How to Open a Stock Market Company in Turkey For Foreigners

How to Open a Stock Market Company in Turkey For Foreigners

Turkey is one of the fastest-growing emerging markets in the world, attracting foreign investors and entrepreneurs who wish to benefit from its dynamic economy and strategic location. Among the many opportunities available, opening a stock market company—whether it’s a brokerage, investment firm, or portfolio management company—can offer access to a growing financial market and international clients. This guide will walk you through the step-by-step process for foreigners interested in Stock Market Company in Turkey, highlighting legal requirements, regulatory procedures, and key tips for a successful launch.

Understanding the Turkish Capital Markets

Before diving into the setup process, it’s essential to understand the structure of Turkey’s capital markets. The financial markets in Turkey are overseen by the Capital Markets Board of Turkey (CMB or SPK), which regulates activities such as:

• Stock brokerage

• Asset and portfolio management

• Investment consultancy

• Public offerings

• Custody and clearing

The main stock exchange is Borsa İstanbul (BIST), where securities like stocks, bonds, and derivatives are traded.

Step 1: Choose the Right Type of Company Structure

As a foreigner, your first decision will be choosing the right type of legal entity. Most stock market-related firms in Turkey are registered as:

• Joint Stock Company (A.Ş) – Ideal for large-scale operations like brokerage houses or investment firms. Mandatory for businesses wishing to operate under CMB regulations.

• Limited Liability Company (Ltd. Şti) – May be used for financial consultancy or support services, but not for direct trading or brokerage.

Why A.Ş is Preferred for Stock Market Businesses:

• Required by law for capital market activities

• Can offer shares to the public

• Minimum capital requirement is higher but provides greater credibility

Step 2: Fulfill Capital and Founders Requirements

To open a company regulated by the CMB, such as a brokerage or portfolio management firm, certain financial and professional requirements must be met.

Minimum Capital Requirements (as of latest regulations):

• Investment Firms: Minimum TRY 2 million – 25 million depending on the scope (execution-only, limited custody, full-service, etc.)

• Portfolio Management Companies: Minimum TRY 1 million – 5 million depending on services

Other Requirements:

• Founders must have no criminal record related to financial crimes

• At least one board member must have relevant finance or capital markets experience

• Compliance officer and internal auditor positions must be filled with qualified professionals

Step 3: Register the Company with the Turkish Trade Registry

Once you meet the above requirements, you must register your company officially:

Process:

• Prepare and notarize Articles of Association

• Deposit a portion of the capital to a temporary bank account

• Apply for company registration through the Central Registry System (MERSIS)

• Register with the Chamber of Commerce

• Obtain a tax number and register for social security

All documents not originally in Turkish must be translated and notarized.

Step 4: Apply for Licenses and CMB Approval

Opening a stock market company in Turkey is not complete without official licensing by the Capital Markets Board (SPK/CMB).

Required Steps:

• Submit application to CMB along with:

  • Business plan

  • Financial feasibility study

  • Details of board members and shareholders

  • Proof of minimum capital deposit

  • Compliance and risk management documents

Additional Licenses:

• If offering brokerage services, apply for Investment Services License

• If managing portfolios, apply for Portfolio Management License

• Must obtain operational permits for each specific capital market activity

Approval process may take several months and requires close communication with the board.

Step 5: Set Up Infrastructure and Hire Personnel

After obtaining regulatory approval, the next phase involves setting up your operational infrastructure.

Key Requirements:

• Physical office space in Turkey

• Secure IT infrastructure with systems for trade execution, risk control, client communication, etc.

• Appoint:

  • General Manager

  • Compliance Officer

  • Internal Auditor

  • Investment advisors (must be certified)

All staff engaged in capital market activities must hold licenses issued by CMB, such as SPK Level 1, 2, or 3 certificates depending on their roles.

Step 6: Integrate with Takasbank and MKK

To operate in Turkish capital markets, your firm must integrate with:

• Takasbank – Central clearing and settlement institution

• MKK (Central Securities Depository) – Manages dematerialization and registration of securities

Both institutions require separate application and testing procedures. Once integrated, your company can officially begin operations.

Step 7: Open Corporate Bank Accounts and Activate Trading

At this stage, your company is officially licensed and structurally ready. Now you can:

• Open commercial bank accounts with Turkish banks

• Connect to Borsa İstanbul’s trading platform (if applicable)

• Onboard clients and begin offering investment services

Ensure all client onboarding processes comply with anti-money laundering (AML) and know-your-customer (KYC) regulations.

Optional Step: Apply for Foreign Direct Investment (FDI) Benefits

As a foreign investor, you may be eligible for certain investment incentives under Turkey’s Foreign Direct Investment Law.

Potential Benefits:

• Tax reductions

• Customs duty exemptions

• Employment incentives

• Facilitation in residence and work permits

Registering with the Ministry of Industry and Technology as a foreign-capital company can help unlock these advantages.

Important Notes for Foreigners

Here are a few additional tips to keep in mind:

• Legal Representation: Appointing a local lawyer or consultancy firm experienced in capital markets can smoothen the process.

• Language Barrier: Most official documents and communications must be in Turkish. Hire a professional translator or bilingual legal assistant.

• Double Taxation Treaties: Turkey has treaties with many countries to avoid double taxation—consult a financial advisor to optimize your tax liabilities.

• Residency Permits: Foreign shareholders or directors may need to obtain residence and work permits if actively involved in daily operations.

Opening a stock market company in Turkey as a foreigner is a rewarding but complex process. From choosing the right company structure to complying with rigorous CMB regulations, each step must be handled with care and professionalism. With the right strategy, legal support, and infrastructure, your company can tap into one of the most exciting and rapidly developing capital markets in the region. Whether you’re launching a brokerage firm, an investment advisory company, or a portfolio management business, Turkey offers a rich ecosystem for financial entrepreneurs ready to play by the rules and grow big.