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Investment in Turkeyfor US investors*

www.pwc.com/trwww.pwc.com/trwww.vergiportali.com/englishwww.vergiportali.com/english

Burcu CanpolatBurcu CanpolatSeniorSenior ManagerManager, SMMM, SMMM

FFebruaryebruary 20072007

*connectedthinking

www.pwc.com/tr

www.pwc.com/trwww.vergiportali.com/

www.vergiportali.com/englishBurcu

PricewaterhouseCoopers

Source: The Central Bank of the Republic of Turkey

Section

1

-

General

Outlook

• Canpolat is graduated from Department of ManagementEngineering at Istanbul Technical University.

• Currently a tax senior manager in Technology, Information andCommunication (TICE) and International Tax Structuring teams.

• Mainly specialized in the international tax structuring andmerger & acquisition as well as the application of tax treatiesand taxation of companies with foreign shareholders.

• Worked for numerous companies in banking & capital market,insurance and energy sectors.

• Has extensive experience in providing overseas taxconsultancy services to multinational companies in cooperationwith the other PwC offices.

• Gained lots of experiences by working in Procter & GambleTürkiye as tax manager for 9 months and in PwC WashingtonDC office for 6 months.

• Member of the Union of Chamber of Certified PublicAccountants (SMMM) and speaks English fluently.

Burcu Canpolat, Senior ManagerDirect Phone: (212) 326 64 52Direct Fax: (212) 326 64 53E-Mail:[email protected]


Table of Contents

Customs and Foreign Trade4

Relations between Turkey and the United StatesPwC Sources

Annex Comparison of Taxable Entities in Turkey

1011

Treaties of Turkey9

Investment Incentives5

Real Estate Investments8

Accounting and Taxation3

Related Party Transactions6Exit Route-Capital gains7

Incorporation of Companies and Branches in Turkey2General Outlook1

[email protected]

Section 1

General Outlook


General Outlook• Exceptionally high levels of real GDP growth: last two years average of 7.3%

per annum

• Inflation is at its lowest level since 1970`s

• Due to recent market volatility and the depreciation of YTL, expectations aremore conservative for the near future.

• FDI reached US$ 9.6 bn in 2005

• Strong alliances with international organizations:

Section 1 – General OutlookSection

1

-

General

Outlook

UN (1946)

NATO (1952)

OECD (1961)

WTO (1995)

EU customs union (1996)


General Outlook• Candidate for membership of the EU and harmonized tax policies are expected

to be

• EU Countries have a very important part in increasing FDI

Section 1 – General OutlookSection

1

-

General

Outlook

-

1,000

2,000

3,000

4,000

5,000

6,000

7,000

2002 2003 2004 2005 2006

Years

FDI A

mou

nts

(mn

$)

ItalyEnglandHollandFranceGermany

SectionSection 22

Incorporation of CompaniesIncorporation of Companiesand Branches in Turkeyand Branches in Turkey


Incorporation for Foreign InvestorsSection 2 - Incorporation of Companiesand Branches in Turkey

• Type of presence• Joint Stock Companies (A.Ş.)• Limited Liability Companies (Ltd.)• Branches• Partnerships

• A liaison office can also be established, where:• It cannot engage in any commercial activity or partnerships with other

companies; activities are limited to preparatory and auxiliary functions• Its employees are exempt from income tax and stamp tax on salaries

• Fund levy of 0.04% over capital (“Contribution to Competition Authority”)

• Incorporation procedures take 2-3 weeks


Foreign Investment RegulationsSection 2 - Incorporation of Companiesand Branches in Turkey

• No approval requirement for foreign investment – just notification tothe Treasury

• Availability to establish a corporation of 100% foreign investment.

• No additional capital requirement or any restriction on shareholdingratio for foreign investors

• No approval/notification requirement to a governmental authority formanagement services, technical assistance or royalty agreementssigned with foreign companies

• Liberal foreign exchange regulations in Turkey, where;• companies can have deposits both in Turkey and abroad• cash movements (except extending loans) to abroad are freely

realized

Section 3

Accounting and TaxationAccounting and Taxation


Bookkeeping

• Bookkeeping is:• in Turkish and• in New Turkish Lira (YTL) and New Kurus (YKr) terms.

• Bookkeeping in functional foreign currency may be allowed, providedthat:

• there is a minimum paid-up capital equivalent of US$100 million,• at least 40% of the shares of the company is held by non-

residents• the Council of Ministers grants permission

Section 3 - Accounting and Taxation


Bookkeeping

• Accounting records are maintained and statutory financial statementsare prepared in accordance with the Turkish Commercial Code, taxlegislation and the Uniform Chart of Accounts (CoA) issued by theMinistry of Finance

• Public companies, financial institutions and insurance companiesreport their financial statements in line with accounting rules andprinciples issued by the Capital Markets Board, which is quite similarto IFRS

• Harmonization with Basel 2 standards is envisaged



Audit Requirements

• There is no independent audit requirement in Turkey, except forpublic companies, banks, financial institutions and insurancecompanies

• Statutory audits under the current Turkish Commercial Code arecarried out by legal auditors and are different to independent auditstandards

• In practice, many taxpayers prefer to obtain tax certificationservices, a sort of tax audit, to ensure accuracy of their taxcalculations



Taxation of CorporationsCorporate Income Tax (CIT)

• CIT rate is 20%

• Business expenses are tax deductible in general

• There is a tax competition between countries in the World especially inEast-European so the CIT is in a diminishing trend to inflowinvestment expenditures



Taxation of CorporationsSection 3 - Accounting and Taxation

CorporateIncome Tax

Rate Fund Calculated

over CIT Regional

TaxDividend WHT

Paid Abroad

Paid WHT overBranch

RevenuesGermany 25% 5,5% 12 - 20% 20% 0%Bulgaria 15% 0% 10% 15% 15%Czech Republic 26% 0% 0% 15% 0%France 33,33% 3% 0% 25% 25%South Cyprus 20-25% 0% 0% 20% 0%Netherlands 34.5 -29% 0% 0% 25% 0%England 30% 0% 0% 0% 0%Ireland 12,5 - 25% 15 - 20% 0% 20% 0%Spain 35% 0% 0% 18% 25%Israel 36% 0% 0% 25% 0%Italy 36% 0% 4,25% 27% 27%Corea 15-27% 10% 0% 25% 25%Luxembourg 22% 4% 7.5 - 9.09% 20% 20%Hungary 18% 0% 2% 20% 20%Malaysia 28% 0% 0% 0% 0%Poland 22% 0% 0% 20% 20%Portugal 30% 10% 0% 25 - 30% 0%Singapore 24,5% 0% 0% 0% 0%Turkey 20% 0% 0% 15% 15%Greece 35% 0% 0% 0% 0%Russia 24% 0% 2.20% 15% 15%


Taxation of CorporationsDividend Withholding Tax

• Payable upon profit distribution to foreign shareholders

• Dividend withholding tax rate is 15%

• Total corporate tax burden is 32% for foreign investors upon dividenddistribution

• If certain conditions are fulfilled, the dividend withholding tax rate canbe reduced to 7.5% for intermediary holding companies; making theeffective rate 26%



Taxation of Corporations

Participation Exemption• Dividend income of Turkish resident corporations received from;

• Turkish resident corporations is exempt from CIT• Foreign subsidiaries or branches is also CIT exempt, if certain

conditions are fulfilled• Capital gains of intermediary holding companies from foreign

subsidiaries are also CIT exempt (if certain conditions are realized)




Controlled Foreign Corporation (CFC)• Corporations established abroad and controlled directly or indirectly by

tax resident companies by participation of a minimum 50% to thecapital thereto are considered as CFC, provided that the foreignsubsidiary’s:• gross revenue (minimum 25%) composed of passive income;• effective income tax rate is lower than 10% in its home country; and• gross revenue exceeds the equivalent of YTL100,000 in foreign

currency terms• If a foreign subsidiary is considered as CFC, its profit will be included in

the CIT base of the Turkish resident corporation at the rate of theshares controlled, irrespective of whether it is distributed or not.

• This profit will not be subject to additional taxation in Turkey, if it isdistributed to the Turkish resident in the future.




Cost Allocation

• Costs of the parent company allocated to its Turkish branch isdeductible in the determination of the taxable income of the non-resident corporation generated from its branch in Turkey

• The cost allocation of general administration expenses from theheadquarters is subject to the conditions below;

- The expenses concerned must be related to thegeneration and maintenance of income in Turkey; and,

- The portion of the costs to be allocated to the Turkishbranch must be calculated in line with the cost allocationkeys determined in compliance with the arm’s lengthprinciple



Taxation of CorporationsSection 3 - Accounting and Taxation

Value Added Tax (VAT)• Deliveries of goods and services are subject to VAT• Rates vary from 1% to 18% - General rate is 18%• Offset mechanism is available in Turkey

Stamp Tax• Applicable to a wide range of documents, such as agreements,

financial statements and payrolls.• Rates range from 0.15% to 0.75% over the highest calculable

monetary value of the document• Maximum tax amount is YTL 946,915.20 (approximately

USD671,000) per document


Taxation of Employees

Income Withholding Tax

• Taxed through withholding

• At progressive rates ranging from 15-35%

• Payroll taxes are the final tax for employment income taxed via asingle local payroll

Stamp Tax on Payroll

• Rate of 0.6% over gross salaries

Social Security and Unemployment Insurance Premiums

• 33.5% for office-based employees over gross salaries up to a ceilingof YTL3,656.40 (approximately USD2,593) (YTL 3,802.50 from01.07.2007 onwards)

• Total unemployment insurance premium rate is 3% (Government alsocontributes 1%) over the above-cited ceiling



Taxation of Expatriates

• There is no special tax regime for expatriates

• If the foreign national is considered as:• Resident, then Turkish tax will apply to worldwide income• Non-resident, then merely the Turkish income source will be

taxed in Turkey

• Generally expatriates will be liable for tax on work done in Turkey

• In order for a foreign national to be legally eligible to work in Turkeythe following need to be obtained;• work permit• working visa• residence permit



Taxation of Other Payments

Withholding Tax• Royalty payments – 20% (may be reduced to 10% by virtue of tax

treaties)• Independent professional services – 20%• Interest – 10% (applied as 0% if interests are paid to a bank or a

financial institution)Reverse Charge VAT• Applied on payments to foreign companies• VAT is calculated and paid by the Turkish company, treats this VAT

as input VAT and offsets against output VAT• No tax burden on both parties but may have a cash flow effect for

the Turkish company



Tax Credit Mechanism

• A tax credit for foreign taxes paid in foreign countries againstTurkish taxes is available under certain conditions

• In the event of a foreign subsidiary being held by at least 25% by aTurkish resident joint stock company, income tax or CIT paidabroad by the foreign subsidiary over the profit out of whichdividends are distributed to the Turkish resident can be offsetagainst the taxes payable in Turkey

• Tax credits are also available for taxes paid abroad by the CFCs

• The foreign tax amount in excess of the Turkish taxes payablewhich cannot thus be offset in the relevant year can be carriedforward for three years

• Tax credits can also be made in advance corporate income taxperiods



Tax Administration

• A self-assessment system is used in Turkey

• Taxpayers can file their tax returns with reservation, and appeal tocourt without the risk of penalty

• Courts of First Degree: Tax Courts (cases last for approximately 9months)

• Court of Appeal: Tax Supreme Court (cases are finalized withinapproximately 2 years)

• The statute of limitations is five years

• Tax authorities have the right to exercise tax audits within thestatute of limitations. This right is exercised without warning and isrealized on a random basis


Section 4

Customs andCustoms andForeign TradeForeign Trade


• Turkey signed a ‘Customs Union Agreement’ with the E.U(European Union) on 01.01.1996 and has amended its customscode and legislation in line with those of the E.U customs code

• According to the Customs Union Agreement, with the exception ofcertain goods such as agricultural products, no customs tax isincurred on trade between Turkey and the E.U.

Section 4 - Customs and Foreign Trade

Customs Union


Customs Regimes with Economic Impact

1. Customs Warehousing Regime2. Inward Processing Regime3. Outward Processing Regime4. Processing Under Customs Control Regime5. Temporary Importation Regime



Cross-border Toll Manufacturing

• In the ideal form, a toll manufacturer produces finished goods uponthe order and specifications of the principal using raw materialsowned by the Principal

• Thus, the toll manufacturer bears minimal risks or responsibilities andcharges a fee for the conversion process

• A cross-border toll manufacturing structure in the ideal form cannot beemployed in Turkey, since VAT and customs issues would arise oncethe importer of the goods has no Turkish residency

• A PE issue should also be considered for cross-border tollmanufacturing

• Such a structure may be realized through the inward processingregime, but should be analyzed in detail



Free Trade Zones


- No VAT- No CIT over the sales of manufactured goods for production

companies until full membership to the EU- No customs duties- No personal income tax for salaries till 31.12.2008 (or until the date

of expiry of the license, if earlier) for the licenses obtained before06.02.2004

- No tax, duty, fee on operations for the licenses obtained before06.02.2004


Free Trade Agreements

EFTAISRAELHUNGARYROMANIACZECH REP.SLOVAK REP.LATVIALITHUANIAESTONIASLOVENIABULGARIA


POLANDMACEDONIACROATIABOSNIA AND HERZEGOVINAMOROCCOPALESTINESYRIATUNISIAEGYPT

Turkey has Free Trade Agreements with the following countries;

Section 5

InvestmentInvestmentIncentivesIncentives


Investment Incentives

1. State Aids- Investment allowance is newly abolished but tax holidays for

significant investments are currently under discussion- Customs Duty Exemption (in the scope of an Investment

Incentives Certificate)- VAT Exemption (in the scope of an Investment Incentives

Certificate)- Resource Utilization Support Fund (in the scope of an Investment

Incentives Certificate)

Section 5 - Investment Incentives



2. Incentives regarding priority and less industrialized regions- Regions with a maximum USD1,500 per capital- Income withholding tax and social security premium reductions,

energy support incentives and free land allocation3. Incentives for R&D activities in Technology Development Zones

- Income tax exemption- Corporate income tax exemption- VAT exemption- Income tax exemption on wages





4. Other Incentives

• Support on R&D activities• Support on domestic specialization fairs with international attributes• Incentives for fairs and exhibitions• Support on store establishment, management and brand publicity• Support on brand awareness of Turkish products abroad• Employment aids

Section 6

Related PartyRelated PartyTransactionsTransactions


Treatment of Group Companies

• No tax consolidation for group companies

Section 6 - Related Party Transactions


Thin Capitalization

• For intra-group borrowings:• Debt to equity ratio is 3:1 for ordinary related party borrowings• Rate is 6:1 for borrowings from banks and financial institutions within

the group (but not serving only within the group)

• Borrowings not deemed as thin cap are regulated as:• Non-cash guarantees of related parties to the third party lender• Loans obtained by related parties from banks and other finance

institutions that are wholly or partially on-lent with the sameconditions

• Interest expenses, fx losses and other financial expensescorresponding to the thin cap cannot be tax deductible

• In addition, interest expenses and other financial expenses on thethin cap are re-classified as distributed dividends and taxedaccordingly as at year-ends



Transfer Pricing (TP)

• With the new CIT Law, TP regulations are in line with OECDguidelines

• Prescribed methods:• Comparable Uncontrolled Price Method• Cost-Plus Method• Resale Price Method

• If the arm’s length principle is violated for related party transactions,then the related earnings would, partially or entirely, be deemed asa disguised distribution

• Profit distributed in a disguised manner is not tax deductible• In addition, such profits will be reclassified as dividends distributed

and necessary adjustments on taxes will be made at the hands ofthe party receiving the deemed dividends



Foreign Exchange Regulations and Debt Financing

• Foreign exchange regulations are quite liberal:• No restriction on money transfers to abroad through banks• Opening deposits in foreign banks is allowed

• No limitations are for third party loans

• Internal loans are also available provided that provisions of thincapitalization and transfer pricing are respected

• One-way cash pooling is possible, since Turkish companies are notallowed to grant loans abroad


SectionSection 77

Exit RouteExit Route --Capital GainsCapital Gains


Share Disposals• Capital gains from sales of shares in a Turkish company are, in

principle, taxable• No separate capital gains taxation in Turkey• Share sales between non-residents differ based on the legal

status of the local company:• Limited company shares - subject to tax in Turkey through the

filing of a special tax return• Joint stock company shares - not taxed in Turkey

• In principle, share sales by a non-resident to a Turkish residentare subject to taxation in Turkey

• Taxation may be avoided by virtue of double tax treaties, on thecondition that the holding period exceeds one year

• For disposal of shares obtained through the Turkish StockExchange after 01.01.2006 by foreign investors, no Turkish taxarises

Section 7 - Exit Route - Capital Gains


Asset Disposals

• Taxable as part of the commercial income of the seller

• Subject to VAT

• Real estate transfer tax burden for real estate disposals

• Stamp tax burden over the asset transfer agreement and thetransferred contracts, if any

• Resident sellers, fulfilling certain conditions, may benefit from aspecial exemption, where sales proceeds would be:• exempt from CIT, limited to 75% of the gains• exempt from VAT• exempt from stamp tax

Section 7 - Exit Route - Capital Gains

Section 8

Real EstateReal EstateInvestmentsInvestments


Real Estate Investments

Legal Background for Real Estate Acquisitions in Turkey:

• Non-resident;- Individuals can directly acquire real estate in Turkey up to 2.5

hectares based on the reciprocity principle- Corporations can directly acquire real estate in Turkey if their

direct investment falls into the scope of “Petroleum Law”,“Tourism Law” or “Foreign Direct Investment Law”

• For non-residents it is always possible to establish a 100% foreignowned Turkish company and acquire real estate via this companywith the same conditions as the Turkish residents

Section 8 - Real Estate Investments


Real Estate Investments

• Transfer of the legal title of real estate is subject to 1.5% real estatetax (title deed charge) over the purchase price, which is appliedseparately for the purchaser and the seller

• In principle real estate transfers in Turkey are subject to VAT at therate of 18% (some exemptions may apply)

• Annual real estate tax rate is;- 0.3% for vacant land allocated for construction purposes and- 0.1% for other land and buildings

over the market value of these assets. These rates are applied twicefor property located in the metropolitan municipality areas

Section 8 - Real Estate Investments

Section 9

Treaties of Turkey


Section 9 - Treaties of Turkey

Double Tax Treaties (DTT) of Turkey• Turkey has DTTs with 64 countries

IndonesiaIndiaHungaryGreeceGermanyFranceFinlandEstoniaEgyptDenmarkCzech RepublicCroatiaChina, P.R.BulgariaBelgiumBelarusBangladeshAzerbaijanAustriaAlgeriaAlbania

NorwayNorthern CyprusThe NetherlandsMoroccoMongoliaMoldovaMalaysiaMacedoniaLuxemburgLithuaniaLebanonLatviaKyrgyzstanKuwaitKorea, Rep. ofKazakhstanJordanJapanItalyIsraelIran

UzbekistanUnited StatesUnited KingdomUnited Arab EmiratesUkraineTurkmenistanTunisiaThailandTajikistanSyriaSwedenSudanSpainSouth AfricaSloveniaSlovakiaSingaporeSaudi ArabiaRussiaRomaniaPolandPakistan


Social Security Agreements

• Turkey is a party to the European Social Security Convention andhas social security agreements with 21 countries listed below:

Current Social Security Agreements of Turkey

Section 9 - Treaties of Turkey

NORWAYTURKISH REPUBLIC OF NORTHERN CYPRUSMACEDONIAROMANIAAZERBAIJANGEORGIABOSNIA HERZEGOVINACANADAQUABECKCZECH REPUBLICALBANIA

UKGERMANYNETHERLANDSBELGIUMAUSTRIASWITZERLANDFRANCELIBYADENMARKSWEDEN

Section 10

Relations between Turkey and the United States


Foreign Direct Investment Amount Sourced by the USin Turkey

Source: Undersecretaries of Treasury

Section 10 – Relations between Turkey and the United StatesSection

10

-

Relations

between

Turkey

and

the

United

Kingdom

•2006 Data is available for the months between January and November

US

252 36

88

578

-

100

200

300

400

500

600

700

2002 2003 2004 2005 2006*

Years

USD

ml


Double Tax Treaty with the United StatesSection 10 - Relations between Turkey and the United States

• Signed on 28/03/1996 and entered into force on 19.12.1997• Dividends:

• Rates offered in the treaty:- 15% (if minimum holding of 10%);- Otherwise 20%

• Applicable rate: 15%, based on the local legislation• Royalty payments;

• 5% for the use of industrial, commercial, scientificequipment;

• Otherwise 10%


Double Tax Treaty with the United StatesSection 10 - Relations between Turkey and the United States

• Interests:• Rate offered in the treaty:

- 10% for payments to banks and financial institutions- 15% for other non-resident entities

• Applicable rates based on the local legislation:- 0% for payments to banks or financial institutions,- 10% for other non-resident entities

• Technical assistance; 20%, if :• services are provided in Turkey,• fixed base is regularly available• present in Turkey to perform services for 183 days or

more in any continuous period of 12 months


Social Security Agreement with the United States

• Turkey does not have a social security agreement with the UnitedStates

Section 10 - Relations between Turkey and the United States

Section 11

PwC Sources


PwC Turkey Publications

• Individual Labour Law

• A General Tax Guide for Foreign Investors

• Foreign Nationals Working in Turkey

• A Guide for Customs and Foreign Trade

• Transition to New Turkish Lira

• Doing Business and Investing in Turkey

• Taxation of Construction and Repair Works InTurkey

http://www.vergiportali.com/english

http://www.pwc.com/tr

Section 11 - PwC Sources

• Turkey, Special Expense Allowance Guide

• Turkey, A VAT Guide

• Turkey, Private Pension System

• Turkey, Transaction Taxes on Banking & Capital Markets

• Acquisition of Intellectual and Industrial Property Rightsin Turkey

• Turkey, Investment Incentives

• Mergers and Acquisitions

• Investment Funds in Turkey

http://www.vergiportali.com/englishhttp://

www.pwc.com/tr


Comparison of Taxable Entities in Turkey


Not applicable unless profits are distributedto individual and foreign corporateshareholders

Not applicable unless profits are distributed toindividual and foreign corporate shareholders

Not applicable unless the profit is transferredto the parent companyDIVIDEND WITHHOLDING TAX

Corporate income tax at 20%Corporate income tax at 20%Corporate income tax at 20%CORPORATE INCOME TAX

meetingto branch managerGeneral assembly of the shareholdersPartners assembly meetingPower of attorneyCONTROL

Minimum total capital requirement isYTL50,000 (approximately US$32,250 at thecurrent foreign exchange rate)

Minimum total capital requirement is YTL5,000(approximately US$3,225 at the current foreignexchange rate)

Min Ykr.1 (i.e. YTL0.01) per shareholderregardless of tax residency status

Min YTL25 per partner regardless of tax residencystatusNo minimum capital requirementEQUITY

foreigners allowed(no board)

Board of min. 3 members/Director(s)Branch managerMANAGEMENT

Five persons (min)Two persons (min)/Fifty persons (max)Not applicableSHAREHOLDERS

allowedAllowedAllowedRepatriation of branch profit isDIVIDENDS

share capitalexcept for tax liabilitiescompany’s liabilitySHAREHOLDERS

Limited with theLimited with the share capitalLiability limited with motherLIABILITY OF

Joint Stock Company (A.S./SA)Limited Company (LC)Branch

PricewaterhouseCoopersOUTSIDE TURKEY

AllowedAllowedNot applicableTRANSFER OF SHARES INSIDE/

YesYesAvailable, but difficult in practiceAVAILABILITY OF INCENTIVES

AllowedAllowedAllowedDEPOSIT ACCOUNT INTURKEY/ABROAD

AllowedAllowedAllowedFOREIGN CURRENCY USAGE

Independent (considered as a Turkishcompany)

Independent (considered as a Turkishcompany)Part of a foreign entityLEGAL

Indexation of YTL amount on theinvoice to foreign currency is possible

Indexation of YTL amount on the invoiceto foreign currency is possible

Indexation of YTL amount on the invoice toforeign currency is possible

Turkish entities is not allowedTurkish entities is not allowedTurkish entities is not allowed

Billing in foreign currency toBilling in foreign currency toBilling in foreign currency toBILLING

(tax resident)(tax resident)worldwide income.worldwide income.over Turkish sourced income

(non-resident for tax purposes)

Liability to taxation onLiability to taxation onLiability to taxation onlyTAXABLE STATUS

FIXED ASSETSInflation accountingInflation accountingInflation accountingREVALUATION OF

ACCOUNTING

Applicable on non-monetary items inthe case of certain conditions beingrealized simultaneously

Applicable on non-monetary items in thecase of certain conditions being realizedsimultaneously

Applicable on non-monetary items in the caseof certain conditions being realizedsimultaneously

INFLATION

Joint Stock Company (A.S./SA)Limited Company (LC)Branch

Comparison of Taxable Entities in Turkey


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