1) What is the current legal landscape for your practice area in your jurisdiction?

The Turkish legal system is based on the continental European (civil law) tradition and, particularly in the fields of commercial and corporate law, provides a structured and investor-accessible legal framework. The Turkish Commercial Code No. 6102 and the Turkish Code of Obligations No. 6098 set out a structured regime in terms of corporate governance, freedom of contract, shareholders’ rights, and directors’ liability. That said, in disputes, the influence of Court of Cassation case law has become increasingly significant, and judicial practice may, in certain areas, be as determinative as the written legislation itself.

Under the Foreign Direct Investment Law No. 4875, foreign investors are, as a principle, treated equally with domestic investors. The investment regime is largely based on a notification approach, and it is generally possible to incorporate companies with 100% foreign shareholding, as well as to carry out share transfers and acquisitions. Free zones and technology development zones are subject to specific incentive regimes and separate legal frameworks which may, under certain conditions, offer tax and operational advantages. Liaison offices, by contrast, are regulated under the regulation of the Foreign Direct Investment Law as a pre-market entry structure with limited authority and are subject to a prohibition on commercial activities.

Investment-based citizenship and residence permit processes have in recent years gained increased practical relevance and, in certain sectors, have created their own legal and economic dynamics. This has contributed to mobility—particularly in the construction sector and among related market actors—by encouraging capital inflows through real-estate-focused investments. From time to time, however, questions may arise in practice regarding the sustainability, transparency, and consistency of implementation of this regime, especially in terms of the scope of administrative discretion.

More recently, the legal framework has also been shaped by a more intensive compliance and supervision environment across multiple sectors. With respect to personal data protection, under the Personal Data Protection Law No. 6698 (“KVKK”), data controllers meeting certain criteria are required to register with the Data Controllers’ Registry Information System (VERBİS) and to prepare a data processing inventory. In addition, data controllers are expected to comply with disclosure obligations, ensure that the processing, storage, and destruction of personal data are carried out in accordance with the KVKK, regulate contractual relationships with data processors in a lawful manner, and structure cross-border data transfers in line with the conditions set out under the KVKK. In practice, decisions of the Personal Data Protection Board are influential—particularly in relation to explicit consent practices and cross-border data transfers—and they play an important role in shaping companies’ data protection compliance policies.

In the field of electronic commerce, registration with the Electronic Commerce Information System (ETBİS) is mandatory under Law No. 6563 on the Regulation of Electronic Commerce. Recent amendments have introduced additional obligations for intermediary service providers and e-commerce platforms that reach certain net transaction volume thresholds, with a view to addressing market concentration and supporting a more balanced competitive environment in the digital market.

Mergers and acquisitions may also trigger obligations under the Law No. 4054 on the Protection of Competition. Accordingly, competition law considerations are often relevant in transaction planning, particularly where notification thresholds or market structure issues may be implicated.

From a tax perspective, under the Corporate Tax Law No. 5520, documentation obligations regarding transfer pricing and related-party transactions remain significant. For multinational groups, country-by-country reporting and local file requirements reflect an approach aligned with international tax standards. In practice, tax audits increasingly rely on AI-supported and data-driven analytical systems, reflecting a more intensive and technology-driven supervisory approach. For example, declared sales prices in real estate transfer transactions may be compared with historical data relating to comparable properties, and atypical discrepancies may be identified through AI-based analytical review mechanisms. Similarly, data collected through e-invoice, e-ledger, and other digital reporting systems may be subject to automated analysis, allowing potential inconsistencies to be flagged at an earlier stage.

Within the scope of financial activities, licensing and authorization mechanisms carried out by sectoral authorities such as the Banking Regulation and Supervision Agency, the Capital Markets Board, and the Energy Market Regulatory Authority provide a regulatory framework aimed at ensuring market stability and investor security. In particular, the licensing requirements introduced for payment services, electronic money institutions, and crypto-asset service providers are designed to safeguard the integrity of the financial system.

As a practical matter, legislative updates and the interpretations of administrative authorities—often varying by sector—can be decisive for business planning and investment decisions. Accordingly, it is typically not sufficient to rely solely on the text of the law; it is also important to observe how practice is applied and evolves.

When properly structured, doing business in Türkiye remains both predictable and commercially viable within its regulatory framework. With appropriate legal planning and accurate structuring, commercial operations can generally be conducted effectively. Sustainable success, however, often requires that activities be supported from the outset by a robust legal infrastructure, clear contractual risk allocation, and a systematic compliance management approach.

2) What three essential pieces of advice would you give to clients involved in your practice area matters?

For clients planning to do business in Türkiye, the first and most critical consideration is the structuring of the contracts to which they will be party, taking into account the country’s economic and legal dynamics. Currency fluctuations, inflation, hardship (excessive difficulty of performance) provisions, termination mechanisms, and security structures should be regulated in a clear and enforceable manner. When determining the dispute resolution method, not only the theoretical judicial remedy but also the enforceability and recoverability of decisions should be assessed. Particularly in transactions of an international nature, arbitration should be considered as a strategic and effective alternative for disputes that require expertise and a swift resolution.

Second, commercial decisions should not be based solely on the wording of legislation. In Türkiye, a significant portion of investment risks may arise not from the normative framework itself but from administrative practice and judicial application. The actual processing times for licenses and permits, the interpretative tendencies of the tax administration, the intensity of sectoral supervision, and the courts’ approach to contractual interpretation may directly affect project timelines and cost structures. Therefore, prior to entering into commercial transactions, it is important to conduct a holistic assessment not only of the legal texts but also of sector-specific practices, the scope of administrative discretion, and likely judicial tendencies.

Third, proper corporate and legal structuring should be established at the initial stage of commercial planning. The company formation model, shareholder relations, representation and binding authority, and decision-making mechanisms should be clearly designed, as they are determinative for long-term stability. In particular, for investors considering the acquisition of real estate, company shares, or material assets, conducting a comprehensive legal due diligence process is of critical importance. Identifying existing obligations, encumbrances, and contractual risks prior to acquisition helps prevent potential financial and legal disputes at later stages. Sustainable success in Türkiye largely depends on undertaking accurate and wellstructured legal planning from the outset of commercial activities.

3) What are the greatest threats and opportunities in your practice area law in the next 12 months?

Over the next 12 months, economic volatility is likely to remain a key factor affecting contractual performance and investment planning. In particular, sustained high interest rates and tighter access to credit may continue to create financing pressure for companies considering large-scale investments. Increased borrowing costs—or limitations in accessing financing on favorable terms—may lead to postponed projects, reassessment of investment plans, and strain on the economic balance of existing contracts. In practice, this environment may contribute to renegotiations between counterparties, an increased number of adaptation claims, more disputes arising from payment difficulties, and, in some cases, greater resort to concordat proceedings due to liquidity constraints.

The duration of judicial proceedings and enforcement processes also remains a structural factor affecting the speed of commercial dispute resolution. Especially in periods of high inflation, delays in the collection of receivables may translate into a material loss of real value for creditors, as the economic equivalent of the receivable can diminish over time.

On the other hand, a continued public focus on reconstruction and infrastructure spending may generate medium-term investment volume for certain sectors. Publicbacked projects and urbanization initiatives are particularly notable in construction, infrastructure, energy, and logistics. This may create new business volume in public procurement contracts, public–private partnership models, and engineering, procurement, and construction (EPC) arrangements, and may give rise to projectbased opportunities for both domestic and foreign businesspersons operating in these fields.

Current market conditions also present selective opportunities for long-term and strategic investors. Although high interest rates on bank loans make access to financing more challenging, they are directing certain companies with strong potential toward alternative financing methods such as capital increases, strategic partnerships, or public offerings. This situation may create opportunities for investors to invest in fundamentally sound companies at more moderate valuations. In family-owned businesses, generational transitions and the need for institutionalization similarly stand out as significant factors facilitating the entry of external investor

Moreover, Türkiye-based start-ups—particularly in technology—continue to attract the attention of foreign investors. Fintech ventures developing digital payment systems and electronic money solutions, studios producing mobile and online games, companies building AI-supported data analytics and automation tools, software firms operating cloud-based SaaS models, and platforms supporting e-export and marketplace integrations have recently been prominent. Start-ups active in digital health, cybersecurity, and education technologies also remain of interest. Going forward, companies with strong business models and execution capacity may continue to grow with investor support and become more visible in international markets.

In addition, state incentives for projects involving large-scale investment commitments may remain relevant in investment decision-making. Activity continues across real estate, energy, defense, manufacturing, and technology, and these areas are likely to remain within investors’ focus on the coming period.

4) How do you ensure high client satisfaction levels are maintained by your practice?

For clients, predictability, speed, and clear communication are fundamental expectations. At Nexpo Legal, we have structured our advisory approach around a proactive, strategic model grounded in continuous and active communication.

Rather than waiting for our clients to raise questions, we provide regular updates on potential risk areas and possible scenarios. Throughout the process, we adopt a transparency-driven approach and consistently share developments relating to the file, applications submitted, decisions received, and all relevant information and documentation. At the outset, we openly assess the strengths and weaknesses of the matter, as well as potential risks and adverse scenarios. Instead of creating unrealistic expectations, we present the legal position with its advantages and disadvantages. Our approach is built not on short-term optimism, but on establishing long-term trust.

Active reporting and periodic legal assessments constitute key tools in supporting our clients’ decision-making processes. Developments are communicated regularly, ensuring that clients remain informed at every stage and can shape their decisions in light of the most up-to-date information.

Each matter is managed by a designated team consisting of a responsible partner, a senior associate, and a junior associate. This structure ensures that the file is reviewed from multiple perspectives, thereby reducing the margin of error and enabling the early identification of potential risks. Where necessary, contributions from different departments are integrated so that legal analysis is assessed alongside commercial considerations. Through coordinated and real-time internal collaboration, we can provide prompt and timely feedback to our clients.

For our international clients, multilingual and culturally aligned service is a core component of our advisory model. Matters are conducted in Turkish, English, Arabic, Chinese, German, and Russian, and we communicate directly with clients in their own language. This approach not only facilitates communication but also ensures that legal risks and commercial expectations are accurately understood. Eliminating language barriers and maintaining a high level of cultural awareness are key factors in building trust with international clients.

In conclusion, we approach client satisfaction not as a one-off legal service, but as a long-term partnership. By aligning legal strategy with commercial objectives and maintaining continuous communication, we provide our clients not only with effective representation, but with sustainable and strategic support.

5) What technological advancements are reshaping your practice area law and how can clients benefit from them?

Digitalization in commercial and judicial processes in Türkiye has advanced significantly. Electronic company incorporation systems, the Central Registry Record System (MERSİS), and the electronic trade registry infrastructure have accelerated company formation and corporate transactions. In parallel, the National Judiciary Informatics System (UYAP) enables litigation and enforcement processes to be carried out and monitored digitally, supporting procedural efficiency and transparency. This digital infrastructure may provide time and cost advantages in legal compliance processes connected with commercial activities.

The widespread adoption of the National Electronic Notification System (UETS) has also brought practical convenience. Electronic service has reduced issues such as unsuccessful physical delivery or improper service in many cases and allows clients to access notifications regardless of location. This may reduce the risk of loss of rights, particularly for individuals who travel frequently or operate across multiple cities. At the same time, because electronic notifications may be deemed served after a statutory period even if unopened, regular monitoring remains important.

These developments can also support cross-border clients in establishing and managing Türkiye-based operations more remotely. Through electronic signature and digital application systems, a range of corporate and procedural steps may be completed without physical presence, enabling clients to follow Türkiye-related processes from their home jurisdictions with greater operational flexibility. This provides a significant advantage in terms of operational flexibility and speed.

In conclusion, technological transformation not only increases transaction speed but also contributes to making processes more traceable and manageable. When used within the appropriate legal framework, digital infrastructure may offer meaningful advantages for clients in terms of operational efficiency and risk control.