New Communiqué on Keeping Commercial Books in Electronic Format

Çetin Enes Kocagöz co-authored this article.

I. Introduction

The Communiqué on Keeping Commercial Books Not Related to Business Accounting in Electronic Format (“Communiqué”), published on the Official Gazette dated February 14, 2025, and numbered 32813, establishes the principles and procedures for maintaining commercial books listed under the Article 64, paragraph 4 of the Turkish Commercial Code No. 6102 in electronic format. The Communiqué will enter into force on July 1, 2025.

II. Companies under Obligation

According to Article 5 of the Communiqué, the following companies are required to keep the share ledger, board of directors resolution book, board of managers resolution book and general assembly meeting and resolution book in electronic format:

o Companies that will be registered before the trade registry as of January 1, 2026,

o Joint-stock companies whose establishment and articles of association amendments are subject to Ministry approval[1].

Companies not covered by the Communiqué may voluntarily keep their books in electronic format. However, companies that have adopted the electronic bookkeeping system cannot revert to physical bookkeeping.

Additionally, electronic books will no longer require opening and closing approvals.

III. Transition to the System

o Books of companies that will be registered after January 1, 2026, will be simultaneously generated and activated on the electronic bookkeeping system (“System”) upon their registration.

o Companies established before January 1, 2026, that are required to keep electronic books must complete the closing approvals of their physical books and generate electronic books at a notary public by September 1, 2025.

IV. System Access

The authority to process electronic books over the System belongs to the System user (“User”), who is designated by the company’s management body or managing partners. Multiple Users may be appointed. The methods of User appointment are detailed under the Communiqué.

V. Book Records

Copies of records and resolutions that can be verified will be generated over the System where the records and resolutions shall be submitted to third parties.

VI. Conclusion

With this new Communiqué, companies will have the opportunity to manage their commercial books in a more organized and secure manner by keeping them in electronic format instead of physical form. For more details, please refer to official sources.

[1] Banks, financial leasing companies, factoring companies, consumer finance and card services companies, asset management companies, insurance companies, holding companies established as joint-stock companies, companies engaged in currency exchange operations, companies engaged in general retail business, companies operating licensed agricultural product warehouses, companies engaged in commodity exchanges, independent auditing firms, surveillance companies, technology development zone management companies, companies subject to the Capital Markets Law No. 2499 dated July 28, 1981 and companies that are founders and operators of free zones