Information Note on the Communiqué on Extending the Deadline for Joint-Stock and Limited Liability Companies to Increase Their Capital to the New Minimum Amounts

As is known, under Articles 332 and 580 of the Turkish Commercial Code No. 6102 (the TCC), pursuant to Presidential Decision No. 7887, the minimum share capital stipulated for joint-stock companies was increased from TL 50,000 to TL 250,000, whilst the minimum capital stipulated for limited liability companies was increased from TL 10,000 to TL 50,000. Furthermore, for non-public joint-stock companies that have adopted the registered capital system, the minimum initial capital was raised from TL 100,000 to TL 500,000.

The said minimum capital amounts were determined to be effective from 1 January 2024 and pursuant to Provisional Article 15 of the TCC, the deadline stipulated for companies to increase their capital to the new minimum amounts was set as 31 December 2026.

Under the Communiqué on Extending the Deadline for Joint-Stock and Limited Liability Companies to Increase Their Capital to the New Minimum Amounts (the Communiqué) published on 17 October 2026, the timeframe granted to joint-stock and limited liability companies whose capital falls below the minimum amounts stipulated in Articles 332 and 580 of the TCC, as well as non-public joint-stock companies having adopted the registered capital system whose initial and issued capital remain below the relevant minimum amounts, to increase their capital to the new minimum amounts has been extended until 31 December 2027.

On the other hand, pursuant to Provisional Article 15 of the TCC, joint-stock and limited liability companies that fail to increase their capital to the relevant minimum amounts within the prescribed period will be deemed dissolved; non-public joint-stock companies that have adopted the registered capital system will be deemed to have exited the registered capital system.

In conclusion, through the Communiqué, the timeframe granted for companies to increase their existing capital to the new minimum amounts has been extended until 31 December 2027. Accordingly, it is of vital importance that companies whose capital remains below the relevant minimum amounts review their capital structures and complete the necessary capital increase procedures within the specified period.