Trade Registry

The trade registry is the official public register in which information on merchants and businesses is recorded. Trade registry offices operate within chambers of commerce and industry under the supervision of the Ministry of Trade. Records are kept electronically through the Central Registry Recording System (MERSİS) and registered information is published in the Turkish Trade Registry Gazette.

What Is Registered?

• Incorporation and the articles of association,
• Amendments to the articles, capital increases and capital reductions,
• Board members, managers and authorised signatories,
• Share transfers in limited liability companies,
• Opening of a branch,
• Mergers, demergers, changes of legal form and liquidation.

Registration should be applied for within the period set by law, generally within fifteen days of the registrable event.

Effects of the Registry

• Constitutive effect: Some transactions only take effect on registration; a company acquires legal personality on registration and amendments to the articles become valid on registration.
• Negative effect: An unregistered and unpublished fact cannot be relied on against third parties who did not know of it.
• Positive effect: Third parties cannot claim ignorance of a registered and published fact.

In Practice

Before contracting with a company, its trade name, capital, authorised persons and the limits of their authority should be checked in the registry. In due diligence, the consistency of a company’s internal records with the trade registry is also reviewed.