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Glossary

TTK

Turkish Commercial Code No. 6102

Pronounced: teh-teh-KAH

The statute that governs merchants, companies, commercial paper, insurance and carriage — the framework a foreign business actually operates inside.

What it means for you

Company formation, shareholder rights, board duties, general assemblies, mergers, cheques and bills, and the commercial books you must keep all come from here. It also sets who counts as a merchant, which changes the rules that apply to you.

Commonly confused with

Not the Code of Obligations. If a question is about being a company or a merchant, look at TTK; if it is about the agreement itself, look at TBK.

Where you meet this word

On every trade-registry filing, in the articles of association, and in any dispute between shareholders.

How the Code is laid out: six Books, from the merchant to the insurance claim

Law No. 6102 was passed on 13 January 2011, published in Official Gazette No. 27846 of 14 February 2011, and — under its own Art. 1534 — entered into force on 1 July 2012 for most of its text; Art. 1524 (the corporate website) followed a year later and the accounting-standards provisions on 1 January 2013. Its numbered articles run from 1 to 1535.

Ten introductory articles (Başlangıç, arts. 1-10) set what counts as a commercial matter at all before the Code divides into six Books.

BookArticlesWhat it covers
Başlangıç1-10What a commercial provision is, commercial custom, limitation (6)
I — Ticari İşletme (the commercial enterprise)11-123Merchant status (12), trade registry, trade name, unfair competition (54-63), commercial books (64-88), current account, agency
II — Ticaret Şirketleri (trading companies)124-644General rules (124-210), then each company type in turn
III — Kıymetli Evrak (negotiable instruments)645-849Registered and bearer instruments, bills of exchange and cheques (670-823)
IV — Taşıma İşleri (carriage)850-930Carriage of goods, removals, passengers
V — Deniz Ticareti (maritime trade)931-1400The vessel, the master, maritime contracts, collision and salvage, limitation of liability
VI — Sigorta Hukuku (insurance law)1401-1535General insurance rules, then rules for particular insurance types; final provisions (1521-1535)

Within Book II, the five company types the Code itself regulates sit in their own parts: Kollektif (general partnership) 211-303, Komandit (limited partnership) 304-328, Anonim (joint-stock) 329-563, Sermayesi paylara bölünmüş komandit (partnership limited by shares) 564-572, Limited (private limited) 573-644. Art. 124 also names a sixth type, the cooperative — but that is regulated by its own statute (the Cooperatives Law), not inside this Code.

The five company types the Code itself regulates

Each type is defined in its own opening article; the wording below is the Code's.

  • Art. 211 — kollektif (general partnership). Formed between real persons under a trade name, to operate a commercial enterprise, where none of the partners' liability toward the company's creditors is limited.
  • Art. 304 — komandit (limited partnership). One or more partners' liability is unlimited (the komandite, who must be a real person), and the rest is limited to a stated capital contribution (the komanditer, who may be a legal person).
  • Art. 329 — anonim (joint-stock company). Capital is fixed and divided into shares; the company answers for its debts only with its own assets, and shareholders are liable to the company only for the capital they have undertaken to pay in.
  • Art. 564 — sermayesi paylara bölünmüş komandit (partnership limited by shares). Capital is divided into shares; one or more partners is liable like a kollektif partner (unlimited), the rest like an anonim shareholder (limited to their shares).
  • Art. 573 — limited (private limited company). Formed by one or more real or legal persons under a trade name; partners are not liable for the company's debts at all — only for paying in the capital share they undertook, plus any additional-payment or ancillary obligations in the articles. Art. 644 then borrows a long list of joint-stock rules (founders' and directors' liability, the self-dealing ban, dissolution) straight across to the limited company.
  • Art. 12 — who counts as a merchant (tacir). Anyone who operates a commercial enterprise in their own name, even only in part — and which rules apply to you often turns on this status first.
  • Arts. 54 and 56 — unfair competition. Deceptive conduct or conduct against good faith that affects the relationship between competitors, or between suppliers and customers, is unlawful; anyone whose customers, credit, professional reputation or other economic interests are harmed — or threatened — can sue for a finding of unlawfulness, an injunction, removal of the consequences, correction of misleading statements, damages, and (where Art. 58 TBK's conditions are met) moral damages.
  • Art. 64 — the duty to keep commercial books. Every merchant must keep books that show the business's commercial dealings and its economic and financial position clearly enough for a third-party expert to form a view of it within a reasonable review.

The deadlines people actually hit

Three numbers come up constantly in practice; each comes from the Code's own current text.

PeriodWhat it runs onArticle
8 daysTo object to a received invoice's content, or lose the right to — silence after 8 days is deemed acceptance21
10 yearsHow long a merchant must keep commercial books, correspondence and the documents behind their entries82
1 year / 3 yearsUnfair-competition claims (Art. 56) — 1 year from learning of the right to sue, 3 years from when it arose in any event; the longer TCK criminal-limitation period applies instead if the same conduct is also a criminal offence with a longer dava zamanaşımı60

Outside these three, the Code mostly leaves its own deadlines to the company-type rules themselves (a general assembly's call notice, a merger objection period) rather than one general limitation section — check the article that governs the specific step you are on.

Whatever you opened the Code for

If you met this abbreviation on a document, the subject you are really after is probably one of these:

Frequently asked questions

What is the TTK?

TTK stands for the Turkish Commercial Code No. 6102. It governs merchants, the five company types it regulates directly (general partnership, limited partnership, joint-stock, partnership limited by shares, and private limited company), negotiable instruments, carriage, maritime trade and insurance.

How many articles does the Turkish Commercial Code have?

Its numbered articles run from 1 to 1535, across ten introductory articles and six Books. Some numbers within that range have been repealed or amended since 2011, so the figure describes the article range, not a count of every rule currently in force.

When did the Turkish Commercial Code enter into force?

It was passed on 13 January 2011 and published in Official Gazette No. 27846 of 14 February 2011; under Art. 1534 most of it entered into force on 1 July 2012, with the corporate-website duty (Art. 1524) following a year later and the accounting-standards provisions on 1 January 2013.

What is the difference between the TTK and the TBK?

If the question is about being a company or a merchant — formation, shareholder rights, board duties, commercial books — look at TTK. If it is about the contract itself, look at the Code of Obligations (TBK). Under TTK Art. 1, where there is no commercial provision for a commercial matter, the court turns to commercial custom first and only then to TBK's general rules.

What are the five company types under Turkish law?

Kollektif (general partnership, Art. 211) and komandit (limited partnership, Art. 304) are treated as partnerships of persons; anonim (joint-stock, Art. 329), sermayesi paylara bölünmüş komandit (partnership limited by shares, Art. 564) and limited (private limited, Art. 573) are treated as capital companies. A sixth type the Code names, the cooperative, is regulated by a separate statute.

What is the limitation period for an unfair-competition claim in Türkiye?

Under Art. 60, 1 year from when the injured party learns of the facts giving rise to the claim, and in any event 3 years from when those facts arose. If the same conduct is also a criminal offence under the Turkish Criminal Code with a longer limitation period, that longer period applies to the civil claim as well.

Statute: Turkish Commercial Code (TTK) No. 6102

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