在土耳其设立企业

作者：Nese Yahya，Expatia 董事总经理

法律框架

Starting a business in a new country is challenging, as it is everywhere. As a foreigner, if you intend to set up a business in Turkey, you first have to look at and get familiarized with the Foreign Direct Investment Law (No: 4875), which was introduced in Turkey in 2003. The most important principles introduced by this law are those of non-discrimination and equal treatment, as they set the legal framework of the liberal investment environment in Turkey.

根据《外国直接投资法》，成立外资公司的前提条件和义务将与本地公司相同。因此，过去成立外资公司时的各种强制许可现已取消。根据《土耳其商法典》的规定，由外资成立的公司被视为土耳其公司。因此，无论公司资本创造的性质如何，所有职责和责任都是相同的。

Additionally, within the new FDI law, there are no rules requiring Turkish participation in the capital or management of a company with foreign capital. A company may be established with 100% foreign capital, and almost all sectors are open to foreign capital. The company’s establishment procedures have also been simplified to a great extent. Now, with the efficient procedures, a company’s registration and establishment of a company in Turkey can be completed in as little as one day. Companies must submit a standard form at one location and will not need to submit applications to many authorities for approvals. Also, the law provides that it is no longer mandatory to establish either a limited liability company or joint stock company. These are all important points to be taken into consideration by foreign investors who plan to do business in Turkey.

在实践中

If you are opening a company in Turkey, you basically have a couple of options. For instance you can open a liaison office. To undertake this route however, it is important to keep in mind that there should not be any commercial activities on behalf of this company; basically, it is not possible to issue invoices from a liaison office. Another alternative is to open a branch of a foreign company. To pursue this alternative, you need to get permission form the Ministry of Industry and Trade in Ankara, and it is possible to undertake commercial activities. Otherwise, you can set up a limited company or set-up a joint stock company. For the former, you need a minimum capital of 5.000 YTL and minimum two shareholders, all of whom can be foreigners, if necessary. For the latter, a minimum capital of YTL 50.000 is required and the number of founding shareholders should be at least five. For both options, the shareholder liability is limited to the capital paid by each shareholder. It is also feasible to transfer shares from an already established company, and thus become a shareholder.

关于在土耳其任何实体雇用外国人员——这是可以的。但是，计划在土耳其生活和工作的外国人必须从劳动和社会保障部获得工作许可，同时从内务部/地方警察总部获得居留许可。然而，获得工作许可的过程相当复杂，很难获得。

投资土耳其

“Invest in Turkey”, is a governmental agency, that aims to assist foreign investors in their business ventures in Turkey and provide data and information on the business climate in our country. If you are planning considerable investment in Turkey, it is advised to get in touch with the agency established under the Undersecretariat of Treasury and be active in this environment for several years.

According to the data provided by the agency, around 15.000 companies with foreign capital are in operation in Turkey, as of end of 2006. The majority of them are in wholesale and retail trade, as well as manufacturing. Half of these companies are set up by nationals or entities of the EU Member countries, while Germany, the UK, and the Netherlands are the leading countries in the group of foreign investors.

Below are some useful links worth exploring if you are really into setting up a business in Turkey.

工会和组织

• 外国投资者协会 网址：www.yased.org.tr
• 对外经济关系委员会 www.deik.org.tr
• 土耳其工商企业协会 www.tusiad.org

政府机构

• 投资土耳其 www.investinturkey.gov.tr
• 投资者关系办公室 www.hazine.gov.tr/iro.htm
• 总理对外贸易部副秘书处 www.dtm.gov.tr
• 土耳其共和国总理府海关副秘书处 www.gumruk.gov.tr

贡献公司：
Expatia 咨询公司。土耳其伊斯坦布尔。 www.expatia.net
联系人: Nese Yahya. [email protected]