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Company setup, taxes and your accountant

Sole proprietorship vs Ltd. vs A.Ş.; setup steps; VAT, withholding, social security; e-invoice and cash registers.

9 min read · Updated 2026-09-05

Sole proprietorship, Ltd., A.Ş.

Sole proprietorshipLimited (Ltd.)Joint-stock (A.Ş.)
Setup1-2 days, ₺3-10k2-5 days, ₺25-45k2-5 days, ₺35-65k
Minimum capitalnone₺50,000₺250,000
Liabilityunlimited (personal assets)limited for commercial debts; partners liable pro rata for tax/social securityshareholders not liable for public debts (board members are)
Taxincome tax 15-40%corporate 25% + 15% withholding on distributionsame
Investor entryhardpossible, notary + registryeasy; required for angel tax incentive
Whensingle founder, small budget, young founder under 29partners or a loaninvestor round, multi-unit, franchise HQ

First-time sole proprietors under 29 get a 3-year income-tax exemption and one year of social security support.

Setup steps

  1. Choose an accountant (SMMM); they run the incorporation.
  2. Articles on MERSİS, notarised signature declaration, trade registry (company) or tax office commencement notice (sole trader).
  3. Tax office visit and tax plate.
  4. Chamber registration (Chamber of Commerce or the relevant craftsmen's chamber).
  5. Social security workplace file; employee entry one day before the first hire.
  6. Fiscal cash register approval and e-invoice/e-archive application.
  7. Bank account and POS.

Monthly and annual obligations

VAT return (monthly), withholding and social security declaration (monthly), advance tax (quarterly), annual income/corporate return (March/April). Accountant fees for an 8-15 employee Ltd. run ₺8-15k a month.

VAT and withholding

Food service carries 10% VAT, alcoholic beverages 20%. Input VAT (fit-out and equipment 20%; food 1-10%) is offset against sales VAT; investment VAT is recovered over 6-14 months. Rent paid to a private landlord carries 20% withholding; so do payments to accountants, architects and lawyers.

Fiscal register and e-invoice

Every sale needs a receipt. e-Invoice becomes mandatory above ₺3 million annual revenue; for sales via your own site or platforms the threshold is ₺500k. Working with an e-invoice integrator from day one avoids a painful migration.

KOSGEB and incentives

The entrepreneur support programme (NACE 56 eligible) requires entrepreneurship training before incorporation; the grant part is limited and the process takes 3-9 months. Do not count these as cash in the base case. The young-entrepreneur tax exemption, İŞKUR on-the-job training and the 5-point social security discount are more tangible.

Partnership agreement

With partners, sign a shareholders' agreement in addition to the articles: capital and sweat-equity shares, profit distribution, decision authority, exit and share buy-back, non-compete.

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