Liability Of Joint Venture Partners

Due to the remarkable rate of development in the Turkish markets over the past 30 years, investors (especially foreign investors) that wish to share their risks, costs, responsibilities and liabilities prefer to form joint venture partnerships in relation to their investments in Turkey. A joint venture may be formed as either:

• a capital company (eg, a joint stock company or limited company), as regulated under the Commercial Code¹;
• an ordinary partnership, as regulated under the Code of Obligations².

The code defines 'joint ventures' as partnerships by which two or more real persons or legal entities unite their work power and assets in order to achieve a joint goal.

Joint ventures formed under the code are not deemed legal entities, and accordingly their registration in the trade registry is not required. However, in line with the Ministry of Industry and Trade's Communiqué 2009/2³, a joint venture that has been formed by legal entities in order to carry