Joint Stock Company (A.Ş.) in Turkey | Structure, Capital, Governance & Setup

September 15, 2025 |

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A Joint Stock Company (A.Ş.) is a capital company with a fixed share capital divided into shares. The company is liable for its debts only with its assets; shareholders are liable only up to the capital they commit. An A.Ş. can be incorporated by a single shareholder (individual or corporate) and may operate in any lawful commercial field.

Considering a smaller, simpler structure? Compare with a Limited Company (Ltd. Şti.).


Capital & Payment (2025)

  • Minimum capital: TRY 250,000
  • Cash payment timing: At least 25% of cash-committed shares must be deposited before registration; the balance can be paid within 24 months after registration.
  • Non-cash (in-kind) capital: Permitted, subject to valuation and registry annotations.

See the full framework in Minimum Capital Requirements in Turkey.


Shares & Transferability

A.Ş. may issue registered (nama) or bearer (hamiline) shares.

  • Registered shares: Transfer by endorsement and delivery.
  • Bearer shares: Transfer by delivery of possession.
  • As a rule, general assembly approval is not required for typical share transfers in A.Ş. (unless restricted by law or the articles for specific cases).
  • A.Ş. can also issue bonds and similar debt instruments and is the only Turkish company type whose shares can be publicly offered and listed.

Detailed process: Share Transfer in Turkish Companies.


Governance: General Assembly & Board of Directors

An A.Ş. has two core organs:

  1. General Assembly (GA): Elects board members and the auditor; amends articles; approves key corporate actions (e.g., capital changes, termination).
  2. Board of Directors (BoD): Manages and represents the company. The BoD may consist of a single member. There is no nationality or residency requirement for board members under the TCC.

Need the step-by-step paperwork list? Head to Documents for Company Registration in Turkey.


Independent Audit (Threshold-Based)

A.Ş. companies operating in certain regulated sectors—or those exceeding thresholds relating to total assets, net annual turnover, and number of employees—are subject to independent audit in line with international auditing standards.

Overview: Company Audit in Turkey.


Establishment Workflow (Foreign-Friendly & Fast)

Turkey’s MERSİS platform streamlines incorporation. Typical flow:

  1. Draft articles on MERSİS; obtain tax numbers for foreign shareholders/directors.
  2. Certify signatures of founders/authorized signatories.
  3. Pay Competition Authority fee (0.04% of capital).
  4. Deposit 25% of cash capital (A.Ş. only) pre-registration.
  5. File to the Trade Registry Directorate, receive approved commercial books.

Full guide: Steps to Establish a Company in Turkey.


Liquidation, Branches & Cross-Border Moves


Why Choose an A.Ş. vs Ltd.?

Choose A.Ş. if you value:

  • More flexible share transfer,
  • Ability to issue bearer shares or debt instruments,
  • Potential public offering/listing in the future,
  • A governance model familiar to international investors.

If you prioritise a leaner setup with capped shareholders (≤50) and simpler operations, compare with Limited Company.


Required Documents (At a Glance)

  • Articles of Association (notarised/approved)
  • Signature declarations of authorised representatives
  • Competition Authority fee receipt
  • Bank receipt for the 25% capital deposit (cash capital)
  • Valuation reports & registry annotations for in-kind capital (if any)
  • Board member acceptance statements (for non-shareholder directors, if any)

Full list and nuances: Documents for Company Registration in Turkey.


Timelines & Practical Notes

  • With documents in order, same-day registration is possible at many registries.
  • Consider tax and employment registrations immediately after incorporation.
  • Align articles with future capital-raising plans (e.g., registered capital system).

To see the end-to-end checklist, start with our Company Formation in Turkey


Get Expert Support

MFY Legal advises internationally active founders, corporate investors, and funds on Turkey entries—structuring, articles, capital, governance, audit thresholds, and post-registration compliance.

Speak to our team to structure your A.Ş. correctly from day one.

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This Briefing is for Informational Purposes; it is not Legal Advice. If You Have any Questions, Please Contact Us. All Rights Reserved.

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