Setting Up a Company in Istanbul: Limited or Anonim? | Rafiq
A foreigner can own 100% of a company in Türkiye without a Turkish partner: Foreign Direct Investment Law No. 4875 treats foreign investors like Turkish ones in most sectors. Companies are registered through MERSİS and the Trade Registry (Ticaret Sicili) under the Ministry of Trade, but registration alone does not let you open a shop or restaurant. This guide explains which form fits and what follows; Rafiq coordinates formation, location and licensing through specialist partners.
Which legal form fits your project: sole proprietorship, Limited or Anonim?
A limited company (limited şirket) is the most common choice for small and medium projects: it takes one to fifty partners, and each partner's liability is limited to their share, except for tax and social security debts that may be claimed from the manager or partners. A joint-stock company (anonim şirket) suits larger projects or those bringing in investors; one shareholder and a one-member board are enough, it is mandatory for regulated activities such as banking and insurance, and its minimum capital is higher. A sole proprietorship (şahıs şirketi) is the simplest, but the owner is liable with all personal assets, and for a foreigner it is tied to residence status and an independent work permit. Rafiq helps you choose.
What does company registration involve, and who decides?
The Trade Registry Directorate (Ticaret Sicili Müdürlüğü) decides on registration after the company's details are entered in MERSİS, and the entry is published in the Turkish Trade Registry Gazette (Türkiye Ticaret Sicili Gazetesi). The file usually needs articles of association (ana sözleşme) stating the name, activity, capital and manager; foreign partners' passports, translated and notarised; a tax number for each foreign partner; a business address in Türkiye; and the manager's signature declaration (imza beyannamesi). Once registered, the company automatically has tax obligations and joins its chamber of commerce, in Istanbul the Istanbul Chamber of Commerce (İTO). Minimum capital rose in 2024; Rafiq gives the current figure.
What do you need after registration to open a shop or restaurant and hire staff?
A business needs an opening and operating licence (İşyeri Açma ve Çalışma Ruhsatı) from the municipality where the premises are located before it starts trading; trade registration or a signed lease does not replace it. The municipality checks that the property's zoning status (imar durumu) allows your activity, so it should be checked before signing a lease or starting fit-out, and food businesses must also register with the Ministry of Agriculture and Forestry. When hiring, each employee must be registered with SGK before starting work, and employing any foreigner requires a work permit separate from their residence permit under Law No. 6735. Rafiq checks the location with you before you commit to any contract.
Common questions
Can a foreigner own 100% of a company in Türkiye?
Yes. Foreign Direct Investment Law No. 4875 allows a foreign individual or company to set up and fully own a limited or joint-stock company without a Turkish partner, with the same treatment as a Turkish investor. Some regulated sectors, such as broadcasting and aviation, set special limits on foreign ownership.
Does setting up a company in Türkiye give me residence or a work permit automatically?
No. Forming a company grants neither a residence permit nor a work permit automatically. Law No. 6458 on Foreigners allows an application for a short-term residence permit to establish a business or commercial connections, and the company can later apply for a work permit for its manager or staff, but each application is assessed on its own conditions and decided by the competent authority.
Is company registration enough to open a restaurant or shop in Istanbul?
No. Registering the company with the trade registry is separate from the opening and operating licence for the premises issued by the municipality. A company can be legally registered while its premises are unlicensed, and operating without a licence can lead to the municipality closing the premises. Restaurants also need food business registration with the Ministry of Agriculture and Forestry.
Official sources
The information on this page follows what these official authorities publish; the final decision in every procedure is theirs: