Branch vs. Subsidiary vs. Liaison Office

Branch office (şube)Subsidiary (LLC)Liaison office (irtibat bürosu)
Legal statusNot a separate legal entity — the parent company is directly liableSeparate Turkish legal entity, liability generally limited to its own capitalNot a separate legal entity, cannot conduct commercial activity
Can it invoice/trade in Turkey?YesYesNo — representation and market research only
Approval neededTrade Registry registrationTrade Registry registrationMinistry of Industry and Technology permit
Typical use caseParent company wants direct control and full trading rights without a new legal personInvestor wants liability separation from the parentCompany wants a local presence for research/coordination before committing to trading

Step-by-Step: Registering a Branch Office

  • Appoint an authorized representative resident in Turkey — a branch must have someone empowered to act on its behalf locally
  • Prepare and notarize the parent company's incorporation documents and board resolution authorizing the branch, with certified translations
  • Register the branch with the Trade Registry in the province where it will operate
  • Obtain a tax identification number and register with the local tax office
  • Open a corporate bank account and complete social security registration before hiring any staff

Liability: The Detail Many Parent Companies Miss

Because a branch has no separate legal personality, the parent company is directly and fully liable for the branch's obligations in Turkey. If liability separation is a priority — for example if the Turkish operation carries meaningful commercial risk — a subsidiary structure is usually the more appropriate vehicle, even though it involves creating a new legal entity.

Tax Treatment

A Turkish branch of a foreign company is generally taxed on its Turkey-sourced income similarly to a resident company, and profit repatriation to the parent may be subject to withholding tax depending on any applicable double-taxation treaty between Turkey and the parent's home country. Confirm the current treaty position with a tax advisor before finalizing your structure, since treaty rates vary by country.