Company Audit in Turkey | Independent Audit & Compliance Rules

Overview of Audit Requirements in Turkey

Auditing is an essential element of corporate governance in Turkey. The Turkish Commercial Code (TCC) and sector-specific laws require certain companies to undergo independent auditing to ensure transparency, investor confidence, and compliance with international standards.

Audits in Turkey are divided into:

1. Independent financial audits (threshold-based)
2. Public authority inspections (sector-specific)
3. Special audits requested by shareholders

Independent Audit (Threshold-Based)

Capital companies must undergo an independent audit if they exceed two out of three thresholds relating to:

• Total assets
• Annual net sales revenue
• Number of employees

These audits are conducted according to International Auditing Standards (IAS).

Examples:

• A Joint Stock Company in manufacturing that surpasses turnover and employee thresholds.
• A Limited Company with high asset value and staff numbers.

Public Authority Audits

Certain companies are always subject to audits by public institutions due to their regulated activities, including:

• Banks and financial institutions
• Insurance companies
• Asset management firms
• Leasing, factoring, and consumer finance companies
• Capital markets entities

These sectors often require approval from the Ministry of Trade or the Capital Markets Board (CMB).

Shareholder Rights | Special Audit

• Shareholders can request the appointment of a special auditor at the General Assembly.
• If the request is rejected, shareholders holding at least 10% of capital (or 5% in public companies) may apply to the court within 3 months to have a special auditor appointed.

Ministry of Trade Oversight

Beyond independent audits, the Ministry of Trade has authority to audit all trading companies to ensure compliance with the TCC.

This covers areas like:

• Company contracts and amendments
• Share transfers and capital increases
• Liquidation procedures

More details: Liquidation of a Company in Turkey.

Why Audit Matters for Foreign Investors

• Ensures transparency and compliance with global standards.
• Protects minority shareholders.
• Strengthens investor credibility, especially when applying for financing or tenders.
• May be required for companies planning to expand internationally.

Key Takeaways

• Not all companies are audited — only those exceeding certain thresholds or operating in regulated sectors.
• Shareholders have rights to request additional audits.
• Independent auditors must be licensed and operate under international standards.

Related topic: Share Transfer in Turkish Companies.

Professional Legal Guidance

Audit obligations can be complex and change depending on company size, structure, and activity. MFY Legal assists companies in:

• Determining whether they fall under audit thresholds,
• Selecting qualified independent auditors,
• Preparing internal policies to meet compliance requirements.

Contact us today to ensure your company meets Turkey’s audit obligations.