01
Which companies are affected?
Existing joint stock companies with capital below TRY 250,000 and limited liability companies below TRY 50,000 must increase their capital to the statutory minimum by 31 December 2026. Companies that do not comply in time face the statutory consequence of dissolution.
Current minimum amounts are addressed at formation for a new company. The principal transaction risk concerns an existing company being acquired or restructured.
02
Transaction due-diligence checklist
- Does registered capital match the current share ledger and financial records?
- If an increase has been approved, have registration and payment steps been completed?
- Were required articles-of-association amendments adopted correctly?
- Do the share transfer, conditions precedent and price mechanism account for the increase?
- Does the target have any other dissolution, liquidation or registry risk?
03
Treat compliance as a closing condition
The issue should not remain a generic legal-risk note. Completion of the required increase before closing, or a clearly documented post-closing obligation, should be agreed against an evidence and timing plan.
Capital compliance should be a separate legal and financial closing check in acquisitions of existing Turkish companies.
TIBA
Verify the target's capital and registry position before closing
TIBA coordinates legal and financial due-diligence teams so that capital compliance and other corporate risks sit in one closing plan.
Discuss the transaction planOfficial source
Ministry of Trade · Company questions and answersThis publication is for general information only and is not legal, tax, financial or investment advice. Current law and the specific facts should be reviewed by appropriately qualified professionals before any transaction.
