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Eglegal last won the day on December 1 2019

Eglegal had the most liked content!

About Eglegal

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  • Birthday 11/11/1980

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  1. Hi Kim, I am sorry that things didn't work between you and your husband. Your statement is correct, that is quite a smooth procedure in Turkey if it is not a contested (disputed) divorce case. However, unfortunately, your attendance to the hearing is required for the judge to make a divorce ruling. You do not have to travel back and forth couple of times, your 1 time presence only would be enough to finalize the case. Your lawyer would be able to share court date with you months ahead and it gives you enough space to set up your flight schedule. For any questions/queries, please feel free. Thanks. P.S. Just for a clarification, your presence is required even if you hired a lawyer here in Turkey, as the judge raises a few simple questions directly to the couple but not to the legal representatives. Regards,
  2. Hi Wanda Wu, Your questions almost exclusively fall within the scope of an accountant expertise, but I would be happy to briefly advise you as a legal practitioner in Turkey. First of all, that does not sound wise to me, saying that your company is responsible of paying income tax in a position which you are unable to pay your debt. Based on your reference, your company's balance sheet must state otherwise but not due income tax. However, I know that is quite a fund needed to pay "closing" the company. Drafting of balance sheet documents, appointing a liquidation officer, registration and publication fees, official government fees etc. These are usually even more costly than opening up a new company For this reason, in daily practice, most of the bankrupted companies (who are already in financial problem due to the nature of their status) prefer to just stop filing the tax to the authorities and no longer engage to any work through the company, instead of following the company liquidation procedures. To my experience, I have not seen any major problem caused by the legal authorities because of not completing the closure, provided that your company does not owe any money to public bodies (such as Tax Office, Pension Authority etc.). Good luck !
  3. Hi Libby, There are 2 legal ways which you can follow under your circumstances; first one is you both file a consensual divorce case before the UK court and finalize it there. Once you get the official divorce decree over there in UK, your husband can have the divorce recognised here in Turkey with another follow-up case what we call "Recognition and Enforcement of Foreign Court Judgments in Turkey". As you are in cooperation with your husband in terms of finalizing the procedures, your husband can hire solicitor here who can help you out and conclude the things quickly. 2nd way would be the one which your husband files a divorce case here in Turkey and you both (or only your husband) hire solicitor to be represented before the family court. According to family law practice here, if your husband files a consensual (uncontested) divorce case, you both need to be present in the hearing at least once (solicitors representation not enough). If you can't show up, then the case automatically turns into a contested divorce case which both sides are in need to bring verbal witnesses to prove that things didnt work out between you and your husband. Qualification of witnesses are also important and needs to be evaluated carefully before proceeding with this 2nd way. Regards,
  4. Hi Fada, In respect of VAT, not you but the contractor is responsible of paying that to the government. For this reason, if any VAT return is applicable then contractor would be able to claim it. However, for this particular transaction, VAT needs to be claimed within a 1 year deadline period after the title of deed has been transferred. I doubt that contractor has made it on time. Still, best way is to contact with the seller (and/or its accountant) to figure that out. Regards,
  5. Hi Fada, That is correct if you fulfill certain conditions. Turkish on Non-Turkish citizens who live abroad (at least 6 months for the past 12 months) is free from paying VAT (VAT rate varies from %1 to %18 depends on the value of the property) since 5th May 2017 and so on. One of the most important criteria is that fund has to be transferred from a bank located out of Turkey and deposited into a bank in Turkey as a foreign currency (USD, EUR etc.). However, there is an hesitation here, as VAT is normally has to be an extra to the purchase price, but contractors usually give buyers a flat fee without making any reference to VAT. In the absence of a cost breakdown you are not aware of how much VAT you have actually paid to the contractor. To find it out, I recommend you to contact with the seller and ask if they claimed a VAT refund which actually you should have benefit. This is another tax, so called Building Tax, apart from the VAT which is only due at the first purchase. Building tax needs to be paid once in a year (could be in 2 equal installment) to the municipality where your property is located . You are only responsible of paying Building Tax once and if you get the title of deed. Therefore, you do not need to take the previous terms into consideration. That was obviously previous owners debt and you can't be jointly responsible of that. Fyi.. Regards,
  6. Hi, That is correct. As of now; At the first RP application, you are asked to bring your passport booklet as well as copies of the all pages of the booklet (except empty pages) . For this reason, you can skip translation + notary procedures. For the extention of the RP application, you are asked to bring (sworn) translated and notarized copy of the passport booklet (Only ID page). For extention, passport booklet is not essential. Fyi.. Regards,
  7. Hi Omer, Yes, notary certification is also needed for the marriage certificate. Plus, I do not know where you have made the translation but marriage certificate needs to be translated by one of the sworn translator who is accredited to the notary public that you use. In other words, translation is deemed to be a "translation" in the eyes of legal authorities if and only you have it made through one of the accredited ones to the notary. Easiest way to figure that out is to simply contact to the notary office that you will use, they give you the name and the contact info of their Eng-Tur translators. Passports do not have to be Apostille certified but needs to be sworn translated (into Turkish) and notarized as the way I have referred under the preceding paragraph. Goodluck!
  8. Hello, Thanks for your response. We would be happy to keep advising you over this thread but we need certain papers which the content has to be kept confidential among us. For this reason, feel free to email us via info@eglegal.net , and one of our team members will be in touch shortly. Regards, Ender
  9. Hi, Your son would have the right to claim assets that are inherited from his father. There is no doubt about it. Does your ex husband have any other son/daughter? Was he married with smo else when he passed away? Also, does your son have Turkish citizenship? (This is also quite important to identify the legal procedures that are needed to follow) Regards, Ender
  10. Dear Zee82, The way of issuing certificate of inheritance depends on if the deceased person is a Turkish citizen or not. Also, definition of asset is important, considering the fact that if properties are subject to inheritance, then the application for certificate of inheritance would be slightlydifferent than the standart procedure. IF you let us know the facts, then we would be able to give you a better consulting. That's correct, if heir is below 18, then his/her legal guardian (who could be mother/father or both) would manage the assets on behalf of minor until the age of 18. Regards, Ender
  11. Hi Jane, One my colleagues from the law school is practicing law in Greek part of Cyprus but he has close connections with the Northern part too (he is Turkish). I believe he can assist you in this matter, feel free to contact me. Regards,
  12. Law of succession is a law area which regulates the terms and conditions after the person dies. Turkish inheritance law, as all other modern law systems, is the body of rules applied to determine who will inherit the assets of the deceased and how the assets will be distributed. The totality of the property belonging to a person is called their assets. Under Turkish inheritance law, upon the death of a person, his/her entire assets passes to the heirs. The only question how this is effected- by operation of law or by the will of the deceased? Turkish inheritance law recognizes two types of heir; statutory heir and the appointed heir. Statutory heirs and their respective inheritance rights are expressly derived from the Turkish Civil Code, i.e. by statute. Accordingly, the heirs who are first in line are deemed to be the descendants of the deceased person. If the deceased person left no descendants, the Civil Code set out that the parents, as the second-in-line heirs, will inherit the asset. Moreover, the Code recognizes full equality between male and female statutory heirs, unlike most of other Middle Eastern countries. The inheritance rights of descendants will devolve onto their own descendants if any of the former is no longer alive when the inheritance takes effect. Appointed heirs (successors) are those heirs expressly and specificly designated by the deceased in a will (testament). The Civil Code, which governs the Turkish inheritance law, recognizes that all persons having the requisite capacity, exercising sound judgment and who have completed their fifteenth year could be the beneficiary of the inheritance. The person would be entitled to write a will and determine the name of the heirs and the method of the distribution during his/her lifetime. Does Turkish Inheritance Law recognize “will” ? Under some some jurisdictions, testamentary (will) capacity is absolute, for instance, in the United States there are very few limitations on how much of the assets can be distributed by a will, and how this can be done. For example, it is not uncommon for people to leave their assets to a favourite pet. However, Turkish inheritance law imposes certain restrictions on freedom of will. The rights of statutory heirs are protected by the applicable law to the extent of statutory heir’s reserved shares. For instance, according to the Code, descendants are entitled to half of the deceased’s assets and that cannot be disinherited of this share by any act of the deceased (inc. will). This is known as the reserved share of the statutory heir. As a result of that, the will freedom is limited by law to only half of his/her assets (Turkish Civil Code Art. 506) Another important concept of the law of succession is the inheritance agreement. This is an agreement whereby a person promises to leave upon his/her death, the entire asset, or a specific part of it (for e.g, a house), to the other party. Such an agreement could be concluded, for instance, between a person and his long-time servant. Turkish law recognizes such agreements, which can therefore be enforced if not otherwise invalid. In any case, reserved shares of the descendants are to be kept safe. For any specific Turkish inheritance law questions/queries, E&G law firm lawyers would be happy to assist you.
  13. Limited Liable, LLC (“Limited Şirket”) and Joint Stock Type (“Anonim Şirket”) Capital Companies Capital companies are the most common form of business entities in Turkey utilized by both local and foreign investors. Investors may choose to participate into an already existing capital company or establish a new one. 100% ownership of Turkish corporate entities by foreign companies and/or individuals is permitted. Under Turkish law, both joint stock corporations (similar to ‘Corporations’ in the U.S. and ‘Société Anonyme’ in Europe) (‘Anonim Şirket’- A.Ş. in Turkey) and limited liability companies (similar to ‘LLC’ in the U.S. and Europe) (‘Limited Şirket’ – LTD in Turkey) are capital companies, as opposed to so-called “personal companies” used for individual service providing. In capital companies, in principle, the liability of shareholders is limited with the share capital subscribed. In both A.Ş. and LTD. company types, fields of activity, operations, and other corporate matters are governed by their company articles of association (AoA – similar to ‘certificate of incorporation’ and ‘bylaws’ in other jurisdictions) within the framework set out in the Turkish Commercial Code No. 6102 dated January 13, 2011 (the ‘TCC’). From a practical point of view, Joint Stock Companies – A.Ş.’s are legal entities are better developed and more flexible (the management body is Board of Directors, company holds General Assemblies etc.) and A.Ş.’s could issue share certificates (physically printed) available for various financing purposes as well as tax exemption on certain cases such as transfer of shares to any third party. On the other hand, Limited Liable Companies – LTD.’s are generally used for projects and investments in a smaller scale (the only corporate body is Shareholders General Assembly and day to day businesses are run by Board of Managers). The main difference between the two company types lies in liability perspective. Although, they are both capital companies (with responsibility to shareholders limited with their capital payments), the LTD. shareholders are also liable with their personal assets for public debts such as taxes and social security premium payments for employees. Since bureaucratically LTD. and A.Ş. companies are now closer to each other (subject to new TCC in effect since 2012); it may be advised to foreign investors to incorporate A.Ş. companies instead of LTD. companies due to flexibilities of corporate transactions and minimum shareholder liability for corporate related debts. Subject to new TCC, both company types (A.Ş. and LTD.) can now be incorporated by only one (1) shareholder. The minimum capital requirement for AS companies is TRL 50,000.- (fifty-thousand-Turkish-Liras) and the minimum capital requirement for LTD companies is TRL 10,000.-. For both company types ¼ (one-fourth) of capital shall be paid into the company accounts (temporary accounts to be established before Chamber of Commerce filing for incorporation) at commencement (which can be freely used for expenses of the company following establishment) and the remaining capital shall be paid in to the company in twenty-four (24) months. In both company types, the incorporator shareholders could be companies or individuals and they can all be established or resident in foreign countries. Branches of Foreign Companies in Turkey Alternative to directly establishing or participating in a capital company, investors may choose to invest in Turkey through formation of a branch office or a liaison office of an already existing foreign commercial entity established at another jurisdiction. Although independent legally, branch offices are not considered as separate legal entities and are closely associated with their parent companies with respect to their internal management. However, branch offices of non-resident companies do have autonomy in terms of accounting and for carrying out commercial transactions. They are also subject to corporate taxes independently here in Turkey. Branch incorporation for non-resident entities is quite similar to subsidiary company formations but require an additional permission from the Turkish Ministry of Customs and Trade (formerly known as Ministry of Industry and Commerce). In practice branch offices are no longer common in Turkey for foreign investors. They are mostly used for localization (among districts of Turkey) following an establishment of a subsidiary company in Turkey first. Liaison (Representative) Offices in Turkey Liaison offices (also known as representation or representative offices / ‘İrtibat Bürosu’ in Turkish) are the right tools for ‘non-commercial activities’. Liaison offices cannot issue invoices and/or generate income in Turkey. There is less bureaucracy for formation and maintenance of liaison offices. However, there is still a requirement to obtain a permission from the Undersecretary of Treasury Incentive Application and Foreign Investment Directorate (organized under Ministry of Economy) pre-opening and some procedures to comply with in the course of operations. By definition liaison offices cannot carry out any commercial activities. The involvement in commercial activities is perceived as the issuing of invoices, collecting money, receiving orders etc. in Turkey. Liaison offices are primarily established to provide preparatory and auxiliary services such as representation services, information gathering, marketing etc. to their parent companies. Typical assignments of a liaison office are: collecting information relating to customers, suppliers and competitors; performing surveys on markets and the activities of distributors, agents or licensees; following developments and changes in the local regulations and (if necessary) lobbying, preparation of surveys on possibilities of establishing branch or incorporation of a subsidiary company in Turkey, providing information relating to the activities of the parent company and its products to suppliers or customers. Within this framework some of the restricted areas for liaison offices in Turkey are sampled below: * Liaison offices cannot engage in any commercial activities. * Liaison offices cannot give any commercial offers or accept them. * Liaison offices cannot issue pro-forma invoices. * Liaison offices cannot sell any goods or services. * Liaison offices cannot provide technical support or consulting services on behalf of the parent. * Liaison offices cannot operate in any direct or indirect commercial activity that generates income. Formation Procedure for Businesses Although it may vary due to the type of commercial entity and other specifications with respect to the investors’ choices; the procedure for incorporation of commercial entities in Turkey can be summarized as below: * Obtaining and legalizing shareholder identity documentation; * Getting necessary formation permissions (in cases of branches, liaison offices and incorporations at free trade zones only); * Opening a temporary capital advance blockade account at a local bank (not applicable for liaison offices); * Drafting and notarization of certificates for incorporation (Article of Association) (not applicable for liaison offices); * Getting an office lease contract for registration address; * Registration to chamber of commerce trade registry (not applicable for liaison offices); * Appointment of management; * Notarizing of company books (legal and accounting); * Registration to tax office (first preliminary and following on-site visit by tax officials); * Obtaining a work place opening permit for the office address (from district municipalities); * Getting employee payroll registration (at social security institution); * Obtaining operations licenses in cases of ‘regulated’ field of activities or incorporations at free trade zones. Documents Required for Establishment The documents required for the establishment of capital companies and/or branch or liaison offices is not complicated and mainly consists of the documentation of the incorporating shareholder firms or individuals such as their activity certificates and certificates of good standing or passport and residency information. Please note that foreign documents require either an ‘Apostille’ verification (based on Hague Convention of October 5, 1961 Abolishing the Requirement of Legalization for Foreign Public Documents) or Turkish Consulate verification at the source country. Time Required for Establishment The company registration at the trade registry only takes one (1) to three (3) days and the whole procedure for incorporation of takes approximately 2 (two) weeks following the submission of documentation for both types of capital companies (limited liable companies and joint stock companies) including tax registration and work place opening permit. For branches and liaison offices an additional 2 (two) weeks shall be reserved to obtain the special permissions from the relevant authorities. In case of license requirements for regulated fields of activities or free trade zone incorporations an additional 2 (two) weeks shall also be reserved.
  14. Companies with foreign capital and foreign real persons may purchase immovable property in Turkey, even though this possibility has certain legal limitations. Within the framework of this Article, the acquisition of immovable property by foreign real persons shall be discussed. ➢ Legal Grounds As per the Land Registry Law No. 2644 (“Land Registry Law”), it is possible for foreign real persons to acquire immovable property in Turkey. The reciprocity condition regulated under the former Article 35 of the Land Registry Law was abolished by the amendments brought by Law No. 6302 by the date of 03.05.2012. Therefore, Article 35 of the Land Registry Law reads as follows: “in order to comply with the legal restrictions, foreign real persons, citizens of countries determined by the Council of Ministers pursuant to international relations and the country’s benefits may acquire immovable property and rights in rem in Turkey”. ➢ Legal Restrictions Pursuant to Article 35 of the Land Registry Law, the total area of the real property and limited rights in rem that a foreign real person may purchase cannot exceed 10% of the total area of private properties within the related district and 30 hectares in Turkey. Therefore, acquisition of immovable property by foreign real persons is subject to a concrete limitation. In addition to the areal limitation, there is a territorial limitation. As per Law No. 2565 on Military Forbidden Zones and Military Security Zones, foreign real persons are obliged to obtain permission from the military authorities in order to acquire immovable property. Where the area desired for purchase is within the borders of a military forbidden zone or military security zone, foreigners cannot acquire an immovable there. Moreover, it should also be noted that Article 35/3 of the Land Registry Law states that “in case the country’s benefits necessitate, the Council of Ministers is authorized to determine the acquisition of immovable property or limited rights in rem of foreign real persons with regard to country, person, geographical area, duration, number, proportion, qualification, area meter and quantity, limit the acquisition, cease it entirely or partially or forbid it”. ➢ Real estate title transfer To purchase real estate in Turkey, a potential seller and buyer must submit an application to the Land Registry Office in the area where the target real estate is registered. There are two stages to this process: a) first the pre-sale approval and b) secondly, the actual title transfer. There is no difference between Turkish citizens and foreign real person with regard to the documents required during the pre-sale approval process. However, please note that if the purchaser does not speak Turkish, a certified Turkish translator will be required during the title deed transfer (section 3(b) below). OR just simply foreigner will issue a proxy, which is needed to be approved by the notary, which authorizes the representative (attorney) to sign the papers and complete the transaction. a. Obtain approval for the purchase from the Land Registry Office Before the property can be transferred, the buyer and seller must apply for and be granted approval for the purchase by the Land Registry Officer. When filing such an application, the seller and the buyer must supply a range of documents and pay certain fees. Depending on the parties’ preferences, they may submit these documents together or separately. The seller (or his/her authorized representative) must provide the following documents to the Land Registry Officer: (i) Identification document for the seller (ii) One photo of the seller taken within the last six months (iii) Title deed of the property, or information about the village/district, block, building plot, detachment, (iv) Property Value Statement obtained from the relevant municipality. (v) Earthquake insurance policy for the buildings (vi) If the seller makes the application through an authorized representative, documents regarding this authorization In order to proceed, the foreign real person buyer must also obtain a Turkish tax number and then should submit the following documents to the Land Registry Office (i) Identification document or passport for the buyer, together with its translation (ii) Two photos of the buyer taken within the last six months (iii) If a proxy is acting on the buyer’s behalf, the original or certified copy of the power of attorney and its approved translation. The Land Registry Office will check the buyer against the relevant restrictions (outlined above). If none of these restrictions affect the buyer, the Land Registry Office will turn its inquiries to analysis of the property’s location. The Land Registry Office inquires with the relevant military authorities whether the property is located within a military or special zone. If the military authorities advise the Land Registry Office that the property is in a military zone, the buyer will need to apply for a permit to purchase the property. When the Land Registry Office inquires with the military authorities about the property’s location, the buyer must pay the circulating capital fee. This fee is for the map prepared by the Cadastre Directorate. The buyer and seller may agree to share the cost of this fee, which is common in the daily practice. The Land Registry Office will inform the buyer of the outcome of their checks. If the buyer is not restricted from purchasing the property and it is not located within a military or special zone, the Land Registry Office will give the buyer an appointment time for transferring ownership. The length of time between the parties’ application and receiving the Land Registry Office’s decision will depend on the correspondence between the Land Registry Directorate and the military authorities. In some instances, this may take more than a month. If the Land Registry Office declines the foreigner’s application to buy the property, this decision can be appealed to the relevant Regional Office of the Land Registry Directorate. b. Title transfer at the Land Registry Office Once the Land Registry Office approves the buyer to purchase the property, both the buyer and the seller (or their proxies) must visit the relevant Land Registry Office to perform the sale transaction. The buyer and seller should have agreed on the terms of the purchase before visiting the Land Registry Office. If either party authorizes a proxy to act on their behalf in the sale or purchase of real estate, the proxy must be issued by a Notary Public in the form required by legislation. Where a legal entity is selling the property, a representative may conduct the sale procedures on behalf of the legal entity. However, the representative must submit his/her authorization certificate to the relevant Land Registry Office in order to perform the transaction. For the sale of real estate between the parties to be legally valid, it is compulsory that: (i) Both the seller and the buyer are present at the Land Registry Office (or represented by a proxy); and (ii) The parties enter a sale agreement in the required official form while they are at the Land Registry Office. If a sale agreement is not compliant with the Land Registry Office or the Notary Public’s document requirements, the document will be null and void in Turkish law. ➢ Fees and costs involved in purchasing real estate The acquisition of real estate takes effect only after it is duly registered at the relevant Land Registry Office. Once the title has been transferred, the buyer must pay the sale price and the seller must allow the buyer to have occupation of the property. To prevent tax avoidance, the sale price cannot be less than the market price determined by the relevant Municipality. The sale price is noted on the formal Title Deed document and the Title Deed Fee is calculated based on this amount. In addition to the sale price, there are certain financial obligations which arise during the purchase of real estate in Turkey. These are outlined in the table below and VAT is discussed briefly as given below. ➢ VAT Regime for the sale of real estate in Turkey If the seller generates a commercial income from the sale of real estate, the sale transaction will also be subject to Value Added Tax (“VAT”). The ratio of VAT depends on the net area of the real estate. In principle, the VAT payer is the seller. However, since VAT is a tax which can be passed on to the other party, in practice the seller generally adds the VAT amount onto the sale price to create one combined sale price. This effectively results in the buyer paying the VAT amount. ➢ Conclusion As explained above, the acquisition of immovable property in Turkey is possible for foreign real persons, but is subject to certain limitations. In addition to these limitations, in order to avoid issues arising from the lack of knowledge of the legislation and practice in Turkey, foreigners should take into consideration the above-mentioned matters before any acquisition. The most important of these matters is compliance with the official form requirement and registration. Moreover, it is advisable for foreign real persons to check the land registries before the acquisition in order to see if there are any pre-existing mortgages or any obstacles to the sale of the immovable property.
  15. Eglegal

    E&G International Law Firm

    E&G International Law Firm (“E&G”) is a full-service, multi-discipline law firm based in Izmir, Turkey. Along with the highest ethical values, E&G’s practice areas include real estate and property law, busines law, commercial contract law, foreign investment law, corporate governance and structuring, family and divorce law, wills and inheritance law, commercial-civil litigation as well as debt recovery. Ender KELES (Mr.) also offers a wide range of legal services to the clients from the US, UK, Europe and Arab states of the Arabian Gulf. They have affiliated offices/business partners in most of the EU member states, including but not limited to, Germany, Holland, Belgium and Poland. Ender KELES provides official “mediation” services as part of the alternative dispute resolution under the both commercial and labour legal matters take place in Turkey. In this sense, Ender KELES is a member of organizations like IMG- International Mediator Group, Aca International, European Lawyers Solicitors Directory, Business Guide Of Turkey, Helpline Law Legal Solution Worldwide, International Bar Associations as well as Global Law Experts. E&G Hukuk Bürosu ticari işletmelere, finans kurumlarına ve bireylere, başta ticari meseleler olmak üzere bir çok farklı hukuk alanında hizmet vermekte olan bir avukatlık bürosudur. E&G Hukuk; yabancı sermaye yatırımları, ticaret hukuku uygulamaları, aile hukuku, trafik tazminatları ile sigorta hukuku konularında yoğun olarak çalışmaktadır.
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