Share Transfers in Limited Liability Companies in Turkey
In order to complete a share transfer in a Limited Liability Company registered in Turkey, the parties have to comply with a rigid procedure in Turkey. The notarization of the share transfer agreement and the approval of share transfers by the general assembly with the affirmative votes of majority of the shareholders are required. In addition, the registration and announcement of the new share transfer at the local trade registry office is also required.
Any restriction on the transfer of the shares to third parties or the other shareholders can be imposed under the articles of association.
The purchase of the shares is subject to the stamp tax (%0.95) and VAT (%18). VAT would be excluded where the transferor had possessed the related shares for a period of at least two years.
New shareholders of a Limited Liability Company are jointly and severally liable against previously unpaid public receivables such as taxes, duties, levies and charges if the company is unable to make the required payments.
The General Directorate of Foreign Investment shall be officially informed about any share transfer to the foreign investors.
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