Practice Areas
Commercial Lawyer in Istanbul, Turkey
As an English-speaking commercial lawyer in Istanbul, Turkey, our office represents Turkish and foreign businesses in contract disputes, debt recovery, and commercial litigation. Commercial law governs relationships between merchants and disputes arising from the activities of commercial enterprises. Commercial actions are subject to procedural rules that differ from general civil actions: they are heard before commercial courts of first instance, and in many of them recourse to mediation before filing suit is mandatory.
In commercial relationships the source of a dispute is often the contract itself. Legal review at the stage when the contract is formed is therefore both faster and less costly than litigation conducted afterwards.
This page answers the questions foreign companies and individuals most often ask when they do business with Turkish firms: what to do when a Turkish supplier or customer does not pay, what happens if an invoice was not challenged in time, what a bounced cheque means, what an agent or distributor can claim when the relationship ends, how a brand is protected, and how a foreign judgment or arbitral award is enforced in Turkey. It describes the general legal framework; the answer in a particular case depends on the contract, the documents and the facts.
Commercial Lawyer in Istanbul, Turkey: What We Do
A commercial lawyer in Turkey drafts and reviews commercial contracts, pursues unpaid debts through enforcement proceedings and litigation, handles unfair competition and negotiable-instrument disputes, and represents merchants before the commercial courts. For a foreign business, a commercial lawyer in Istanbul also typically advises on how Turkish commercial procedure — mandatory mediation, notice requirements, negotiable-instrument enforcement — differs from what the client may be used to at home.
Foreign clients usually come with one of a few situations: an importer or exporter whose Turkish counterparty has stopped paying, a supplier who delivered goods and holds only invoices and e-mails, a principal ending an agency or distribution agreement, a brand owner whose name has been registered by someone else, a creditor holding a Turkish cheque or promissory note, or a company with a foreign judgment or arbitral award to enforce. Each of these has its own procedure and time limits in Turkish law, explained below.
Questions about forming a company, share transfers and disputes between partners are covered on our corporate law page. This page deals with the contracts and disputes between a business and its customers, suppliers, agents and competitors.
What Counts as a Commercial Case in Turkey and Which Court Hears It?
All transactions and acts that concern a commercial enterprise are commercial transactions (Turkish Commercial Code No. 6102, Art. 3). The Code then defines commercial cases in two groups (Art. 4/1). The first covers disputes arising from matters that concern the commercial enterprises of both parties, such as a sale between two companies. The second covers certain matters regardless of whether the parties are merchants, among them everything regulated in the Commercial Code itself (cheques, promissory notes, unfair competition, agency, companies), transfers of a business, commission and storage contracts, intellectual property legislation, and disputes concerning banks, credit and financial institutions and money lending. Disputes over assignment orders, deposit and intellectual or artistic works that do not concern a commercial enterprise are excluded.
Commercial cases are heard by the commercial court of first instance (asliye ticaret mahkemesi), whatever the value in dispute (Art. 5/1). The relationship between the commercial court and the civil courts is treated as a question of subject-matter jurisdiction (Art. 5/3), so a case filed in the wrong court is not decided on its merits there and time is lost. In districts that have no commercial court, the civil court of first instance hears commercial cases (Art. 5/4). Evidence is governed by the Code of Civil Procedure, and commercial cases below a monetary threshold, revalued every year, are heard under the simple procedure (Art. 4/2).
Is My Dispute Commercial If Only One Side Is a Business?
A merchant's debts are presumed to be commercial; an individual merchant can rebut this only by telling the other side clearly, at the time of the transaction, that it does not concern the business, or where the circumstances do not allow the transaction to be treated as commercial (Art. 19/1). A contract that is commercial for one party is, unless the law provides otherwise, commercial for the other as well (Art. 19/2).
The important exception is consumers. Disputes arising from consumer transactions are heard by consumer courts (Consumer Protection Law No. 6502, Art. 73), not by commercial courts. An individual who bought goods or services for private use is therefore in a different system, explained on our consumer law page.
Specialised Courts: Intellectual Property and Enforcement
Trademark, patent and design cases are heard by the specialised civil courts for intellectual and industrial property rights (Industrial Property Law No. 6769, Art. 156). Objections and complaints in enforcement proceedings, including the five-day objections in fast-track proceedings based on cheques and promissory notes, go to the enforcement court (icra mahkemesi), which also hears criminal complaints about bounced cheques. The table further down this page summarises which court hears which commercial dispute.
Is Mediation Mandatory Before Suing a Turkish Company?
Yes, for most money claims. In commercial cases whose subject is a sum of money, namely claims for receivables or compensation, actions to annul an objection in enforcement proceedings (itirazın iptali), negative declaratory actions (menfi tespit) and restitution claims (istirdat), applying to a mediator before filing the lawsuit is a condition of the action (Commercial Code, Art. 5/A/1). A case filed without mediation is dismissed on procedural grounds without any further step (Mediation Law No. 6325, Art. 18/A/2).
The application is made to the mediation office (arabuluculuk bürosu) at the place of the court that would hear the case (Art. 18/A/4). The office appoints a mediator from its list, or the mediator the parties agree on (Art. 18/A/5). Mandatory mediation does not apply where the parties have an arbitration agreement (Art. 18/A/18), and claims whose subject is not a sum of money, for example a request to stop unfair competition, are assessed separately.
How Long Does Commercial Mediation Take?
The mediator concludes the application within six weeks of being appointed and can extend this by up to two weeks where necessary (Commercial Code, Art. 5/A/2). The mediator contacts the parties by any available means and, even where a party has a lawyer, also informs the party itself (Mediation Law, Art. 18/A/7). Meetings can be attended through a lawyer, which is how foreign companies usually take part.
If no agreement is reached, the mediator draws up a final report (son tutanak). That report is attached to the statement of claim; where it is missing, the court gives the claimant a final period of one week to submit it, failing which the case is dismissed (Art. 18/A/2).
What If the Turkish Company Does Not Attend the First Meeting?
A party that does not attend the first meeting without a valid excuse is named in the final report. In the later lawsuit, that party bears half of the costs the other side would otherwise pay, even if it wins in whole or in part, and the attorney's fee awarded in its favour is halved (Mediation Law, Art. 18/A/11, as amended in 2024). If neither side attends, each bears its own costs. Where no agreement is reached within two hours of meetings, the mediator's fee for those two hours is paid from the Ministry of Justice budget and later forms part of the costs of the case (Art. 18/A/13).
Is a Settlement Reached in Mediation Enforceable?
In commercial disputes, a settlement document signed by the lawyers of the parties together with the mediator has the force of a court judgment without needing a court annotation (Mediation Law, Art. 18/4). Otherwise, the parties can ask the court for an annotation of enforceability (Art. 18/2). Once agreement is reached, no lawsuit can be filed on the matters settled (Art. 18/5). This is why the wording of the settlement, including payment dates, currency and what happens on default, is as important as the amount.
Does Mediation Stop the Limitation Period?
Yes. From the application to the mediation office until the final report, limitation periods stop running and forfeiture periods do not run (Mediation Law, Art. 18/A/15). Where a precautionary attachment was obtained before the lawsuit, the seven-day period for starting proceedings does not run during mediation either (Art. 18/A/16).
Turkish Supplier or Customer Not Paying: What Are the Options?
When a Turkish business does not pay an invoice, return an advance or deliver goods that were paid for, Turkish law offers several routes, and they are often used one after another: a formal notice of default, mandatory mediation, enforcement proceedings through the enforcement office (icra dairesi), a lawsuit before the commercial court, fast-track enforcement where a cheque or promissory note exists, and a precautionary attachment where there is a risk that assets will disappear. Which route fits depends on the documents held: a signed acknowledgement of debt, a cheque or an unchallenged invoice each lead to a different procedure.
Our guide on debt collection in Turkey explains these steps from the creditor's side in more detail, and the enforcement process itself is covered on our debt collection lawyer in Turkey page.
Putting a Turkish Business in Default: The Formal Notice
As a rule, a debtor whose debt is due falls into default through the creditor's demand; where a payment date was agreed, the debtor is in default once that date passes (Turkish Code of Obligations No. 6098, Art. 117). Between merchants, notices putting the other side in default, terminating the contract or withdrawing from it are made through a notary, by registered letter, by telegram, or by registered electronic mail (KEP) using a secure electronic signature (Commercial Code, Art. 18/3). A notice sent another way, for example by ordinary e-mail, can lead to arguments later about whether it was validly given.
Freezing the Debtor's Assets: Precautionary Attachment
The creditor of a due money debt that is not secured by a pledge can ask the court for a precautionary attachment (ihtiyati haciz) over the debtor's movable and immovable assets and receivables, including those held by third parties such as banks (Enforcement and Bankruptcy Law No. 2004, Art. 257). For a debt not yet due, this is possible only where the debtor has no fixed domicile or is hiding or moving assets or preparing to flee. The creditor is liable for any damage if the attachment proves unjustified and is generally asked to provide security, which is not required where the claim rests on a court judgment (Art. 259).
A creditor who obtains an attachment before suing must start enforcement proceedings or file a lawsuit within seven days of the attachment being carried out (Art. 264), a period that does not run during mandatory mediation. The debtor can object within seven days (Art. 265). Bank accounts in Turkey can also be blocked for very different reasons, such as anti-money-laundering checks; our guide on frozen bank accounts in Turkey explains that situation.
Commercial Debt Actions and Enforcement in Turkey
For unpaid invoices, current account balances, or claims arising from a contract, enforcement proceedings without a judgment may be commenced first; if the debtor objects, an action to set aside the objection follows. Depending on the nature of the claim, litigation may also be pursued directly. Mediation is a mandatory precondition for claims involving payment of a sum of money, including the action to set aside an objection.
Enforcement without a judgment is often the first step for a foreign creditor because it is quick to start and shows whether the debtor actually disputes the debt. If the debtor stays silent, the creditor obtains an enforceable title without a full lawsuit; if the debtor objects, the creditor knows a court decision will be needed. The estimated fees and costs of starting enforcement can be checked with our enforcement cost calculator linked above.
Enforcement Proceedings Without a Judgment
A creditor need not hold a court judgment to apply to the enforcement office for a payment order to be sent to the debtor. The debtor can object within seven days of service of the payment order, in writing or orally (Enforcement and Bankruptcy Law, Art. 62). An objection made in time stops the proceedings (Art. 66). If the debtor does not object within that period, the proceedings become final and the creditor can move on to attachment of the debtor's assets.
Action to Set Aside the Objection
To resume proceedings suspended by the debtor's objection, the creditor may bring an action to set aside the objection within one year of the objection being served on them (Art. 67). If the court finds the objection unjustified, the debtor can be ordered, on request, to pay compensation of not less than 20% of the amount awarded (icra inkâr tazminatı); a creditor whose enforcement was unjustified and in bad faith can be ordered to pay the same kind of compensation. If the one-year period is missed, the creditor keeps the right to sue for the debt under the general rules.
Removal of the Objection by the Enforcement Court
Where the claim is based on a document containing an acknowledgement of debt whose signature is admitted or notarised, or on a receipt or document issued by an official authority, the creditor can instead ask the enforcement court to remove the objection within six months of its service (Art. 68). This is quicker than a full lawsuit but is limited to these documents. If the six months pass without a request, a new enforcement without a judgment cannot be started.
Unpaid Invoice in Turkey: What If the Buyer Did Not Object Within 8 Days?
A business that sold goods, produced something, performed work or provided a benefit in the course of its commercial activity can be asked for an invoice (Commercial Code, Art. 21/1). A person who receives an invoice and does not object to its content within eight days of receiving it is deemed to have accepted that content (Art. 21/2). The same eight-day rule applies to a written confirmation of a contract or statement made by telephone, electronic means or orally: if the recipient does not object within eight days, the confirmation is deemed to match what was agreed (Art. 21/3).
In practice, this presumption concerns the content of the invoice, such as prices and quantities, within an existing business relationship. An unchallenged invoice does not by itself always prove that a contract was made or that goods were delivered; delivery notes, transport documents, customs declarations, e-mails and the parties' commercial books are usually examined together. A buyer who disagrees with an invoice, on the other hand, has a short period to make that objection in a provable way, for example by a notarised notice or registered electronic mail.
Payment Terms Between Businesses in Turkey: The 30-Day and 60-Day Rules
Article 1530 of the Commercial Code sets rules for late payment in transactions between businesses for the supply of goods and services. Where the creditor has performed and the debtor does not pay on the agreed date or within the agreed period, the debtor falls into default without any notice, unless it is not responsible for the delay, and interest runs even if none was agreed (Art. 1530/2-3).
Where no payment date is agreed, or the agreed period breaks the rule below, the debtor is in default without notice at the end of 30 days after receiving the invoice or an equivalent payment request; where the date of receipt is uncertain, or the invoice arrived before the goods or services, the 30 days run from delivery (Art. 1530/4). A contractual payment period can be at most 60 days. The parties can expressly agree on a longer period if it is not grossly unfair to the creditor, but where the creditor is a small or medium-sized enterprise (KOBİ) or an agricultural or livestock producer, or the debtor is a large enterprise, the period cannot exceed 60 days (Art. 1530/5).
Clauses excluding default interest, providing for a grossly unfair low rate, or excluding or limiting the debtor's liability for late payment are invalid (Art. 1530/6). The Central Bank of the Republic of Turkey announces every January the default interest rate for such late payments where none is validly agreed, together with a minimum amount for collection costs; that rate must be at least eight percentage points above the commercial default interest under Law No. 3095 (Art. 1530/7). In instalment arrangements, the payment period rules apply to the first instalment (Art. 1530/8).
How Much Interest Can Be Claimed on a Late Commercial Payment in Turkey?
In commercial matters the parties can freely agree the interest rate (Commercial Code, Art. 8/1). Compound interest, meaning interest added to the capital and itself earning interest, is valid only in current accounts and in loans that are commercial for both sides, at intervals of at least three months, and never against non-merchants (Art. 8/2).
Where no rate is agreed, Law No. 3095 on Statutory and Default Interest applies. Since its amendment by Law No. 7589 in 2026, statutory interest is 80% of the rediscount rate applied by the Central Bank on 31 December of the previous year, with a mid-year update if the rate changes by five points or more (Art. 1). In commercial matters, the creditor can claim default interest at the Central Bank's short-term advance rate where that rate is higher, even without an agreement (Art. 2). In supply transactions between businesses, the special rate announced under Article 1530 of the Commercial Code may also be relevant. The actual rates change over time and are calculated for each file.
Invoices in Euros or US Dollars
A money debt is paid in Turkish lira. Where payment in another currency was agreed, the debtor can still pay in lira at the exchange rate of the payment day, unless the contract states that payment must be made in that currency itself. If such a foreign-currency debt is not paid on time, the creditor can ask for payment in the currency itself or in lira at the exchange rate of either the due date or the actual payment date (Code of Obligations, Art. 99).
Unless a higher contractual or default interest rate was agreed, interest on a foreign-currency debt is the highest rate paid by state banks on one-year deposit accounts in that currency (Law No. 3095, Art. 4/a). Separate currency-protection rules also limit foreign-currency pricing in certain contracts between parties resident in Turkey, so the currency clause is checked when a contract is drafted.
Drafting and Reviewing Commercial Contracts in Turkey
In supply, distribution, agency, or service contracts, clearly setting out the parties' obligations, penalty clauses, and termination provisions is the most effective step in preventing later disputes. Legal review before signature reveals whether the contract contains terms that unfairly disadvantage one party.
For a contract with a Turkish company, the clauses that most often decide a later dispute are the governing law and the forum (a court or arbitration), the notice clause and addresses, the currency and payment term, delivery and inspection rules, the penalty clause, termination and what happens to stock, customers and brands when the relationship ends. A bilingual contract also needs a clause saying which language prevails. Each of these points is explained in the sections below.
Penalty Clauses Between Merchants
The parties can freely set the amount of a contractual penalty, and the judge reduces a penalty considered excessive (Code of Obligations, Art. 182). A debtor who is a merchant, however, cannot ask the court to reduce an agreed fee or contractual penalty on the ground that it is excessive in the cases listed in Article 22 of the Commercial Code. A penalty clause agreed between companies is therefore taken more seriously than one agreed with a private individual, and its wording deserves attention before signature.
Defective Goods: The 2-Day and 8-Day Notice Rule
In sales between merchants, a buyer who receives goods with an obvious defect notifies the seller within two days. Where the defect is not obvious, the buyer inspects the goods, or has them inspected, within eight days of delivery and notifies the seller within that period if a defect is found (Commercial Code, Art. 23/1-c). A buyer who misses these short periods can lose rights that would otherwise exist. Claims for defects in sold goods are generally time-barred two years after delivery, unless the seller undertook a longer period or acted with gross fault (Code of Obligations, Art. 231).
Commercial Agency Agreements in Turkey: What Are the Agent's Rights?
A commercial agent (acente) is a person who, without being an employee or a commercial representative of the business, makes it his or her profession, under a contract, to act permanently as an intermediary for contracts concerning a commercial enterprise, or to conclude them in the merchant's name, within a defined place or region (Commercial Code, Art. 102). The agency rules also apply to those who carry out transactions in Turkey in the name and for the account of foreign merchants that have no head office or branch in Turkey (Art. 103/1-b). For a foreign manufacturer that sells in Turkey through a local agent, these rules therefore usually apply.
Exclusivity, Authority and Lawsuits Through the Agent
Unless otherwise agreed in writing, the principal cannot appoint more than one agent for the same line of business in the same place or region, and the agent cannot act for competing businesses there (Art. 104). An agent can conclude contracts in the principal's name only with special written authority, and documents granting that authority must be registered with the trade registry and announced (Art. 107).
An agent can make and receive notices, warnings and protests concerning the contracts it arranged on behalf of the principal, and lawsuits arising from those contracts can be brought by or against the agent in that capacity. Contract terms to the contrary in agreements with agents of foreign merchants are invalid (Art. 105/2). For a foreign principal, this means that a Turkish customer may be able to sue through the Turkish agent.
Commission, Notice Period and Termination
The agent earns commission on transactions concluded during the agency through its efforts, and, where it was given a region or customer group, on transactions with customers there even without its involvement (Art. 113). Commission is earned when and to the extent the transaction is performed (Art. 114) and is payable within three months at the latest and in any case when the contract ends; the agent can ask for the information and extracts from the principal's books needed to check it (Art. 116).
An agency agreement for an indefinite term can be terminated by either party with three months' notice; any agency agreement, even one for a fixed term, can be terminated at any time for just cause (Art. 121/1). A fixed-term agreement that continues to be performed after it expires becomes indefinite (Art. 121/2). A party that terminates without just cause or without observing the three-month notice compensates the other side for the loss caused by unfinished business (Art. 121/4).
Agency Compensation in Turkey: Goodwill Indemnity When the Contract Ends
After an agency relationship ends, the agent can claim fair compensation (denkleştirme tazminatı) where three conditions are met together: the principal continues to gain substantial benefits from new customers the agent brought; the agent, because the relationship ended, loses the commission it would have earned on business with those customers; and payment is equitable in the circumstances (Commercial Code, Art. 122/1).
The compensation cannot exceed the average annual commission or other payments the agent received over its last five years of activity, or over the whole relationship if it was shorter (Art. 122/2). It is not available where the agent terminated the contract without a reason attributable to the principal, or where the principal terminated for just cause because of the agent's fault (Art. 122/3). The right cannot be waived in advance and must be asserted within one year of the end of the contract (Art. 122/4).
The same rule applies, unless it would be inequitable, when exclusive dealership and similar continuing relationships granting exclusive rights end (Art. 122/5). This is why the question of compensation also arises when a foreign manufacturer ends an exclusive distribution agreement with a Turkish distributor.
Non-Compete After an Agency Ends
An agreement restricting the agent's activities after the relationship ends must be in writing, and a document signed by the principal containing its terms must be given to the agent. It can last at most two years from the end of the relationship, can cover only the region or customer group assigned to the agent and the subjects of the contracts it arranged, and the principal must pay the agent appropriate compensation for the restriction (Art. 123/1). Until the relationship ends, the principal can waive the restriction in writing and is freed from paying compensation six months after that waiver (Art. 123/2).
Distribution and Dealership Agreements in Turkey
Distribution and dealership agreements are not regulated as separate contract types in Turkish law. They are governed mainly by what the parties wrote, the general rules of the Code of Obligations, and by analogy some of the agency rules, in particular the goodwill compensation rule for exclusive relationships described above. Exclusivity and non-compete clauses in such agreements can also raise questions under the Law on the Protection of Competition No. 4054, so their scope and duration are checked when the agreement is drafted.
The disputes that typically arise at the end of a distribution relationship concern unpaid invoices for goods already delivered, stock left with the distributor, the notice period, goodwill compensation, use of the brand and customer lists, and trademarks registered in the distributor's name. Several of these, such as brand registration, are covered further down this page.
Agency, Dealership and Distribution: What Is the Difference?
An agent contracts or mediates in the name and for the account of the principal and is separately regulated in the Commercial Code. A dealer buys goods in its own name and for its own account and resells them in its own name, within a continuing contractual relationship with the manufacturer. A distributor buys goods and distributes them, generally on a wholesale basis and often with exclusive rights in a defined territory. The label in the contract is not decisive; what the parties actually do determines which rules apply.
Cheques in Turkey: Presentation Periods and Bounced Cheques
A cheque is payable at sight; any statement to the contrary written on it is disregarded (Commercial Code, Art. 795). A cheque payable in the place where it was issued must be presented to the bank within ten days, and one payable elsewhere within one month. A cheque issued in another country is presented within one month if the place of issue and the place of payment are on the same continent, and within three months if they are on different continents; for this purpose, cheques issued in a European country and payable in a country with a Mediterranean coast, or the other way round, count as the same continent. The periods start on the day after the issue date written on the cheque (Art. 796).
If a cheque presented in time is not paid, the holder's recourse rights against the drawer and endorsers depend on proof of non-payment: a protest, a dated statement by the bank written on the cheque, or a dated statement by a clearing house (Art. 808). In practice the bank records the 'karşılıksızdır' (no sufficient funds) statement on the cheque. On request, the bank also gives the holder the drawer's addresses known to it (Cheque Law No. 5941, Art. 2/2).
How Much Does the Bank Pay When a Cheque Bounces?
For each cheque leaf presented in time by a holder other than the drawer, the bank pays a fixed statutory amount even if the account has partial or no funds; this amount is set every January by the Central Bank (Cheque Law, Art. 3/3). Since 30 January 2026 the general amount is TRY 16,350, with a lower amount for some older cheque leaves (Central Bank Communiqué No. 2026/4, Official Gazette of 29 January 2026). In effect, the holder receives any available funds plus up to this amount, never more than the face value of the cheque. The bank's liability for this amount ends if the cheque is not presented within five years of its printing date (Art. 3/9). The rest of the cheque amount is pursued against the drawer and the endorsers.
Post-Dated Cheques and the 2028 Rule
Post-dated cheques are common in Turkish trade. Until 31 December 2028, presenting a cheque for payment before the issue date written on it is invalid (Cheque Law, Temporary Art. 3/5, as extended in December 2025). To bring legal action on a post-dated cheque, it must be presented within the legal presentation period counted from the written issue date and stamped as unpaid (Art. 3/8). Missing the presentation period can therefore cost the holder both the bank's payment and the cheque-based remedies.
Is Writing a Bounced Cheque a Crime in Turkey?
Yes, under the Cheque Law. On the holder's complaint, a person who causes a cheque presented within the legal period to be stamped as unpaid is sentenced, for each cheque, to a judicial fine of up to 1,500 days, which cannot be less than the unpaid amount of the cheque (Cheque Law No. 5941, Art. 5/1). The court also imposes a ban on issuing cheques and opening cheque accounts, and can impose it as a protective measure during the trial. These cases are heard by the enforcement court, at the place of the bank branch where the cheque was presented or the account was opened, or at the domicile of the account holder or the complainant.
Prepayment, victim-offender conciliation and deferral of the announcement of the judgment do not apply to this offence (Art. 5/10). A judicial fine that is not paid is converted directly into imprisonment (Art. 5/11), which is why a bounced cheque can, indirectly, lead to prison. Where the cheque was issued for a legal entity, the ban extends to those who issued it and, for capital companies, also to board members and registered company officers (Art. 5/1). Criminal procedure is covered on our criminal defence page, and travel restrictions that can arise in criminal files are explained in our exit ban guide.
The Ban on Issuing Cheques and Opening a Cheque Account
The ban is ordered by the court, not by an administrative authority, and is notified to the trade registry system (MERSİS) and the Risk Centre so that banks can see it (Art. 5/8). A person under the ban must return all cheque leaves in hand to the banks and cannot take up a seat on the management body of a capital company while the ban lasts, although existing seats continue until the end of their term (Art. 5/2, 5/6). Issuing a cheque despite the ban is punishable by one to three years' imprisonment (Art. 7/6). The person can ask the court to lift the ban three years after the sentence has been fully served, and in any case ten years after the ban was imposed (Art. 6/3).
What Happens If the Cheque Is Paid Later?
If the unpaid amount is paid in full, with commercial default interest running from the legal presentation date, the court drops the case during the trial, or after a final conviction lifts the judgment with all its consequences, and the cheque ban is removed (Art. 6/1). Withdrawal of the complaint has the same effect (Art. 6/2). In practice, this is why many bounced cheque disputes end in a payment settlement.
Promissory Notes and Bills of Exchange in Turkey
A promissory note (bono or senet) contains the word 'bono' or 'emre yazılı senet' or, if written in another language, the equivalent term in that language; an unconditional promise to pay a specific sum; the maturity date; the place of payment; the name of the payee; the date and place of issue; and the maker's signature (Commercial Code, Art. 776). A document missing one of these elements is generally not a promissory note, subject to fallback rules: a note without a maturity date is payable at sight, and where nothing else is stated the place of issue is treated as the place of payment (Art. 777).
The maker of a promissory note is liable like the acceptor of a bill of exchange (Art. 779). Claims against the acceptor of a bill, and therefore against the maker of a note, are time-barred three years after maturity; the holder's claims against endorsers and the drawer are time-barred one year after a protest made in time (or after maturity if the instrument says 'without protest'), and an endorser's recourse against other endorsers six months after paying or being sued (Art. 749, applied to notes by Art. 778). Claims based on cheques, promissory notes and bills can be collected faster through enforcement proceedings specific to such instruments, explained in the next section. The table further down this page compares cheques and promissory notes.
Fast-Track Enforcement Based on a Cheque or Promissory Note
A creditor holding a cheque, bill of exchange or promissory note can use special enforcement proceedings, by attachment or, against debtors subject to bankruptcy, by bankruptcy, even if the claim is also secured by a pledge. The original instrument and certified copies for each debtor are attached to the request (Enforcement and Bankruptcy Law, Art. 167). If the enforcement officer sees that the document is a negotiable instrument and has matured, a payment order is sent giving the debtor ten days to pay (Art. 168).
The difference from ordinary enforcement is significant. The debtor's objection does not go to the enforcement office and does not automatically stop the proceedings; it goes to the enforcement court within five days, and apart from the sale of assets the proceedings continue unless the court orders a temporary stay (Arts. 168-169). The enforcement court's decisions on these objections can be appealed within two weeks of service; the last day can be checked with our appeal deadline calculator.
How the Debtor Can Object in Fast-Track Proceedings
Within five days, the debtor can complain that the document is not a negotiable instrument, deny the signature, or object that there is no debt, that it was paid or extended, that the claim is time-barred, or that the enforcement office lacks jurisdiction (Art. 168). An objection that there is no debt, or that it was paid or extended, must be proved by an official document or one whose signature the creditor admits (Art. 169/a). Where a denied signature turns out to be the debtor's and the proceedings had been stopped, the debtor is ordered to pay a fine of 10% of the claim and compensation of at least 20% (Art. 170); a creditor acting in bad faith can face similar consequences. A rejected objection can be appealed, but the appeal does not stop the enforcement unless security is provided (Art. 169/a).
Unfair Competition Claims in Turkey
Deceptive conduct, or other conduct contrary to good faith, that affects relations between competitors or between suppliers and customers is unfair and unlawful (Commercial Code, Art. 54/2). The rules protect customers' trust, a business's reputation and its trade secrets. The injured party may seek a declaration, an injunction, removal of the consequences, and, where fault is present, pecuniary and non-pecuniary damages.
Forms of Unfair Competition
The law gives a list of the main examples (Art. 55). They include disparaging others, their goods, prices or business with false, misleading or unnecessarily hurtful statements; making false or misleading statements about oneself, one's business, goods or prices; creating confusion with another's goods, work products or business; misleading comparative advertising; inducing customers to breach contracts with competitors; offering undeserved benefits to another's employees or agents to make them act against their duties; inducing employees or agents to disclose or obtain their employer's trade and production secrets; making unauthorised use of another's work products such as offers, calculations or plans; disclosing trade secrets obtained unlawfully; and using unfair standard terms. The list is not exhaustive, so other conduct contrary to good faith can also constitute unfair competition.
Actions Available for Unfair Competition
A person whose customers, credit, professional reputation, business or other economic interests are harmed or threatened can seek a declaration that the conduct is unfair, an order stopping it, removal of its material consequences and correction of false statements, and, where unavoidable, destruction of the tools and goods used; with fault, compensation for damage, and non-pecuniary damages where the conditions of the Code of Obligations are met. As compensation, the judge can also award the benefit the defendant could have obtained through the unfair competition (Art. 56/1). Customers, chambers of commerce and certain associations can also bring some of these actions (Art. 56/2-3), employers can be sued for acts of their employees (Art. 57), and the winning party can ask for the judgment to be published at the losing party's expense (Art. 59).
Limitation Period for Unfair Competition
Unfair competition actions are time-barred one year after the claimant learns that these rights have arisen, and in any event three years after they arose (Art. 60). Where the act is also a criminal offence subject to a longer limitation period under the Turkish Criminal Code, that longer period applies to the civil claims as well.
Interim Measures and Criminal Complaints
At the request of a person entitled to sue, the court can order interim measures to preserve the current situation, stop the conduct, remove its consequences or correct misleading statements (Art. 61/1). Customs authorities can seize goods subject to punishable unfair competition on import or export at the right holder's request; the seizure lapses if no lawsuit is filed or court measure obtained within ten days of notification (Art. 61/2-4). Intentional acts of unfair competition listed in the law are punishable, on the complaint of a person entitled to sue, by imprisonment of up to two years or a judicial fine (Art. 62); where the act is committed in the activities of a legal entity, the provision applies to the members of the organ who acted or should have acted (Art. 63).
Trademark Registration in Turkey: Protection, Opposition and Renewal
Trademark protection in Turkey is obtained by registration with the Turkish Patent and Trademark Office (TÜRKPATENT) (Industrial Property Law No. 6769, Art. 7/1). Registration gives the owner the right to stop others from using an identical or confusingly similar sign for the same or similar goods or services, including on goods and packaging, in import and export, in business papers and advertising, as a trade name, and in domain names, keywords and similar online uses with commercial effect (Art. 7/2-3). Online uses of brands and domain name disputes are also covered on our IT and internet law page.
Applications are published in the Trademark Bulletin, and anyone concerned can file a reasoned opposition within two months of publication (Art. 18). A registered trademark is protected for ten years from the application date and is renewed for ten-year periods; renewal is requested within the six months before expiry, or within six months after expiry with an additional fee (Art. 23). A trademark not genuinely used in Turkey for five years without a valid reason can be revoked (Art. 9). Decisions of TÜRKPATENT are challenged before the Ankara Intellectual and Industrial Property Rights Civil Court (Art. 156/2).
When a Turkish Distributor or Agent Registers Your Brand
A trademark application filed by a commercial agent or representative in its own name, without the owner's permission and without a justified reason, is refused if the owner opposes it (Art. 6/2). If such a registration has already been made, the owner can ask the court to prohibit its use or to have the registration transferred to the owner (Art. 10). Whether a particular distributor counts as an agent or representative for this purpose depends on the relationship, so the agreement, correspondence and the history of the brand in Turkey are examined. Registering the brand in Turkey before a distributor starts selling usually avoids this dispute.
Choice of Law and Choice of Court in a Contract With a Turkish Company
Under the Turkish Act on Private International Law and Procedural Law No. 5718 (MÖHUK), contractual obligations are governed by the law the parties expressly choose, or one that clearly follows from the contract or the circumstances; the choice can cover all or part of the contract and can be made or changed at any time (Art. 24/1-3). Without a choice, the law most closely connected to the contract applies, which is presumed to be the law of the place of business of the party performing the characteristic obligation, typically the seller or service provider (Art. 24/4).
Parties to an obligation with a foreign element can agree that a foreign court will hear their dispute, provided the agreement is proved in writing and the matter is not within the exclusive jurisdiction of Turkish courts. A Turkish court then hears the case only if the foreign court declares itself without jurisdiction or no jurisdiction objection is raised in Turkey (Art. 47/1). Agreements cannot exclude the courts given special jurisdiction for employment, consumer and insurance contracts (Art. 47/2).
Where there is no valid forum clause, the international jurisdiction of Turkish courts follows the domestic venue rules (Art. 40): the defendant's domicile (Code of Civil Procedure, Art. 6) and, for contractual claims, the place of performance (Art. 10). Money debts are, unless agreed otherwise, performed at the creditor's domicile at the time of payment (Code of Obligations, Art. 89). Between merchants in Turkey, an agreement making one or more courts competent must be in writing, identify the legal relationship and name the courts, and, unless agreed otherwise, the case can then be filed only there (Code of Civil Procedure, Arts. 17-18).
Does a Foreign Company Have to Pay Security to Sue in Turkey?
Foreign individuals and legal entities that file a lawsuit, join a lawsuit or start enforcement proceedings in Turkey must provide security, in an amount set by the court, to cover the costs of the proceedings and the other side's possible losses (MÖHUK, Art. 48/1). The court exempts the claimant on the basis of reciprocity (Art. 48/2), which in practice is examined through the treaties between Turkey and the claimant's country and that country's own rules.
Whether security is required, and in what amount, is therefore checked at the start of a file, because a claimant that does not provide it within the period given can face procedural consequences. Security is separate from court fees and from the advances paid for service of documents and expert examinations.
Arbitration in Turkey: How It Works for Commercial Disputes
Turkish law has two arbitration regimes. Domestic arbitration, for disputes without a foreign element seated in Turkey, is governed by the Code of Civil Procedure (Art. 407 et seq.). International arbitration, for disputes with a foreign element seated in Turkey or where the parties or the tribunal choose that law, is governed by the International Arbitration Law No. 4686 (Art. 1). A foreign element exists, for example, where the parties have their domicile, habitual residence or place of business in different states, or where the underlying contract involves the movement of capital or goods from one country to another (Art. 2).
Disputes over rights in rem in immovable property and matters not subject to the parties' free will cannot go to arbitration (Code of Civil Procedure, Art. 408; Law No. 4686, Art. 1). The arbitration agreement must be in writing; an exchange of letters or electronic messages, or a defendant's failure to dispute an alleged written agreement in its response, satisfies this (Art. 412; Law No. 4686, Art. 4). If a lawsuit is filed despite a valid arbitration agreement, the other side can raise an arbitration objection and the court dismisses the case (Code of Civil Procedure, Art. 413). Unless agreed otherwise, the award on the merits is given within one year of the appointment of the sole arbitrator or the first meeting of the tribunal (Art. 427; Law No. 4686, Art. 10/B). In international arbitration, a party that obtained an interim injunction or attachment from a court must start the arbitration within thirty days (Law No. 4686, Art. 10/A), and the proceedings can be conducted in Turkish or an official language of a state recognised by Turkey (Art. 10/C).
Challenging an Arbitral Award Made in Turkey
The only remedy against an award is an action for annulment before the regional court of appeal, on limited grounds such as an invalid arbitration agreement, an improperly formed tribunal, an award given out of time or beyond the agreement, breach of equal treatment and the right to be heard, non-arbitrability or public policy. In domestic arbitration the action is filed within one month and does not stop enforcement unless security is provided (Code of Civil Procedure, Art. 439). In international arbitration it is filed within thirty days and automatically stops enforcement; parties whose domicile or habitual residence is outside Turkey can waive the right to annulment wholly or for certain grounds, by an express statement in the arbitration agreement or a later written agreement (Law No. 4686, Art. 15).
Enforcing a Foreign Arbitral Award in Turkey
Foreign arbitral awards that are final and enforceable or binding on the parties can be enforced in Turkey (MÖHUK, Art. 60). The request is filed with the court of first instance agreed in writing by the parties or, failing that, at the losing party's domicile or residence in Turkey or where its assets are located, attaching the arbitration agreement, the award and certified translations (Arts. 60-61). Refusal grounds include the absence of an arbitration agreement, public policy or morality, non-arbitrability, lack of proper notice or opportunity to present a defence, and an award not yet binding or set aside where it was made (Art. 62). Turkey has been a party to the 1958 New York Convention since 1992, applying it on the basis of reciprocity and to disputes considered commercial under Turkish law.
How to Enforce a Foreign Court Judgment in Turkey
A final foreign judgment in a civil or commercial matter can be enforced in Turkey only after a Turkish court grants enforcement (tenfiz) (MÖHUK, Art. 50). The case is filed at the court of first instance at the debtor's domicile in Turkey, or its residence; if it has neither, at a court in Ankara, Istanbul or Izmir (Art. 51). The petition is accompanied by the judgment certified by the foreign authorities or the issuing court, a document showing that it is final, and certified translations (Art. 53).
The court grants enforcement where there is reciprocity between Turkey and the state of the judgment, through a treaty, a law or actual practice; the judgment is not on a matter within the exclusive jurisdiction of Turkish courts and, if the defendant objects, was not given by a court with no real connection to the dispute or the parties; it is not manifestly contrary to public policy; and the defendant was properly summoned and represented under the law of that court (Art. 54). The request is examined under the simple procedure, and the defendant can object only on these grounds or because the judgment has been performed or cannot be performed (Art. 55). An enforced foreign judgment is executed like a Turkish judgment; an appeal against the enforcement decision suspends execution (Art. 57).
Recognition Without Enforcement
Where a foreign judgment is to be used as final evidence or as a final decision on the matter, rather than executed, recognition is enough. Recognition requires the same conditions as enforcement except reciprocity (Art. 58). Our guide on recognition of a foreign divorce in Turkey shows how recognition works in practice in family matters.
Commercial Books, Invoices and E-mails as Evidence in Turkish Commercial Cases
In commercial cases the court can order the parties to produce their commercial books, on its own motion or at a party's request (Code of Civil Procedure, Art. 222/1). Books are accepted as evidence if they are kept fully and properly as the law requires, carry their opening and closing certifications, and their entries confirm each other (Art. 222/2). Books meeting these conditions are evidence in their owner's favour only if the other side's proper books do not contradict them, the other side does not produce its books, or the entries are not disproved by documents or other conclusive evidence; if the other side's proper books contain no entry on the matter, they cannot be used in the owner's favour (Art. 222/3). Books without the certifications, or whose entries do not confirm each other, are evidence against their owner (Art. 222/4).
Transactions above a monetary threshold, which is revalued every year, must as a rule be proved by documents rather than witnesses (Art. 200). Merchants keep their books, financial statements, correspondence and supporting documents for ten years (Commercial Code, Art. 82). For a foreign creditor, this means that its own records are usually examined alongside the Turkish counterparty's books, and that contracts, order confirmations, delivery documents and e-mails, with sworn Turkish translations, form the core of the file.
Merchant Status and the Commercial Enterprise in Turkey
A person who operates a commercial enterprise, even in part, in their own name is considered a merchant (Commercial Code, Art. 12/1), a status that carries additional obligations — registration with the trade registry, keeping commercial books, choosing a lawful trade name, being subject to bankruptcy for all debts, and acting as a prudent businessperson in all commercial activities (Art. 18/1-2). In disputes between merchants, notices of default, termination or withdrawal are made through specified means: a notary, registered letter, telegram, or registered electronic mail using a secure electronic signature (Art. 18/3).
The prudent businessperson standard matters in practice. Courts expect a merchant to read what it signs, to check invoices and deliveries, and to object within the short periods the law gives, so carelessness can more readily be held against a business than against a private individual.
Limitation Periods in Turkish Commercial Disputes
Unless the law provides otherwise, every claim is time-barred after ten years (Code of Obligations, Art. 146). Five years applies to, among others, rent, interest on capital and other periodic payments; claims between a company and its partners or managers arising from the partnership; claims under mandate, commission and agency contracts; and claims under contracts for work, except where the contractor seriously failed to perform through gross fault (Art. 147). Special rules give shorter periods for defects in goods, unfair competition, cheques, bills and promissory notes, all summarised in the time limits table further down this page.
Limitation is interrupted when the debtor acknowledges the debt, for example by paying interest or part of the debt, or when the creditor sues, starts enforcement proceedings or files a claim in bankruptcy (Art. 154). Mandatory mediation also stops limitation while it lasts. When a period starts to run depends on the claim, so it is calculated separately for each file.
When a Turkish Debtor Applies for Concordat or Goes Bankrupt
Concordat (konkordato) is a court-supervised restructuring. A debtor that cannot pay its debts as they fall due, or is at risk of not paying them, can apply for more time or a reduction, and any creditor entitled to request bankruptcy can ask for concordat proceedings against the debtor (Enforcement and Bankruptcy Law, Art. 285). The temporary moratorium lasts three months and can be extended by up to two months (Art. 287); if the concordat appears able to succeed, a definitive moratorium of one year is granted, extendable by up to six months (Art. 289).
During the moratorium, apart from limited exceptions, no enforcement proceedings, including those for public receivables, can be started against the debtor, existing proceedings stop, interim injunctions and precautionary attachments are not executed, and unless the approved plan provides otherwise, interest stops running on unsecured claims from the definitive moratorium (Art. 294). For a foreign supplier, this means the claim has to be registered and followed within the concordat file. Our article on off-plan property when the developer goes bankrupt shows how concordat and bankruptcy affect creditors in practice. Where the Turkish counterparty is a limited company in which a foreign client is itself a partner, the options for leaving the company are explained in our guide on exiting a limited company in Turkey.
How Long Does a Commercial Case Take in Turkey and Can It Be Appealed?
The duration depends on the nature of the dispute, the evidence, whether a court-appointed expert (bilirkişi) report is needed, the number of parties and service abroad, and the court's caseload. The mediation stage has a legal limit of six weeks, extendable by two. For the court stage, no reliable figure can be given in advance; a realistic range can be discussed once the file has been reviewed.
First-instance judgments can be appealed to the regional court of appeal (istinaf) within two weeks of service (Code of Civil Procedure, Art. 345), and appealable decisions of the regional court can then be appealed to the Court of Cassation (temyiz) within two weeks of service (Art. 361). Some judgments below monetary thresholds are final at an earlier stage. If a time limit ends during the judicial recess, it is extended by one week from the end of the recess. Deadlines can be checked with our appeal deadline calculator linked above.
How Much Does a Commercial Lawyer Cost in Turkey?
A lawyer's fee in Turkey cannot be agreed below the Attorneyship Minimum Fee Tariff (Avukatlık Asgari Ücret Tarifesi) (Attorneys Act No. 1136, Art. 164). The tariff is prepared every year by the Union of Turkish Bar Associations (TBB), taking into account the proposals of the local bars, and becomes final through the procedure involving the Ministry of Justice (Art. 168). Fees are generally assessed against the value of the claim and the complexity of the matter — a single debt collection differs significantly from an ongoing unfair-competition dispute — and can only be quoted once the file has been reviewed.
Official costs are separate from the lawyer's fee. In money claims, a proportional court fee is calculated on the value of the claim, a quarter of which is paid when the case is filed and the rest within one month of service of the judgment (Fees Law No. 492, Art. 28/1-a). Enforcement offices charge their own fees, and expert, service and translation costs are added. Foreign claimants may also be asked for security. The losing party is ordered to pay the costs of the case, including a statutory attorney's fee calculated under the tariff (Code of Civil Procedure, Art. 326). Tax aspects of commercial transactions, such as VAT on invoices, are covered on our tax law page.
Commercial Lawyer in Ankara and Across Turkey
As a rule, a case is filed at the court of the defendant's domicile (Article 6 of the Code of Civil Procedure), and a claim arising from a contract may also be filed where the contract is to be performed (Article 10). A customer in Ankara who fails to pay may therefore be sued in Ankara. A commercial lawyer in Turkey registered with a Turkish bar can act before the commercial courts and enforcement offices in every city.
Some commercial matters lead to Ankara in any case. Lawsuits against decisions of the Turkish Patent and Trademark Office are heard by the Ankara Intellectual and Industrial Property Rights Civil Court, and a foreign judgment against a debtor with no domicile or residence in Turkey can be enforced through a court in Ankara, Istanbul or Izmir.
We act as a commercial lawyer in Istanbul and before the courts in Ankara for unpaid invoices, contract disputes and cheque claims. The office is in Istanbul; files in Ankara and other cities are followed through the electronic UYAP system and by attending hearings where needed, so a business looking for a commercial lawyer in Ankara can have its file followed from Istanbul. Collection through enforcement offices is explained on our debt collection lawyer in Turkey page.
Commercial Disputes in Turkey: Which Court Hears What?
| Type of Dispute | Court or Authority | Legal Basis |
|---|---|---|
| Disputes between two businesses about their commercial activities (sale, supply, services) | Commercial court of first instance (asliye ticaret mahkemesi), whatever the value | Commercial Code, Arts. 4/1, 5/1 |
| Cheques, promissory notes, unfair competition, agency, companies (even if a party is not a merchant) | Commercial court of first instance | Commercial Code, Art. 4/1 |
| Money claims (receivables, compensation, annulment of objection, negative declaratory, restitution) | Mediation office first, then the commercial court | Commercial Code, Art. 5/A |
| Business against a consumer, or consumer against a business | Consumer court | Law No. 6502, Art. 73 |
| Trademarks, patents and designs | Intellectual and industrial property rights civil court; TÜRKPATENT decisions in Ankara | Law No. 6769, Art. 156 |
| Objections in cheque and promissory note enforcement; removal of objections | Enforcement court (icra mahkemesi) | Enforcement and Bankruptcy Law, Arts. 68, 168-170 |
| Criminal complaint for a bounced cheque | Enforcement court (criminal jurisdiction) | Cheque Law No. 5941, Art. 5 |
| Concordat of a business debtor | Commercial court of first instance | Enforcement and Bankruptcy Law, Art. 285 |
| Enforcement of a foreign judgment or foreign arbitral award | Court of first instance (Ankara, Istanbul or Izmir if the debtor has no domicile in Turkey, for judgments) | MÖHUK, Arts. 51, 60 |
| Annulment of an arbitral award made in Turkey | Regional court of appeal | Code of Civil Procedure, Art. 439; Law No. 4686, Art. 15 |
Key Time Limits in Turkish Commercial Disputes
| Matter | Time Limit | Legal Basis |
|---|---|---|
| General commercial limitation period | 10 years, where no other period is prescribed | Code of Obligations, Art. 146 |
| Periodic obligations (rent, interest) | 5 years, running separately for each period | Code of Obligations, Art. 147/1 |
| Claims under agency, commission and mandate contracts | 5 years | Code of Obligations, Art. 147/5 |
| Defects in sold goods | 2 years from delivery (unless a longer period was undertaken or gross fault) | Code of Obligations, Art. 231 |
| Unfair competition (injunction/damages) | 1 year from learning, 3 years at most (longer if the criminal limitation is longer) | Commercial Code, Art. 60 |
| Cheque: claims against drawer and endorsers | 3 years from the end of the presentation period | Commercial Code, Art. 814 |
| Promissory note: claim against the maker | 3 years from maturity | Commercial Code, Arts. 749, 778, 779 |
| Bill or note: holder against endorsers | 1 year from the protest | Commercial Code, Art. 749/2 |
| Objecting to an invoice or a confirmation letter | 8 days from receipt | Commercial Code, Art. 21/2-3 |
| Notifying defects between merchants | 2 days (obvious defect); inspection and notice within 8 days (other defects) | Commercial Code, Art. 23/1-c |
| Payment in B2B supply where no date is agreed | Default 30 days after receiving the invoice; agreed terms at most 60 days (with exceptions) | Commercial Code, Art. 1530/4-5 |
| Mandatory mediation as a condition of suit | Before filing; 6 weeks, extendable by 2 weeks | Commercial Code, Art. 5/A |
| Objection to a payment order (ordinary enforcement) | 7 days from service | Enforcement and Bankruptcy Law, Art. 62 |
| Objection in cheque or promissory note enforcement | 5 days, to the enforcement court | Enforcement and Bankruptcy Law, Art. 168 |
| Action to set aside an objection | 1 year from service of the objection | Enforcement and Bankruptcy Law, Art. 67 |
| Request to remove an objection | 6 months from service of the objection | Enforcement and Bankruptcy Law, Art. 68 |
| Action or enforcement after a pre-suit precautionary attachment | 7 days (does not run during mediation) | Enforcement and Bankruptcy Law, Art. 264; Mediation Law, Art. 18/A/16 |
| Agency: termination notice / goodwill claim | 3 months' notice (indefinite term) / claim within 1 year of the end | Commercial Code, Arts. 121, 122/4 |
| Trademark: opposition / protection | 2 months from publication / 10 years from application, renewable | Law No. 6769, Arts. 18, 23 |
| Annulment of an arbitral award | 1 month (domestic) / 30 days (international) | Code of Civil Procedure, Art. 439; Law No. 4686, Art. 15 |
| Appeal to the regional court / Court of Cassation | 2 weeks from service | Code of Civil Procedure, Arts. 345, 361 |
Cheque vs Promissory Note in Turkey
| Feature | Cheque (çek) | Promissory Note (bono / senet) |
|---|---|---|
| Who pays | A bank pays from the drawer's account | The maker promises to pay the holder directly |
| Maturity | Payable at sight; until 31 December 2028 presentment before the written date is invalid | Payable on the maturity date written on the note (at sight if none) |
| Presentation | 10 days (same place), 1 month (another place), 1 or 3 months if issued abroad | Presented for payment at maturity |
| Bank's statutory payment | Up to TRY 16,350 per leaf since 30 January 2026, on top of available funds | None |
| Limitation against the main debtor | 3 years from the end of the presentation period | 3 years from maturity |
| Criminal consequence of non-payment | Judicial fine on complaint, plus a ban on issuing cheques (Law No. 5941) | No special offence for non-payment; general criminal rules (such as forgery) remain |
| Enforcement route | Fast-track enforcement for negotiable instruments; objections within 5 days | Fast-track enforcement for negotiable instruments; objections within 5 days |
Mediation, Court or Arbitration: Resolving a Commercial Dispute in Turkey
| Feature | Mandatory Mediation | Commercial Court | Arbitration |
|---|---|---|---|
| When it applies | Before suing for a sum of money in commercial matters | After mediation fails, or directly for non-monetary claims | Only if the parties agreed in writing |
| Who decides | No one decides; the mediator helps the parties agree | A judge or panel of the commercial court | Arbitrator(s) chosen under the agreement |
| Time frame in the law | 6 weeks, extendable by 2 weeks | No fixed limit | 1 year from appointment unless agreed otherwise |
| Result | Settlement document; with the lawyers' and mediator's signatures it is enforceable like a judgment | Judgment, appealable within 2 weeks | Award; only annulment on limited grounds |
| Cost in brief | Mediator's fee; two hours paid by the Ministry if no agreement | Court fees, expert and service costs; loser pays | Arbitrators' and institution fees, agreed rules |
| Foreign element | Applies to foreign parties as well | Security for costs may be required from foreign claimants | International Arbitration Law No. 4686 if a foreign element exists |
Documents Usually Needed for a Commercial Claim in Turkey
| Document | Why It Matters | Note |
|---|---|---|
| Contract, order forms, proforma invoices | Show what was agreed: price, currency, delivery, payment term | E-mail and messaging exchanges can complete the picture |
| Invoices and delivery evidence | Prove the amount and that goods or services were delivered | Delivery notes, transport documents (e.g. CMR), customs declarations |
| Account statements and reconciliations | Show the open balance and any acknowledgement by the debtor | A signed reconciliation can interrupt limitation |
| Notices sent and received | Prove default, termination or objections | Notary, registered letter, telegram or KEP between merchants |
| Original cheque or promissory note | Needed for fast-track enforcement | The original is attached to the request, with copies for each debtor |
| Company documents of the foreign claimant | Show the claimant exists and who can sign for it | Apostille or consular legalisation, sworn Turkish translation |
| Power of attorney for the Turkish lawyer | Allows the lawyer to act in mediation, court and enforcement | Signed at a Turkish consulate, or before a notary abroad with apostille and translation |
| Foreign judgment or arbitral award | Basis for enforcement in Turkey | Certified copy, proof of finality, arbitration agreement, certified translations |
Matters Handled in This Area
- Drafting, review, and negotiation of commercial contracts
- Conduct of commercial debt and damages actions
- Mandatory mediation procedures in commercial disputes
- Debt recovery for foreign suppliers and exporters against Turkish buyers
- Enforcement proceedings, precautionary attachments and objection cases
- Actions for the determination and prevention of unfair competition
- Disputes arising from current accounts and invoices
- Agency, dealership, and distribution relationships, including goodwill compensation
- Disputes concerning negotiable instruments (cheques, promissory notes, bills)
- Bounced cheque complaints and cheque ban proceedings
- Trademark oppositions and disputes over brands registered by distributors
- Arbitration-related court proceedings and enforcement of foreign arbitral awards
- Enforcement of foreign court judgments in Turkey
- Creditor representation in concordat and bankruptcy proceedings
- Transfer and pledge of commercial enterprises
Frequently Asked Questions
Is mediation mandatory in commercial disputes in Turkey?
For commercial claims whose subject is a sum of money, namely receivables, compensation, actions to annul an objection, negative declaratory actions and restitution claims, applying to a mediator before suing is a condition of the action (Commercial Code, Art. 5/A). A case filed without mediation is dismissed on procedural grounds. Mandatory mediation does not apply where the parties have an arbitration agreement, and claims that are not about a sum of money are assessed separately.
How long does a commercial debt case take in Turkey?
The duration depends on the nature of the dispute, the evidentiary position, whether expert examination is required, and the court's caseload. The mediation stage has a legal limit of six weeks, extendable by two weeks. It would not be sound to give a definite figure for the litigation stage at the outset; a realistic range can be shared once the file has been reviewed.
What is the limitation period for commercial claims in Turkey?
As a rule ten years applies. Five years applies to periodic payments such as rent and interest and to claims under agency, commission and mandate contracts; defects in sold goods are generally time-barred two years after delivery, unfair competition claims one year after learning (three at most), and cheque claims three years after the presentation period ends. When the period begins to run varies with the dispute, so it is assessed separately in each file.
Where is an action brought if the counterparty is abroad?
The first question is whether the contract contains a jurisdiction and governing law clause; where it does, that clause is as a rule followed. Absent such a clause, the provisions of the Act on Private International Law and Procedural Law apply, which refer to the Turkish venue rules such as the defendant's domicile and the place of performance. Enforcing a foreign court judgment in Turkey additionally requires recognition and enforcement proceedings.
What are the consequences of merchant status?
A person considered a merchant becomes subject to additional obligations: registering with the trade registry, keeping commercial books, using a lawful trade name, and being subject to bankruptcy for all debts. Merchants are also held to the standard of a prudent businessperson in disputes with one another, meaning carelessness on their part can more readily be held against them.
What happens if someone issues a cheque that bounces in Turkey?
The holder can collect from the bank the available funds plus up to a fixed amount per cheque leaf (TRY 16,350 since 30 January 2026), and fast-track enforcement can be brought against the drawer and endorsers for the rest. On the holder's complaint, the drawer also faces a judicial fine for each cheque, of up to 1,500 days and not less than the unpaid amount, and a court ban on issuing cheques and opening cheque accounts (Cheque Law No. 5941, Art. 5).
Can I go to prison for a bounced cheque in Turkey?
The penalty in the Cheque Law is a judicial fine, not imprisonment. However, an unpaid judicial fine for this offence is converted directly into imprisonment, and issuing a cheque while under a cheque ban is punishable by one to three years' imprisonment. Paying the unpaid amount with interest, or the holder withdrawing the complaint, ends the case or lifts the conviction (Law No. 5941, Arts. 5-7).
How long does a cheque have to be presented to the bank in Turkey?
Ten days if it is payable in the place where it was issued, and one month if payable elsewhere. A cheque issued in another country is presented within one month if both places are on the same continent and three months if they are on different continents. The periods start on the day after the issue date written on the cheque (Commercial Code, Art. 796).
What is the difference between a cheque and a promissory note (senet) in Turkey?
A cheque is paid by a bank from the drawer's account and is payable at sight, while a promissory note is the maker's own promise to pay on a maturity date. Only cheques carry the bank's statutory payment and a specific criminal penalty for non-payment. Both can be enforced through the fast-track proceedings for negotiable instruments.
What is the limitation period for a promissory note in Turkey?
Claims against the maker of a promissory note are time-barred three years after maturity. The holder's claims against endorsers are time-barred one year after a protest made in time, and an endorser's recourse against others six months after paying or being sued (Commercial Code, Arts. 749, 778, 779).
A Turkish supplier took my advance payment and did not deliver. What are the options?
Usually a formal notice of default comes first, then mandatory mediation for the refund claim, and then a lawsuit or enforcement proceedings if no settlement is reached. Where there is a risk that the supplier will move its assets, a precautionary attachment can be requested from the court. The contract, payment records and correspondence decide which route fits.
I received an invoice I do not agree with. How long do I have to object?
Eight days from receipt. A person who does not object to the content of an invoice within eight days is deemed to have accepted that content (Commercial Code, Art. 21/2). Between merchants, the objection is usually sent in a provable way, such as through a notary or registered electronic mail.
What is the maximum payment term between businesses in Turkey?
In supply of goods and services between businesses, an agreed payment period can be at most 60 days. A longer period can be expressly agreed if it is not grossly unfair to the creditor, but never where the creditor is a small or medium-sized enterprise or an agricultural producer, or the debtor is a large enterprise. Where no date is agreed, the debtor is in default 30 days after receiving the invoice (Commercial Code, Art. 1530).
What interest applies to a late commercial payment in Turkey?
The rate agreed in the contract, which merchants can set freely. Without an agreement, default interest under Law No. 3095 applies, and in commercial matters the creditor can claim the Central Bank's short-term advance rate where it is higher. In supply transactions between businesses, a rate announced each January by the Central Bank under Article 1530 of the Commercial Code may apply.
Can a Turkish company pay a euro or dollar invoice in Turkish lira?
Unless the contract says payment must be made in the foreign currency itself, the debtor can pay in lira at the exchange rate of the payment day. If the debt is paid late, the creditor can ask for payment in the currency or in lira at the rate of either the due date or the payment date (Code of Obligations, Art. 99).
Can a foreign company start enforcement proceedings in Turkey without a court judgment?
Yes. Enforcement without a judgment is available to foreign creditors as well. The debtor has seven days to object, which stops the proceedings; the creditor can then sue to set aside the objection within one year, after mandatory mediation. Foreign claimants may be asked for security for costs unless reciprocity applies.
Can the debtor's assets be frozen before a lawsuit in Turkey?
Yes, through a precautionary attachment ordered by the court for a due money debt not secured by a pledge, or for a debt not yet due if the debtor has no fixed domicile or is hiding assets. Security is generally required, and the creditor must start enforcement or sue within seven days of the attachment, a period that does not run during mandatory mediation.
Is my Turkish agent entitled to compensation when I end the agency agreement?
Possibly. The agent can claim goodwill compensation if the principal keeps benefiting from customers the agent brought, the agent loses commission it would have earned, and payment is equitable. It is capped at the average annual commission of the last five years, cannot be waived in advance and must be claimed within one year (Commercial Code, Art. 122).
Does goodwill compensation also apply to distributors in Turkey?
The Commercial Code applies the agent's goodwill compensation rule, unless inequitable, to the end of exclusive dealership and similar continuing relationships that grant exclusive rights (Art. 122/5). Whether a particular distributor qualifies depends on the exclusivity and the actual relationship.
How much notice is needed to terminate an agency agreement in Turkey?
An agency agreement for an indefinite term can be terminated with three months' notice, and any agency agreement can be terminated at any time for just cause. The party that terminates without just cause or without the notice compensates the other for losses from unfinished business (Commercial Code, Art. 121).
My former Turkish distributor registered my brand. What can be done?
A trademark application by a commercial agent or representative in its own name, without the owner's permission and without a justified reason, is refused on the owner's opposition. If it is already registered, the owner can ask the court to prohibit its use or transfer the registration (Law No. 6769, Arts. 6/2, 10). The relationship and the brand's history in Turkey are examined first.
How long does trademark protection last in Turkey?
Ten years from the application date, renewable for further ten-year periods. Renewal is requested within six months before expiry or, with an additional fee, within six months after it. Oppositions to a published application are filed within two months of publication (Law No. 6769, Arts. 18, 23).
Can we choose English law and London courts in a contract with a Turkish company?
Turkish law allows the parties to choose the governing law of a contract (MÖHUK, Art. 24) and, for disputes with a foreign element, to agree on a foreign court if the agreement is proved in writing and the matter is not within the exclusive jurisdiction of Turkish courts (Art. 47). A later foreign judgment still needs enforcement proceedings to be executed in Turkey, so the choice is weighed against where the Turkish company's assets are.
Does a foreign company have to deposit security to sue in Turkey?
As a rule, foreign claimants and foreign creditors starting enforcement provide security set by the court for costs and the other side's possible losses. The court exempts them on the basis of reciprocity with their country (MÖHUK, Art. 48).
Are arbitration clauses enforceable in Turkey?
Yes, if the arbitration agreement is in writing and the dispute is arbitrable. If a lawsuit is filed despite a valid agreement, the other side can raise an arbitration objection and the court dismisses the case. Disputes over rights in rem in immovable property and matters not subject to the parties' free will cannot be arbitrated.
How is a foreign arbitral award enforced in Turkey?
Through an enforcement request at the competent court of first instance, with the arbitration agreement, the award and certified translations (MÖHUK, Arts. 60-61). The court refuses only on limited grounds such as no valid agreement, public policy, non-arbitrability or lack of a proper hearing. Turkey is a party to the 1958 New York Convention.
Can a foreign court judgment be enforced in Turkey?
Yes, after a Turkish court grants enforcement. The court checks reciprocity, that the matter is not within the exclusive jurisdiction of Turkish courts, that the judgment is not manifestly contrary to public policy, and that the defendant was properly summoned. If the debtor has no domicile or residence in Turkey, the case can be filed in Ankara, Istanbul or Izmir (MÖHUK, Arts. 51, 54).
What happens to my claim if the Turkish debtor applies for concordat?
During the moratorium, no enforcement proceedings can be started against the debtor, existing ones stop, and precautionary attachments are not executed (Enforcement and Bankruptcy Law, Art. 294). The claim is followed within the concordat file. The temporary moratorium can last up to five months and the definitive moratorium one year, extendable by six months.
Are commercial books evidence in Turkish courts?
Yes, if they are kept properly, carry opening and closing certifications and their entries confirm each other. They count in their owner's favour only if the other side's proper books do not contradict them or the other side does not produce its books (Code of Civil Procedure, Art. 222).
What is unfair competition under Turkish law, and how long is there to sue?
Deceptive conduct or other conduct contrary to good faith that affects relations between competitors or with customers, such as disparagement, creating confusion, inducing breach of contract or misusing trade secrets. Claims are time-barred one year after the claimant learns that the rights have arisen and in any event three years after they arose (Commercial Code, Arts. 54-60).
How much does a commercial lawyer cost in Turkey?
Fees cannot be below the Attorneyship Minimum Fee Tariff prepared each year by the Union of Turkish Bar Associations. They depend on the value and complexity of the matter and are quoted after the file is reviewed. Court fees, enforcement fees, expert costs and any security required from foreign claimants are separate.
Can I get an English-speaking Turkish lawyer for a commercial dispute?
Yes. Our office represents English-speaking businesses throughout commercial disputes in Turkey, including mediation, litigation, and enforcement proceedings.
Who is the commercial lawyer in Istanbul at this office, and in which languages is advice given?
Av. Ömer Faruk Doğan holds an IELTS score of 7, pursued graduate legal studies and research in Italy and Poland, and has experience advising international companies on Turkish commercial matters. Clients can be advised in English as well as Turkish.
My customer in Ankara has not paid an invoice. Can a commercial lawyer in Istanbul pursue the claim?
Yes. A case may be filed where the defendant is domiciled or, for contractual claims, where the contract is to be performed (Articles 6 and 10 of the Code of Civil Procedure), so it may be brought in Ankara. A lawyer registered with a Turkish bar can act before all courts and enforcement offices, so a commercial lawyer in Istanbul or in Ankara can pursue it. As a commercial lawyer in Turkey based in Istanbul, our office follows Ankara files through UYAP and by attending hearings where needed.
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