracked with the SMMM
- Registered address, SMMM engagement, e-signature for board signatories, KEP address
- Bank pack for two to three banks, ownership chart to owners above 25 percent
- First 90 days: SGK status, e-Fatura/e-Defter route, first invoices, compliance calendar
How the work runs
Weeks 1–2 · Shareholders, board, articles
We fix shareholders, share classes, board composition and signing authorities with you and your advisers; the SMMM and lawyer draft articles that fit investors rather than the MERSİS default text.
Weeks 2–3 · Documents and capital deposit
Apostilled founder documents, sworn translations and powers of attorney arrive. A bank account is opened in the company’s name and at least a quarter of the cash capital is deposited before registration.
Weeks 3–4 · MERSİS and registry
Name check, MERSİS filing, articles signed by e-signature or at the registry, Competition Authority payment, Trade Registry entry with the board. The deposit is released once the registry confirms registration.
Weeks 4–8 · Tax, ledger, SMMM, e-imza, KEP, bank
Tax plate and beneficial-owner form within one month, share ledger opened, SMMM contract signed, signatories receive e-imza, company its KEP. The bank pack goes to two or three banks; we accompany your signatory.
Weeks 8–12 · First 90 days
SGK status confirmed, e-Fatura/e-Defter route agreed with the SMMM, first invoices checked, capital balance schedule diarised, board calendar and compliance calendar handed over. Monthly filings pass to the accountant.
How it is structured
| Decides shareholders, board, share structure and tax position | You, with your lawyer or SMMM when advice is needed |
| Drafts the articles, files via MERSİS, keeps the books and the share ledger | Licensed SMMM and your lawyer, retained for you |
| Registers the company and the board | Trade Registry of İstanbul or your province |
| Certifies signatures, translations and copies | Notary and sworn translator at official tariff |
| Holds the capital deposit and opens the account | The bank — we prepare, present and accompany |
| Runs the whole chain, owns deadlines and communication | ROSTU |
What stays outside the package
- Legal and tax advice on share structure and the articles — your lawyer or SMMM provides it
- Share capital, registry fees, notary and translator tariffs — paid by you directly
- The bank’s decision on the deposit account and the operating account — the bank decides
- Residence and work permits for board members — covered by the Director Package
Questions
How much capital is paid before registration?
The minimum capital is 250,000 TL (Presidential Decision No. 7887); a non-listed A.Ş. using the registered-capital system needs 500,000 TL. At least one quarter of the cash capital is deposited into an account in the company’s name before registration and the remainder within 24 months (TTK Arts. 344–345). The bank releases the deposit once the registry confirms.
Who sits on the board?
An A.Ş. is run by a board of one or more members (TTK Art. 359). A legal entity may be a member through a named individual, and members may be foreign. Signing authorities are set in the articles and the signature circular; board members who will live in Türkiye obtain permits through the Director Package.
Will the company be audited?
Independent audit depends on size, not form. Under TTK Art. 397 and Presidential Decision No. 6434 as amended in March 2026, a company is audited if it exceeds two of three thresholds in two consecutive periods: 500 million TL of assets, 1 billion TL of net sales or 150 employees. A new A.Ş. normally stays far below them.
How do shares and dividends move?
Registered shares are transferable without notarised formalities unless the law or the articles restrict them (TTK Art. 490); the share ledger records each holder, and the bank checks every owner above 25 percent. Dividends to a non-resident bear 15 percent withholding (Presidential Decree No. 9286), reducible under a tax treaty.
Tell us about the A.Ş. and its shareholders
Describe the investors, the board you have in mind and the timeline. A manager replies within one business hour with a plan and the next step.
Read before you start
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