General Contract Law in Turkey

Our firm has significant knowledge and a long experience in drafting, reviewing and negotiating contracts governed by Turkish Contract Law. Working collaboratively, in partnership with our clients, we form our way of thinking around the needs of our clients in order to ensure that we deliver the right solutions. Our modus operandi is to serve our clients under the light of this approach. We provide legal consulting on contract matters concerning Turkey and we offer our services for the preparation of contracts as e.g. for purchase, sale, construction, provision of services and generally for the conclusion of all types of contracts under Turkish Contract Law.

What Is Turkish Contract Law and Who Does It Affect?

Contract Law in Turkey is governed by the Turkish Code of Obligations, which sets out how contracts must be written, interpreted, and enforced. It applies to:

• Commercial agreements
• Real estate transactions
• Employment and consultancy contracts
• Sale of goods or services
• Joint ventures or investment arrangements

UK-based individuals or companies doing business in Turkey — whether directly or through local partners — must ensure their contracts comply with Turkish legal standards.

Can Foreigners and UK Companies Sign Contracts Under Turkish Law?

Yes, Turkish law allows foreign individuals and legal entities to enter into binding contracts with Turkish parties, provided they meet the formal and substantive requirements set out in Turkish legislation. In practice, this means a UK-based person or company can sign:

• Sales and supply agreements with Turkish manufacturers or wholesalers
• Consultancy or service agreements to support a Turkish project
• Lease contracts for personal or commercial property
• Construction and engineering contracts
• Shareholder agreements in Turkish companies
• Investment or loan agreements involving Turkish parties or assets

However, some contracts must be written in Turkish or notarised to be enforceable in Turkish courts. If your contract includes international components, such as foreign currency payment terms, overseas jurisdiction clauses or dual language versions, it’s even more important to ensure legal consistency and clarity.

We help UK-based clients navigate these legal complexities with contracts that are enforceable, compliant and tailored to cross-border needs.

What Types of Contracts Are Common Under Turkish Law?

Turkish law recognises a wide variety of contracts, both standard and specialised, and governs them with detailed provisions in the Code of Obligations and related statutes. We assist clients with nearly all types of commercial and civil contracts, including but not limited to:

• Sales Contracts: Movable goods, machinery, equipment, commercial property
• Construction Contracts: Fixed-price, FIDIC-based, turnkey, or subcontractor models
• Service Contracts: Professional services, IT development, outsourcing, advisory
• Lease Agreements: Residential, commercial or industrial rentals, often subject to registration and indexed rent rules
• Franchise and Distribution Agreements: Including exclusivity clauses and IP licensing
• Shareholder and Partnership Agreements: Regulating rights and duties among Turkish and foreign stakeholders
• Loan and Guarantee Contracts: Including personal or corporate guarantees in cross-border financing deals
• Confidentiality and Non-Disclosure Agreements (NDAs)
• Employment Agreements: Drafting Turkish-compliant contracts for local employees or remote staff

Each of these contract types has its own legal requirements regarding form, scope, termination rights, liability clauses and tax implications. We don’t just translate contract templates — we build them from scratch, tailor-made for your goals and compliant with Turkish statutory expectations.

What Should You Know Before Signing a Contract in Turkey?

Entering into a Turkish contract without understanding its legal mechanics is risky. Contracts under Turkish law require specific language, structure and content to be enforceable. Key considerations include:

• Form Requirements: Some contracts (such as real estate purchases, long-term leases or notarised powers of attorney) must be notarised or even registered with public bodies like land registries or trade chambers
• Language and Translation: If a dispute arises in a Turkish court, a Turkish version of the contract will take precedence. That’s why bilingual drafting (English–Turkish) must be aligned legally — not just linguistically
• Jurisdiction and Applicable Law Clauses: Unless specifically agreed otherwise, Turkish courts will claim jurisdiction over contracts governed by Turkish law. If arbitration is chosen, the arbitration clause must follow strict formalities
• Force Majeure and Hardship Clauses: Especially in long-term commercial contracts, these must be detailed and anticipate Turkish legal standards
• Termination and Liquidated Damages: Many foreign contracts use broad penalty clauses. Turkish law limits enforceability of such clauses unless they are proportionate, transparent and clearly pre-agreed

We work closely with UK-based clients to review, amend and negotiate contracts before signing, giving clear advice on every clause, potential risks and enforcement options — both in Turkey and internationally.

Why Work With UT Legal?

We act as your legal partner in Turkey, ensuring your contracts are:

• Legally compliant under Turkish law
• Clear and enforceable in both English and Turkish
• Adapted to your specific business goals
• Structured to reduce litigation risk
• Drafted, reviewed, and negotiated by qualified Turkish lawyers

Whether you’re entering into a one-off deal or building a long-term business in Turkey, we ensure your contractual rights are protected.

Frequently Asked Questions: Contract Law in Turkey

Do all Turkish contracts need to be notarised?

Only certain contracts — such as real estate transactions, long-term leases or those involving company share transfers — require notarisation. Most commercial contracts can be valid with signatures alone, but notarisation adds enforceability in court.

Can I sign a contract in English?

Yes, but the Turkish version will take precedence in disputes. We recommend drafting bilingual contracts aligned in legal meaning.

What happens if a Turkish party breaches the contract?

You can file a lawsuit in Turkish civil courts, or initiate arbitration if specified in the contract. We represent clients in both scenarios.

Can you help me draft a contract valid in both Turkey and the UK?

Yes. We specialise in dual-compliant contracts that meet both jurisdictions’ standards, especially for cross-border business.

How long does contract review or drafting take?

Depending on complexity, initial feedback can be provided within 1-2 weeks. More detailed drafting or negotiations may take longer. We offer clear timelines at the outset.