Turkey capital increase deadline 2026

Turkey Capital Increase Deadline: What Companies Must Do by 31 December 2026

The Turkey capital increase deadline is 31 December 2026 for companies whose registered capital remains below the statutory minimum. Joint stock companies (A.Ş.) and limited liability companies (Ltd. Şti.) affected by the new requirements must increase their capital before this date.

The requirement is particularly relevant to companies incorporated before the new minimum capital thresholds became effective on 1 January 2024.

Under Provisional Article 15 of the Turkish Commercial Code, companies that fail to meet the applicable minimum capital requirement by the deadline may face significant legal consequences, including being deemed dissolved by operation of law.

Foreign-owned Turkish subsidiaries and companies with foreign shareholders should therefore review their current registered capital and, where necessary, begin the capital increase process well before the deadline.

What is the minimum share capital in Turkey?

The minimum capital requirements applicable to Turkish companies were increased by Presidential Decree No. 7887, effective from 1 January 2024.

The current minimum capital requirements are:

Joint Stock Company (Anonim Şirket – A.Ş.): TRY 250,000

Limited Liability Company (Limited Şirket – Ltd. Şti.): TRY 50,000

For non-public joint stock companies operating under the registered capital system, the minimum initial capital requirement is TRY 500,000.

Companies incorporated after the new thresholds became effective are already required to comply with these amounts at incorporation. The 2026 deadline is particularly important for existing companies whose registered capital remains below the new statutory minimum.

Which existing Turkish companies need to increase their capital?

Law No. 7511, published on 29 May 2024, introduced Provisional Article 15 into the Turkish Commercial Code and provided existing companies with a transition period.

Under this provision, a joint stock company with registered capital below TRY 250,000 must increase its capital to at least TRY 250,000.

Similarly, a limited liability company with registered capital below TRY 50,000 must increase its capital to at least TRY 50,000.

The deadline for completing this adjustment is 31 December 2026.

For example, a Turkish limited liability company incorporated several years ago with registered capital of TRY 10,000 is not exempt simply because it was established before the new minimum capital rules. Its capital must be brought up to the current statutory minimum by the deadline.

What happens if a company does not increase its capital by 31 December 2026?

This is the most important aspect of the regulation.

Under Provisional Article 15 of the Turkish Commercial Code, joint stock and limited liability companies that fail to increase their capital to the applicable statutory minimum by 31 December 2026 will be deemed dissolved.

The deadline should therefore not be treated merely as an administrative recommendation.

Failure to comply may directly affect the company’s legal status and its ability to continue operating normally.

Companies falling below the applicable thresholds should consequently avoid leaving the process until the final weeks of 2026.

Is there a simplified procedure for approving the capital increase?

The legislation provides a special mechanism intended to make compliance easier.

For general assembly meetings held specifically to increase capital to the statutory minimum under Provisional Article 15, the usual meeting quorum is not required.

The capital increase may instead be approved by a majority of the votes present at the meeting, and privileges cannot be exercised against such resolutions.

This is particularly relevant for companies where the shareholder structure might otherwise make it difficult to satisfy the ordinary quorum requirements for a capital increase.

What about joint stock companies under the registered capital system?

Different consequences apply to non-public joint stock companies that have adopted the registered capital system.

Where the issued capital is at least TRY 250,000, both the initial and issued capital must be increased to TRY 500,000 by 31 December 2026.

If this requirement is not satisfied, the company will be deemed to have exited the registered capital system.

Companies operating under this structure should therefore assess both their existing capital and the capital regime under which they operate.

What should foreign-owned companies in Turkey check?

Foreign investors sometimes assume that this requirement concerns only newly incorporated Turkish companies. This is not the case.

A Turkish subsidiary or other locally incorporated company remains subject to the Turkish Commercial Code regardless of whether its shareholders are Turkish or foreign.

Foreign-owned companies should therefore check the registered capital appearing in their Turkish Trade Registry records.

If a Turkish Ltd. Şti. has capital below TRY 50,000, or an A.Ş. has capital below TRY 250,000, a capital increase should be completed before the deadline.

The process may require coordination between the foreign shareholder, the company’s management in Turkey, accounting advisers and the Trade Registry. Where shareholder resolutions or other corporate documentation must be prepared abroad, additional preparation time may also be necessary.

Why companies should not wait until December 2026

Although 31 December 2026 is the statutory deadline, waiting until the final weeks of the year creates unnecessary operational risk.

A capital increase is not simply an accounting entry. Depending on the company’s circumstances, corporate resolutions must be prepared, the articles of association may need to be amended, and the change must be processed through the relevant Trade Registry.

A large number of Turkish companies may also need to complete similar procedures before the same deadline.

For this reason, companies with capital below the statutory minimum should review their position in advance and plan the necessary corporate and accounting steps accordingly.

With the Turkey capital increase deadline 2026 approaching, affected companies should review their registered capital early and allow sufficient time for corporate approvals and Trade Registry procedures.

How can Metropol CPA assist?

Metropol CPA supports local and foreign-owned companies operating in Turkey with accounting, tax compliance and corporate administration matters.

For companies affected by the 31 December 2026 minimum capital deadline, we can assist with reviewing the existing capital position, planning the accounting and financial aspects of the capital increase, and coordinating the required local procedures.

Foreign-owned companies may particularly benefit from early planning where approvals and documentation must be coordinated between overseas shareholders and the company’s representatives in Turkey.

If your Turkish company currently has registered capital below the statutory minimum, you can contact our team to review the required steps before the deadline.

Metropol CPA can support companies affected by the Turkey capital increase deadline 2026 by reviewing their current position and coordinating the necessary accounting and corporate procedures.

This article is intended for general information purposes only and should not be considered legal or tax advice for any specific company.

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