Branch Opening in Turkey

Majority of the foreigner entrepreneurs are planning “branch opening in Turkey”. Therefore, in this article we explain this option in detail.

According to 11^th and 13^th article of Turkish Commercial Code office, factory or other commercial constitutions are named as “business corporations”

Essential features of a business corporation are doing economic activity  ( aim for endowment), continuity and independence. Therefore, Each business corporation is expected to have a registered office.

Registered office is stated in which administrative, legal and commercial activities take place. However, this place could be a different location where technical activities carry on.

Business corporations operating in Turkey or abroad  may prefer “branch opening in Turkey” as they enlarge the scope of activities.

Features of branch opening in Turkey

• Branch and headquarters must belong to the same real or legal person.

·   Business activity of  the branch and headquarters should be similar or the same

• Headquarters and branch must be located in different places. However; limit of distance is not important.

·   Branch, must use the commercial title of the headquarters by adding a branch attachment

• Branch must be registered in trade registry office where it is located.
• Branch apart from headquarters, must be registered chamber of commerce and chamber of industry. Also subscription fee must be paid by branch.
• Branch is subject to headquarters. Profit, loss, debt , interest assuring by branch belongs to headquarters .Branch does not have any asset apart from headquarters Therefore branches are not named as independent business corporations.

The organization of the branches are subject to the headquarters. For example, the appointment or promotion of branch personnel is made from the headquarters. However, if the branch has been authorized in this regard, it will be able to use this authority.

A foreign company that would like to open a branch in Turkey ,require to appoint a fully authorized representative who has residence permit in Turkey. After delegation process, application to Industrial and Technology Ministry, General Directorate of Domestic Trade with all documents is essential.

You Require the below documents for the process

1.  Petition written by the company or its representative
2.  The original and translation of the decision of the authorized bodies of the company to open branch
3. The original and translation of the company’s articles of association
4. Activity certificate (The original and translated version are required)
5. Turkey representative’s original and translation of the power of attorney.

After obtaining permission to open a branch from the Industry and Technology Ministry you require to apply to the Trade Registry Office with the documents below and to register the branch:

1. Permission of Industry and Technology Ministry
2. The petition which company official will sign
3. Notarized power of attorney
4. Declaration approved by Industry and technology Ministry and its annunciation
5. Chamber of Commerce registration form
6. The Branch representative’s signature circular
7. Covenant (According to 29^th clause of company registry legislation)
8. If the branch representative is Turkish, ID card, if foreign, passport copy. Notary publich shall notarize such IDs

 

As you can see, the branch opening in Turkey is relatively more difficult compared to company formation in Turkey. Therefore, if you do not have specific purpose we suggest you to establish a company in Turkey. You can also follow the governmental resource