International legal services in Türkiye › Commercial law
Commercial Lawyer in Turkey: Legal Support for International Business
Legal information notice
This publication provides general information on Turkish law as of its stated review date. It does not create an attorney–client relationship; documents, time limits, jurisdiction and current rules require a matter-specific assessment.
Contact usDirect answer: A commercial lawyer in Turkey can assist a foreign company with Turkish contracts, unpaid receivables, distributor and shareholder disputes, corporate governance, commercial litigation, interim protection and enforcement. The correct first step is usually a document and jurisdiction review: the contract, parties, performance record, dispute clause, deadlines and assets in Türkiye determine which route is legally available.
This page is designed for overseas companies, shareholders, exporters, suppliers, creditors and investors facing a Turkish legal issue. It does not promise a particular result. It explains how a commercial file can be organised before negotiations, mediation, court proceedings or enforcement begin.
For a wider overview of market entry, registry documents, contracts, due diligence and cross-border company work, see legal services for foreign companies in Turkey.
When may a commercial lawyer in Turkey be needed?
International business disputes often begin as an operational problem rather than a lawsuit. Goods may be rejected, an invoice may remain unpaid, a distributor may stop reporting sales, a shareholder may be denied information or a Turkish counterparty may invoke a different interpretation of the contract. Early legal review can preserve evidence and clarify the commercial options before positions harden. The dedicated contract disputes in Turkey guide for foreign companies provides a twelve-step framework for breach, notice, evidence, governing law, mediation, interim protection and recovery.
- unpaid invoices, price disputes and delayed commercial payments;
- breach, termination, renewal or interpretation of supply and service contracts;
- distributor, dealership, agency and franchise disputes;
- shareholder, director and corporate governance disputes;
- failure to deliver goods, machinery, projects or contracted services;
- commercial fraud allegations, unauthorised transactions or misuse of company assets;
- foreign judgment or arbitral award enforcement in Türkiye;
- pre-transaction legal due diligence and counterparty checks; and
- urgent measures where evidence or assets may disappear.
Commercial dispute triage
| Business problem | Questions to examine first | Possible route |
|---|---|---|
| Unpaid invoice | Delivery, acceptance, objections, maturity, security and debtor assets | Demand, enforcement, mediation or litigation |
| Contract termination | Notice clause, cure period, material breach, governing law and loss | Notice, negotiation, interim relief or claim |
| Distributor dispute | Territory, exclusivity, targets, stock, data, customer ownership and termination | Contractual exit, settlement or commercial action |
| Shareholder conflict | Articles, resolutions, information rights, voting, related-party transactions and records | Corporate remedies, interim protection or litigation |
| Foreign decision | Finality, service, public policy, treaty and Turkish assets | Recognition, enforcement and execution |
No table can select the procedure automatically. Claims can overlap, and a step that is appropriate for one contract may waive leverage or create unnecessary cost in another.
Commercial contracts and contract disputes
A contract review by a commercial lawyer in Turkey should cover more than the payment clause. The identity and authority of the parties, incorporated general terms, specifications, delivery and acceptance, warranties, limitation of liability, penalties, force majeure, notices, governing law, jurisdiction and arbitration clauses may all affect the case.
Contemporaneous evidence is important. Purchase orders, signed delivery notes, customs and transport records, project reports, quality objections, meeting notes, emails, electronic messages and accounting records may show what was agreed and performed. A commercial lawyer in Turkey can assess how those materials may be used under Turkish procedural rules and what should be preserved before a formal claim.
Unpaid invoices and debt recovery
Where the central issue is payment, the file may require a documented demand, Turkish enforcement proceedings, mandatory mediation or commercial litigation. An invoice alone does not answer questions about delivery, acceptance, objections, set-off or authority. The dedicated debt collection in Turkey guide explains the main recovery routes, while the focused unpaid invoice in Turkey guide covers evidence, demand, objection, mediation and protective-measure planning.
Interim attachment or another protective measure may be considered where statutory conditions and evidence support it. Such relief is not automatic; urgency, security, maturity of the claim and the risk to recovery must be analysed. The dedicated interim attachment in Turkey guide explains the evidence, security, ten-day execution deadline and follow-on process.
Distributor, agency and supply-chain disputes
Distribution relationships often create disputes about exclusivity, sales targets, minimum purchase commitments, pricing, customer data, online sales, unsold stock, trademarks and post-termination obligations. The legal analysis should distinguish the signed contract from later conduct and amendments. Competition, intellectual-property or sector-specific rules may also require separate review.
Before termination, a commercial lawyer in Turkey can review the notice method, notice period, cure mechanism and consequences for inventory, receivables and confidential information. A poorly prepared exit can turn a manageable operational issue into multiple claims.
Shareholder and corporate disputes
Foreign shareholders in a Turkish joint-stock or limited-liability company may face disagreements concerning management, access to company information, general assembly resolutions, capital, profit distribution, share transfers, director liability or related-party transactions. The articles of association, trade registry records, resolutions, shareholder agreements and accounting documents should be reviewed together.
A commercial lawyer in Turkey should assess available remedies according to the company type, the challenged act, standing and statutory time limits. A private shareholder agreement does not necessarily replace mandatory corporate rules or registry requirements. Urgent disputes may also require consideration of interim measures before the underlying claim is decided.
Commercial litigation and mandatory mediation
The Turkish Commercial Code, Law No. 6102, defines categories of commercial cases and regulates companies and commercial enterprises. The original legislation is available through the official Resmî Gazete text of Law No. 6102; the consolidated current text should be checked through the official legislation database.
Some commercial claims require an application to mediation before a lawsuit can be filed. The scope has changed over time and may include specified monetary and related commercial claims. The current claim type must therefore be checked rather than assuming that every commercial dispute follows the same pre-action route. The Ministry of Justice publishes official material on mandatory mediation in commercial disputes.
Jurisdiction, governing law and forum clauses require separate attention in cross-border matters. A clause choosing foreign law does not necessarily mean that every procedural issue is governed abroad, and a foreign court clause does not by itself answer whether urgent relief or enforcement is available in Türkiye.
Recognition, enforcement and arbitration
A foreign judgment is not automatically executable against Turkish assets merely because it is final abroad. Finality, proper service, defence rights, public policy and other conditions may need to be examined in Turkish recognition or enforcement proceedings. See the detailed guide to enforcement of foreign judgments in Turkey.
Foreign arbitral awards follow a distinct legal framework that may include the New York Convention and Turkish legislation. The arbitration agreement, award, notice, scope, binding status and certified documents should be reviewed separately from an ordinary foreign court judgment. See the foreign arbitral award enforcement in Turkey guide for the nine-step filing and recovery framework.
Legal due diligence before a transaction
Due diligence is not a guarantee that a transaction will be risk-free. Its purpose is to identify material legal questions within an agreed scope. Depending on the transaction, review may cover company registry information, signatory authority, articles, licences, material contracts, litigation information, security, property, intellectual property and compliance documents.
The scope should be proportionate to the transaction and the information legally available. Commercial registry data alone cannot verify every operational statement made by a counterparty.
Documents for an initial commercial review
- signed contract, annexes, general terms and amendments;
- purchase orders, invoices, delivery and acceptance records;
- emails, notices and meeting records showing the chronology;
- company titles, registration details and known signatories;
- payment records, account statements and security documents;
- board or shareholder resolutions relevant to authority or approval;
- details of existing court, enforcement, mediation or arbitration proceedings; and
- known deadlines, asset risks and the commercial outcome sought.
Electronic copies are usually enough for preliminary review by a commercial lawyer in Turkey. Originals, certified translations, apostille, legalisation or notarised documents may be required later depending on the use.
Can a foreign company be represented remotely?
Many Turkish commercial matters can begin without company representatives travelling to Türkiye. Readable electronic copies are suitable for an initial review. Representation can often be arranged through a suitable power of attorney issued at a Turkish consulate or before a competent foreign authority, subject to apostille or legalisation and translation requirements.
Corporate authority documents are required when authority is not otherwise established. The correct signatory and certification route should be confirmed before documents are executed. Physical attendance remains necessary where a specific procedural rule or court direction requires it.
Frequently asked questions
Can proceedings start before the original contract arrives?
An electronic copy can usually support an initial assessment. The required filing form depends on the claim, authenticity issues and the court or authority receiving the document.
Does every commercial dispute require mediation?
No. Mandatory mediation depends on the legal nature and relief requested. The current statutory scope should be checked for the specific claim before filing.
Can Turkish assets be protected before the final judgment?
Turkish law provides interim mechanisms where statutory conditions are met, but the evidence, urgency and security requirements must be assessed. Relief is never guaranteed.
Can a foreign company use a power of attorney?
Often yes. The signatory's authority, company documents, form of the power, apostille or legalisation and Turkish translation requirements depend on the country and intended use.
How are legal fees and costs determined?
The scope, procedural route, claim value, document volume and urgency affect the work required. Court, mediation, enforcement, translation, notification and expert costs are budgeted separately when incurred. The scope and fee arrangement should be agreed after the initial review.
Does a foreign jurisdiction or arbitration clause prevent interim relief in Turkey?
Not automatically. A foreign jurisdiction or arbitration clause governs the forum for the merits, but it does not by itself rule out a Turkish interim measure concerning assets or evidence in Turkey. The request must still satisfy Turkish rules on jurisdiction, urgency, proportionality, proof and security.
Do negotiations or mandatory mediation stop a limitation period?
Negotiations alone do not suspend or reset a limitation period. For mandatory mediation, the period from the application until the final record is not counted under Law No. 6325. Debt acknowledgement, court action and enforcement have distinct statutory effects, so the deadline must be calculated for the specific claim.
Can a Turkish branch bind its foreign parent company?
A Turkish branch of a foreign company is not a separate legal person. Whether its signature binds the company depends on the signatory’s registered or delegated authority and any joint-signature or transaction limits. Check the trade registry record, signature circular, corporate resolution, power of attorney and contract together.
What documents show that a company signatory had authority?
Start with current trade registry records and the signature circular or specimen. Depending on the transaction, the articles of association, corporate resolutions and a power of attorney may also be required. Check the date, duration, monetary or subject limits and whether joint signatures are mandatory.
When does contractual security become effective against third parties?
Signing a security clause does not complete every type of security. Depending on the collateral, registration, transfer of possession, notice, endorsement or another statutory step may be required before it is effective against third parties. Verify the asset, debtor, priority, registry and enforcement route before relying on the security.
Request an initial commercial file review
Send a short chronology, the parties' complete legal names, the contract, the key correspondence, the amount or business outcome in dispute and any urgent deadline. Avukat Emirhan Keskin's office is based in Mersin and assists international companies with Turkish commercial matters according to the agreed scope.
Telephone / WhatsApp: +90 552 224 43 66
Email: avukatemirhankeskin@gmail.com
General information only. The applicable law and procedure depend on the contract, facts, documents and current legislation.
How to build a defensible cross-border commercial case file
A commercial dispute is easier to evaluate when the material is organised around the legal questions rather than around the order in which emails arrived. The first working document should be a chronology that identifies the contracting parties, each relevant order or amendment, performance milestones, invoices, objections, notices, meetings, payments and the point at which the relationship broke down. Every entry should identify the supporting document and its date. This makes gaps visible: a claimed oral amendment may have no written confirmation, a delivery document may bear a signature whose authority is uncertain, or a complaint may have been raised after an agreed inspection period.
The chronology should be accompanied by a claim map. Each requested remedy—payment, return of property, performance, termination, compensation, an injunction or recognition of a foreign decision—must be linked to its factual and legal basis. Principal, interest, contractual penalties, exchange-rate questions and alleged loss should be separated. The counterparty’s anticipated defences should also be recorded. This discipline prevents a business team from treating a commercially persuasive narrative as if it automatically proved every element required in a Turkish proceeding.
Counterparty identity, authority and corporate records
International files frequently contain a brand name, a website name and a trading address, but not the complete registered title of the Turkish company. Proceedings should be directed against the correct legal person. Current trade-registry records, tax details, registered address, company type and representation rules should be checked. A branch, shareholder, director and affiliated company are not automatically liable for the obligations of another entity. Guarantees, assumptions of debt and personal undertakings require their own validity analysis.
Signatory authority is equally important. The person who negotiated the contract may not have possessed authority to bind the company alone, or the registry may require joint signatures. Later approval, performance or conduct can matter, but should not be assumed. For a foreign corporate client, the authority of the person granting a Turkish power of attorney must also be documented through current registry or corporate documents and, where required, authentication and Turkish translation.
Preserving electronic and technical evidence
Emails should be preserved with sender, recipient, date, time, attachments and header information where relevant. Exporting only selected screenshots can remove context and make authenticity harder to assess. Messaging-platform conversations should be retained as complete sequences, together with information identifying the participants. Files stored in a shared workspace should retain version history and access records when available. If a key website, online listing or account may change, a legally appropriate method of recording its contents should be considered promptly.
Technical disputes require more than commercial correspondence. Specifications, drawings, source files, acceptance tests, photographs with reliable dates, quality-control records, service tickets, shipping data and expert observations may be central. A party should avoid altering the disputed product or data before deciding whether an expert examination or judicial evidence-preservation measure is needed. Personal data, trade secrets and privileged material should be shared through a controlled channel and only to the extent necessary for the agreed review.
Notices, cure periods and termination strategy
A notice can affect termination, default, interest, warranty rights and procedural deadlines. The contract must be checked for any prescribed language, address, method or period. Turkish law may impose additional form requirements for particular notices or parties. A message that is commercially clear may still be disputed as legally ineffective if it was sent to the wrong entity, by an unauthorised person or through a method that cannot be proved. Conversely, an overly aggressive notice can close a useful settlement route or make operational continuity impossible.
Before termination, the file should answer whether the breach is remediable, whether a cure notice is required, which obligations survive, how stock, equipment, data and confidential material will be returned, and whether transition assistance is needed. A termination letter should not casually admit an amount, waive a defence or select a governing-law position without review. When the relationship covers several contracts or purchase orders, termination of one instrument may not automatically end the others.
Jurisdiction, applicable law and arbitration clauses
Cross-border contracts often combine a governing-law clause with a court or arbitration clause. These provisions perform different functions. The law governing contractual obligations does not necessarily determine every procedural question before a Turkish court. Mandatory Turkish rules, public policy, company law, property law, enforcement procedure and interim measures may still be relevant. The wording, scope and validity of each clause must be assessed together with the parties’ places of business and the location of performance and assets.
An arbitration clause requires particular precision. The seat, institution or ad hoc rules, number of arbitrators, language, scope and method of notice can materially affect the process. If the clause is unclear or contained only in incorporated terms, consent may be disputed. Starting court or enforcement proceedings without analysing the arbitration agreement can cause jurisdictional objections and cost. On the other hand, arbitration does not by itself collect against assets; recognition and enforcement planning should begin before an award is obtained.
Mandatory mediation as a procedural and commercial stage
Where Turkish law makes mediation a condition of action, the correct parties, subject matter and requested relief must be reflected in the application. The final record should correspond to the later claim. A rushed or incomplete application can create an avoidable procedural dispute. For a foreign company, the representative attending or instructing the process should have clearly documented authority, including authority to settle on defined terms where appropriate.
Mediation is not a merits judgment and should not be treated as a ceremonial box to tick. It can be used to exchange a reconciled account, narrow technical issues, structure security or instalments, coordinate return of goods and define confidentiality. Any settlement should state the currency, payment dates, default consequences, releases, taxes, costs, security and enforceability arrangements. No agreement should be signed merely to avoid the immediate burden of litigation if its performance cannot be monitored or enforced.
Interim protection and evidence preservation
Urgent applications require concrete evidence, not general anxiety. The requested measure must be connected to a legally protectable right and proportionate to the identified risk. Depending on the matter, the question may concern preservation of an asset, prevention of a corporate act, protection of evidence or interim attachment for a money claim. The competent authority, security, implementation period and follow-on proceeding differ by remedy.
A business should document why delay would cause harm and why the proposed measure is appropriately limited. Courts may require security, and an unjustified measure can expose the applicant to liability. If the main dispute is subject to arbitration or a foreign forum, the interaction between that process and Turkish interim relief must be examined. An order also needs an implementation plan; obtaining paper relief without identifying the relevant registry, bank, asset or evidence holder may not protect the practical position.
Calculating the claim without overstating it
The claim calculation should show invoice or loss items individually, payments and credits, maturity dates, currency, the contractual or statutory basis of interest and the calculation date. Contractual penalties, loss of profit, replacement costs and foreign-exchange loss require separate legal and evidential analysis. A management estimate is not automatically recoverable damage. Causation, foreseeability, mitigation and any agreed limitations of liability can change the recoverable amount.
Current interest rates, fees and monetary thresholds are time-sensitive. They should be verified when a filing or settlement is prepared and should not be copied from an older guide. Tax and accounting treatment should be reviewed by the relevant professional when it affects the transaction. Separating undisputed principal from contested additions can improve both litigation clarity and settlement design.
From judgment to actual recovery
Winning a commercial case and recovering value are different stages. Before investing in proceedings, the client should lawfully assess known Turkish assets, receivables, contractual security, insolvency indicators and competing claims. A company can continue trading while having few attachable assets, and ownership shown in operational records may differ from legal ownership. Asset work must respect data-protection, confidentiality and procedural rules.
If a settlement is considered, security may matter more than a longer repayment promise. Depending on the facts, guarantees, pledges, mortgages, acknowledgments, negotiable instruments or controlled payment arrangements may be examined, each with its own form and enforcement consequences. Security should be perfected correctly; a contractual sentence calling something “security” may not create a right effective against third parties.
A practical twelve-step workflow for an overseas company
- Confirm the complete registered identity of every party and representative.
- Create a dated chronology linked to the underlying documents.
- Separate each legal remedy and monetary component.
- Preserve original electronic, technical and accounting evidence.
- Identify the earliest possible limitation or notice deadline.
- Review governing law, court, arbitration and service clauses.
- Check mandatory mediation and any sector-specific precondition.
- Assess urgent asset or evidence risks with concrete proof.
- Compare negotiation, enforcement, litigation and arbitration routes.
- Budget translation, certification, experts, service and security.
- Document corporate authority and prepare any power of attorney.
- Agree reporting, settlement authority and decision points in writing.
Remote case management from outside Türkiye
A structured remote file normally begins with a secure document index and an online meeting arranged for the relevant time zone. The Turkish legal team can identify missing material, explain the procedural options and prepare a written scope. The client should nominate one authorised contact and state who can approve notices, settlement parameters and expenditure. This avoids conflicting instructions from different managers or group companies.
Remote representation does not eliminate formalities. Corporate records, powers of attorney, foreign judgments and public documents may require originals, apostille or legalisation, certification and sworn Turkish translation. International service generally takes longer than domestic service. The plan should therefore distinguish steps that can be completed electronically from those dependent on authenticated documents or a public authority.
Additional questions international businesses ask
Should the company send a final demand before filing?
That depends on the contract, limitation position, mandatory preconditions, urgency and settlement prospects. A demand may clarify the dispute, but it should not be assumed to stop a deadline or preserve assets.
Can English-language documents be filed directly?
Turkish authorities generally conduct proceedings in Turkish. A preliminary review may use English copies, while the filing may require a sworn translation, certification or selected translated extracts. The receiving authority and disputed issue determine the format.
Does a trade-registry extract prove that the counterparty can pay?
No. It assists with identity, representation and registered corporate information. It is not a solvency certificate and does not reveal every asset, liability or dispute.
Can the same lawyer manage litigation and settlement?
Representation can cover both within the agreed authority and ethical rules. Settlement limits, reporting duties and approval steps should be defined so that commercial decisions remain with the client.
Official Turkish legal sources for deeper review
- Turkish Commercial Code No. 6102
- Turkish Code of Obligations No. 6098
- Code of Civil Procedure No. 6100
- Private International Law and International Civil Procedure Law No. 5718
- Ministry of Justice information on mandatory mediation
Legal-source control date: 3 September 2026. Current consolidated legislation and file-specific deadlines must be checked again before action.
Related English guides: Debt collection · Foreign companies · Foreign judgments · Property matters · Criminal proceedings


