Contract Law in Turkish Jurisdiction 2025: Key Elements and Practical Guide to Drafting Contracts in Türkiye
- Bosphorus Law Firm
- Nov 12
- 5 min read
Introduction: The Role of Contract Law in Turkish Jurisdiction
In 2025, as Türkiye’s business landscape becomes more globalized, understanding contract law in Turkish jurisdiction is crucial for anyone entering into commercial relationships or investments. Contracts form the legal backbone of business operations, ensuring that rights and obligations are clearly defined and enforceable.
Poorly drafted agreements may expose parties to severe legal and financial risks. Under Turkish law, every valid contract must comply with the Turkish Code of Obligations (TCO) and the Turkish Commercial Code (TCC). At Bosphorus Law Firm, we guide clients through the complex process of contract drafting and execution in accordance with Turkish legislation.
Insight: Contracts are not just documents—they are the legal foundation of business certainty.
Understanding Contract Law in Turkish Jurisdiction
Under contract law in Turkish jurisdiction, a contract is defined as a legal act established through the mutual and corresponding declarations of intent between two or more parties. This definition is set forth in Article 1 of the Turkish Code of Obligations (Law No. 6098).
However, for a contract to be valid, four essential elements must exist:
1️⃣ Capacity of the parties
2️⃣ Mutual consent
3️⃣ A lawful and possible subject matter
4️⃣ Compliance with the prescribed form
In commercial relations governed by the Turkish Commercial Code (Law No. 6102), additional concepts such as good faith, trade customs, and commercial usages come into play. These ensure fairness and predictability among merchants and enterprises.
🔗 Turkish Code of Obligations (Law No. 6098)🔗 Turkish Commercial Code (Law No. 6102)
Note: In contract law in Turkish jurisdiction, a signature alone is not sufficient—a contract must also comply with legal content and form.
Essential Elements of Contracts Under Contract Law in Turkish Jurisdiction
When drafting a contract under Turkish law, clarity, legality, and enforceability are fundamental. The following are key components to include in any agreement governed by contract law in Turkish jurisdiction:
1️⃣ Identification of the parties (names, tax numbers, registered addresses)
2️⃣ The scope and subject of the contract
3️⃣ Payment terms, amounts, and deadlines
4️⃣ Obligations of each party and performance details
5️⃣ Force majeure and termination clauses
6️⃣ Jurisdiction and applicable law provisions
7️⃣ Penalty clauses, interest rates, and compensation terms
At Bosphorus Law Firm, we meticulously review these provisions to safeguard our clients’ interests and prevent potential disputes.
Comment: A single missing clause in a contract can lead to significant business or legal setbacks.
Types of Contracts Governed by Contract Law in Turkish Jurisdiction
Contract law in Turkish jurisdiction classifies agreements as either civil or commercial.
Civil contracts include leases, sales, and service agreements.
Commercial contracts include franchise, agency, joint venture, and supply agreements.
The Turkish Code of Obligations applies to all contracts, while the Turkish Commercial Code specifically regulates commercial transactions between traders. For instance, a distribution agreement between a Limited Company and its supplier is governed by the TCC.
At Bosphorus Law Firm, our commercial law experts assist with partnership contracts, share transfers, licensing, and other corporate agreements.Explore related resources:
Short Evaluation: Commercial contracts in Türkiye must adhere to both the intent of the parties and the mandatory provisions of Turkish law.
International Contracts and Contract Law in Turkish Jurisdiction
For foreign investors, the most critical issue under contract law in Turkish jurisdiction is the determination of applicable law and competent jurisdiction. Failing to specify these may result in disputes that are difficult to resolve internationally.
For example, a U.K.-based investor entering a joint venture in Türkiye should explicitly state: “This agreement shall be governed by Turkish law.”This avoids uncertainty and aligns expectations with local regulations. Bosphorus Law Firm provides multilingual legal consultancy that bridges Turkish and international law to ensure full compliance.
Additionally, contracts may include arbitration clauses—such as those under ISTAC (Istanbul Arbitration Center) or ICC (International Chamber of Commerce)—to ensure fast, neutral, and enforceable dispute resolution.
Note: For foreign parties, defining governing law within the contract is essential under contract law in Turkish jurisdiction.
Dispute Resolution Under Contract Law in Turkish Jurisdiction
Most contract disputes in Türkiye arise from ambiguous wording or missing provisions. Courts interpret contracts primarily based on their explicit terms, and where unclear, by referring to the principles of the Turkish Code of Obligations, including good faith (Article 2) and the prohibition of abuse of rights.
Bosphorus Law Firm represents clients in litigation, arbitration, and mediation proceedings within Türkiye and abroad. Our lawyers specialize in applying contract law in Turkish jurisdiction to achieve fair and strategic outcomes.
Key Point: The majority of disputes could be avoided through clearly drafted, legally compliant agreements.
The Importance of Legal Counsel in Contract Law in Turkish Jurisdiction
Drafting a contract requires both legal expertise and strategic foresight. Without the guidance of an experienced lawyer, parties may unintentionally create obligations that are unenforceable or legally risky.
At Bosphorus Law Firm, our attorneys review each contract under contract law in Turkish jurisdiction, focusing on enforceability, balance, and risk mitigation. Key provisions such as penalty clauses, arbitration, performance obligations, and termination conditions are tailored to meet both legal and commercial needs.
Our multilingual legal team assists clients in English, German, French, Russian, and Arabic, ensuring accessibility and clarity for international investors.
Comment: Professional legal assistance ensures that every contract is enforceable, compliant, and strategically sound.
Bosphorus Law Firm’s Expertise in Contract Law in Turkish Jurisdiction
Bosphorus Law Firm provides comprehensive legal services in contract law in Turkish jurisdiction, supporting both local and international clients.Our areas of expertise include:
Drafting and reviewing commercial contracts
Partnership and investment agreements
Franchise, licensing, and supply contracts
Arbitration and mediation in commercial disputes
Contract restructuring and risk analysis
Available languages: Turkish, English, German, French, Russian, Arabic
Summary: A contract drafted under the correct legal framework ensures long-term business security and compliance.
Conclusion
In 2025, mastering contract law in Turkish jurisdiction is essential for businesses seeking to operate successfully in Türkiye. Each clause in a contract must reflect legal precision and a clear understanding of local regulations.
By ensuring full compliance with the Turkish Code of Obligations and Turkish Commercial Code, businesses can minimize risks and build sustainable partnerships.For tailored legal support, contact Bosphorus Law Firm for expert consultancy in contract law and commercial transactions.
Final Note: A legally sound contract is the cornerstone of secure and sustainable business in Türkiye.
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Disclaimer
This publication is for informational purposes only and does not constitute legal advice. Circumstances may vary, and professional legal assistance should always be sought. © Bosphorus Law Firm – All rights reserved.
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