Mergers, Acquisitions, and Cross-Border Dispute Resolution in Turkiye

Navigating foreign market entry or scale through corporate consolidation requires striking a precise balance between fast-moving cross-border deal mechanics and the rigorous statutory frameworks of Turkish corporate law. For international corporations, institutional private equity funds, and foreign direct investors, executing a transaction in Turkiye introduces specific regulatory variables that traditional local practices often overlook.

At Kotan & Gökce, we serve as specialized transaction and dispute counsel for international businesses. We insulate foreign capital from structural liabilities, manage complex regulatory clearances, and structure high-stakes commercial agreements with clear, proactive dispute-routing frameworks.

Institutional and Ad-Hoc Expertise

We draft and litigate arbitration frameworks across the world's premier dispute resolution platforms, including:

  • The International Chamber of Commerce (ICC)

  • The Istanbul Arbitration Centre (ISTAC): A highly efficient local forum for fast-tracking regional corporate disputes.

  • The London Court of International Arbitration (LCIA)

  • The Singapore International Arbitration Centre (SIAC)

The Enforcement Track: Turning Awards into Assets

Securing an international arbitral award is only half the battle; the award must be successfully executed where the assets are physically located. Turkiye is a strict signatory to the 1958 New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards.

Under the Law on Private International and Procedural Law (PILA / MÖHUK No. 5718), we fast-track the recognition and enforcement (tenfiz) of international awards before Turkish courts. Because we draft the initial dispute clauses with absolute procedural precision, we prevent opposing parties from exploiting narrow local public policy loopholes to delay asset collection.

Why Kotan & Gökce?

Global Corporate Standards, Local Execution:

We bridge the cultural and systemic gap between international general counsel expectations and local Turkish administrative practices, drafting sophisticated documentation that protects your capital under both frameworks.

Proactive Regulatory Risk Profiling:

We actively monitor and navigate the shifting mandates of the Turkish Competition Authority, data protection registries, and foreign exchange compliance boards to eliminate transactional delays.

Elite Arbitral Advocacy & Recovery:

We provide end-to-end representation, meaning the same specialist attorneys who draft your cross-border agreements will advocate for your interests before international tribunals and execute your awards directly in the field.

Critical Pitfalls in Cross-Border Practice

Failing to Raise a Timely Arbitration Objection in Local Courts:

If your commercial contract contains a clear international arbitration clause, but the local counterparty files a lawsuit before a standard Turkish civil court anyway, your counsel must file a formal, immediate “Arbitration Objection” (tahkim itirazı) at the very beginning of the proceedings. Failing to do so can result in the local court declaring itself competent, completely stripping you of your contractual right to a private arbitration tribunal.

Ignoring Public Policy Limits during Enforcement:

Turkish courts review foreign arbitral awards strictly through the lens of local public policy (kamu düzeni). If an international tribunal awards punitive damages or complex performance metrics that directly contradict core tenets of Turkish law, local enforcement courts may reject the award. We structure initial dispute clauses and manage tribunal proceedings to ensure the final award matches Turkish enforcement parameters perfectly.

Overlooking Pre-Closing Employee Protections:

Under Article 178 of the TCC, a corporate merger automatically transfers all existing employment contracts to the acquiring company with all historical rights intact. If your due diligence fails to identify systemic compliance issues within the target’s payroll or workplace safety records, your international parent company inherits those liabilities from day one.

Connect with our cross-border corporate practice group today to schedule an initial consultation, audit your upcoming transaction pipeline, or secure strategic legal advice for a pending international commercial dispute in Turkiye.

Your legal partner in Izmir-Turkiye

Please contact us for consultation. You can reach us via WhatsApp, phone or e-mail.

info@kotangokce.com Mon – Fri 09:00-18:00

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