Commercial Contracts in Turkey: What Businesses Need to Know

Commercial Contracts in Turkey

Understanding commercial contracts in Turkey is essential for both local businesses and foreign investors entering the Turkish market. While Turkey offers significant commercial opportunities, navigating the Turkish commercial law framework requires careful attention—especially for companies seeking legal certainty and smooth business operations.

Below is a high-level overview of what businesses should keep in mind when dealing with commercial agreements in Turkey.

1. The General Legal Landscape

Commercial relationships in Turkey are shaped by a combination of laws and regulations, including the Turkish Code of Obligations, the Turkish Commercial Code, and various sector-specific rules.

Although the legal environment is business-friendly, contract drafting often involves nuances that require professional guidance, especially in regulated industries or cross-border transactions.

2. Common Commercial Contracts Used in Turkey

Businesses frequently rely on a wide range of agreements such as:

• Share Purchase Agreements
• Joint Venture Agreements
• Distribution & Agency Contracts
• Service Agreements
• Shareholders’ Agreements
• NDAs and confidentiality arrangements

Each contract type may involve different expectations, formalities, and legal implications—particularly for foreign companies working with Turkish counterparts.

3. Key Points to Consider When Drafting Contracts

When preparing commercial contracts in Turkey, companies usually focus on:

• Governing law and dispute resolution options
• Payment structures, especially where foreign currency is involved
• Risk allocation, including liability and indemnity wording
• Termination rights and exit strategies
• Confidentiality and data protection compliance

While these elements seem straightforward, their legal effect can vary depending on the structure of the transaction and the regulatory environment.

4. Considerations for Foreign Investors

Foreign businesses operating in Turkey typically encounter questions related to:

• Required documentation and corporate authorities
• Whether agreements should include Turkish-law versions or sworn translations
• Local regulatory approvals in specific sectors
• The enforceability of foreign-law contracts and arbitration awards

 

Because these issues can significantly impact commercial outcomes, companies often seek local legal assistance before finalizing their contracts.

5. Why Professional Support Matters

Although many aspects of commercial contracting in Turkey appear familiar to international businesses, small nuances in the legal system can create significant financial or operational risks.

Working with an experienced Turkish legal team ensures that your contracts are clear, enforceable, and aligned with your commercial goals.

If your business is entering the Turkish market or negotiating a new agreement, we would be pleased to provide tailored guidance and support.