Shareholder Agreements in Turkey

Separate company rules from private promises

The articles, mandatory corporate law and a private agreement may have different effects. Some matters require a formal company decision or registry step. Identify which obligations bind the signatories personally and which can be implemented through the company. Do not assume an English template has the same effect for a Turkish limited company.

Plan difficult decisions before they arise

Address further funding, dilution, related-party transactions, management removal and a founder leaving. Deadlock and exit clauses should use workable valuation and timing mechanisms. Confidentiality and restrictive provisions need individual review. The agreement should also address dispute resolution and the practical enforceability of obligations across borders.

Prepare foreign corporate documents for use in Turkey

A foreign corporate shareholder may need current registry evidence, constitutional records, a competent decision and documents showing who can represent it. Authentication, translation and the validity period expected by the receiving authority should be confirmed before ordering a full set. A foreign power of attorney given for an individual does not necessarily authorise that person to bind a company. The authority chain matters as much as the signature.

Disputes require an evidence and recovery plan

Before a claim, identify the correct contracting party, signatory authority, debt maturity and supporting documents. Some claims require a pre-action mediation step; urgency and interim remedies need separate review. An award or judgment is only one stage of recovery: the debtor’s assets and the enforceability of the decision matter. Legal scope and costs should distinguish negotiation, proceedings, appeals and enforcement, with no guarantee of collection.

What documents do I need?

Your questions, answered.