Sezin Elçin, Emre Önal and Alperen Gündüz (CoPartners) authored this publication

Introduction

Türkiye maintains an open FDI regime under the 2003 FDI Law and the FDI Regulation, guaranteeing equal treatment for foreign investors. With FDI inflows accelerating in 2025, investment policy continues to focus on stability and competitiveness. The Türkiye International Direct Investment Strategy (2024-2028) anchors this approach by prioritizing technology, digitalization and green transformation. New incentive mechanisms and strategic programs further support the attraction of high-value projects.

Summary of major changes in 2025

• Türkiye posted a standout FDI performance in 2025, with inflows rising 45.5 percent year over year to USD 11.4 billion and annualized inflows reaching USD 15.3 billion by September, according to statistics published by the Presidency of the Republic of Türkiye Investment and Finance Office. The investment leaderboard was topped by the Netherlands, followed by Kazakhstan and Luxembourg, with strong participation from Germany, the US, the UAE, Switzerland, the UK, France and Spain.
• As part of Türkiye's ongoing efforts to enhance its attractiveness to foreign investors, the Türkiye International Direct Investment Strategy (2024-2028), published in 2024 and still in force, continues to guide national investment policy in 2025. The strategy outlines ambitious goals to raise Türkiye's share of global FDI inflows from 0.85 percent to 1.5 percent by 2028. It prioritizes investments in knowledge-intensive industries, global supply chains, digital transformation and green technologies, supported by dedicated incentives aimed at attracting high-value projects. This framework underscores Türkiye's commitment to deeper regional economic integration and more active participation in global value chains.
• The strategy prioritizes six key policy areas to enhance the country's investment landscape. Regulatory stability and a streamlined business environment remain central, with efforts focused on reducing bureaucratic hurdles and ensuring a more predictable framework for investors. Sustainability and green transformation are also key pillars, with initiatives promoting renewable energy investments and carbon reduction projects.
• At the same time, Türkiye is accelerating its digital transformation, strengthening infrastructure and fostering technology-driven industries to remain competitive in a rapidly evolving global market. The strategy also aims to integrate Türkiye more deeply into global value chains, expanding its role in international trade and logistics networks. Recognizing the importance of human capital, it includes measures to develop a highly skilled workforce, ensuring that industries requiring advanced expertise can thrive.
• The General Directorate of Incentive Implementation and Foreign Investment supports investment projects in Türkiye through incentive programs available to international companies. As part of these efforts, various incentive schemes are in place to encourage foreign investment.
• To expand Türkiye's data center capacity, accelerate AI and quantum infrastructure, and strengthen domestic industrial robot production as part of the country's broader high-tech transformation, the Ministry of Industry and Technology has announced four new strategic calls under the HIT-30 Program. These calls, covering Data Centers, Artificial Intelligence, Quantum Technologies and Industrial Robotics, are backed by multibillion-dollar budgets and offer extensive incentives such as tax reductions, grants, advantageous financing, VAT and customs duty exemptions, employment support and investment site allocation.
• Additionally, the Cybersecurity Law No. 7545 (the "Cybersecurity Law"), which effectively introduces a new approval regime, was published in the Official Gazette on March 19, 2025, and entered into force. Pursuant to Article 18 of the Cybersecurity Law, a new obligation has been introduced for companies operating in this field. Accordingly, companies that produce cybersecurity products, systems, software, hardware and services are now required to notify the Presidency of the Cybersecurity Authority (the "Presidency") of any merger, demerger, share transfer or sale transactions. Moreover, any transactions that individually or jointly grant real persons or legal entities direct or indirect control rights or decision-making authority over the company will be subject to the approval of the Presidency of the Cybersecurity Authority.
• Similar to the Turkish merger control regime, transactions carried out without obtaining the Presidency's approval will not have legal validity. In addition, administrative fines ranging from 10 million Turkish lira to 100 million Turkish lira may be imposed on those who fail to fulfill the relevant notification and approval obligations. Accordingly, this new framework introduces a critical regulatory layer that companies planning to operate in Türkiye's cybersecurity sector must factor into their transaction strategy from the outset.

Who files?

The FDI regime is based on a post-closing notification procedure rather than a prior approval or review procedure. There is no suspension requirement. In this context, foreign-capitalized companies, or companies that become foreign-capitalized as a result of the transaction, are responsible for filing the notifications.

FDI companies are obliged to make certain notifications to the ministry's General Directorate of Incentive Practices and Foreign Capital through an online system named E-TUYS. Foreign-capitalized companies may also designate authorized signatories to submit any required notification via E-TUYS.

Types of deals reviewed

Under the Turkish FDI regime, FDI is defined as importing cash capital, company securities (excluding state securities), machinery and equipment, and industrial and intellectual property rights to Türkiye from abroad; setting up a new company or branch; or joining the shareholding of a company by way of acquiring shares outside securities exchanges, or at least 10 percent shareholding or voting rights through securities exchanges.

FDI in Türkiye is not restricted, and foreign investments are treated in the same way as their local counterparts under the relevant legislation. Indeed, the FDI Law provides that foreign investors are allowed to make investments in Türkiye unless otherwise stipulated in specific laws or international treaties. On the other hand, various sectors entail specific restrictions on foreign shareholdings or require permissions for investments in those sectors.

The Civil Aviation Act No. 2920 requires written agreements to be concluded for the acquisition of Turkish civil aircraft, and such agreements must subsequently be notified to the aviation registry within the Ministry of Transport and Infrastructure. In addition, the legislation requires majority shareholders of Turkish aircraft operators to be Turkish and stipulates that an aircraft is deemed Turkish only if it is owned by a Turkish citizen. If owned by companies and cooperatives registered in the Turkish Trade Registry, it is regarded as a Turkish aircraft only if the majority of individuals authorized to manage and represent the company are Turkish citizens and if the majority of votes are held by Turkish partners.

The Radio and Television Broadcasting Law No. 6112 sets out specific requirements for the establishment and share ratios of private media service providers. The total foreign share capital of a media service provider cannot exceed 50 percent of registered capital. Foreign persons are not permitted to be direct shareholders of more than two media service providers, nor to possess privileged shares.

The Land Registry Law No. 2644 stipulates that foreigners may acquire real estate or limited property rights in Türkiye subject to certain conditions. The total area acquired cannot exceed 10 percent of the total surface area of the district subject to private ownership and 30 hectares per person nationwide. Additional requirements apply to real estate in military forbidden zones, military security zones or strategic zones. The Ministry of Trade must be notified of the relevant acquisition.

The Cabotage Law specifies geographical restrictions under which deriving commercial benefits from seas and lakes is a right granted exclusively to Turkish citizens.

The Mining Law, Environmental Law and Tourism Incentive Law also establish specific regimes and require approval procedures in certain cases for FDI in Türkiye.

The Cybersecurity Law, as explained above, also introduces new approval procedures for companies producing cybersecurity products, systems, software, hardware and services. It is therefore crucial for foreign investors to identify the sectors in which they are investing and comply with the relevant legislative requirements.

Scope of the review

FDI companies submit required notifications to the Ministry of Industry and Technology's General Directorate of Incentive Practices and Foreign Capital through the E-TUYS online system. These notifications do not require approval from the ministry; mere notification is sufficient. Pursuant to Article 6 of the FDI Regulation, approval is required only for companies establishing a liaison office in Türkiye.

Changes to the capital and shareholding structure of FDI companies must be notified within one month. FDI companies must also submit annual notifications through a standard form requiring general information, including trading name, address, tax identification number and brief information regarding subsidiaries and shareholding structure.

Separately, sector-specific legislation may require additional approvals from authorities such as the Ministry of Environment, Urbanization and Climate Change, Energy Market Regulation Authority, Ministry of Treasury and Finance, and Banking Regulation and Supervision Agency for investments in regulated sectors.

The FDI rules apply to transactions resulting in a change in the direct shareholding of a Turkish company. If a transaction does not result in a direct change in the Turkish subsidiary's shareholding structure, no filing or notification is required under the FDI rules. If the investment qualifies as a merger, acquisition or establishment of a joint venture under Turkish merger control rules, it is also subject to mandatory filing with the Turkish Competition Authority.

Review process timeline

There is generally no time limit stipulated for review processes under the Turkish FDI regime. The duration depends on the specific factual matrix. There is no general requirement for pre-filing or initial review. For liaison offices, under Article 6 of the FDI Regulation, the application is reviewed within 15 business days after submission of all requested information and documents.

How foreign investors can protect themselves

The Turkish FDI regime is based on the principle of freedom to invest. Article 3 of the FDI Law provides that foreign investors may invest in Türkiye directly and must be treated equally to local investors.

Certain sectors, however, are subject to specific regimes due to public security and public interest considerations. Foreign investors should therefore assess whether a contemplated transaction triggers additional FDI requirements or sector-specific filings.

For potential mergers, acquisitions or joint ventures, investors should determine whether the transaction is subject to mandatory notification to the Turkish Competition Authority. Failure to comply may result in an administrative monetary fine of 0.1 percent of turnover generated during the financial year preceding the decision date.

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