Edition 52: 28 September 2017
Editorial Team:
Orçun Çetinkaya, LL.M., Ezgi Baklacı, LL.M., and Pelin Oğuzer, LL.M.
Turkey Opens a New Page for Monitoring E-Commerce Activities by Introducing the Electronic Commerce Information System

Turkey has introduced a mandatory central registration system for e-commerce activities. Accordingly, service providers doing e-commerce business through their own e-commerce platforms, intermediary service providers enabling third parties to conduct e-commerce activities through their e-commerce platforms, plus service providers which are resident in Turkey and enter into agreements or accept orders through a foreign service provider (but do not carry out e-commerce activities within the country themselves), must be registered with the electronic commerce information system.

The Communiqué on Information System for Electronic Commerce and Notification Obligations (“Communiqué“) was published in Official Gazette number 30151 on 11 August 2017.

According to the Communiqué, these entities must register with the Electronic Commerce Information System:

– Service providers operating in their own electronic commerce environment.

– Intermediary service providers.

– Service providers that are Turkish residents, which enter into agreements or accept orders in Turkey via a foreign service provider.

The following information must be provided during registration:

– MERSIS number (for legal persons).

– Turkish Identification number (for real persons).

– Tax identification number.

– Mobile application and domain name used in electronic commerce or intermediary activity.

– KEP address.

– Description of the type of electronic commerce.

– Description of commercial activities besides electronic commerce.

– Types of goods and services offered in the electronic commerce environment.

– Payment methods used during electronic commerce.

– Whether second-hand goods are offered for sale and their type.

Registered parties must provide annual trade volume statistics for cross-border e-commerce must be provided by the end of March each year, including countries involved and payment methods.

Service providers and intermediary service providers will be required to notify any amendments to the information provided during registration, or termination of e-commerce activities, within 30 days of the change.

The following entities will be required to provide monthly anonymized statistical information the Ministry of Customs and Trade about agreements made on the internet:

– Payment and electronic money organizations.

– Banks.

– Bankalararası Kart Merkezi A.Ş. (“Interbank Card Center”).

– Shipping and logistics operators.

– Infrastructure providers for electronic commerce and intermediary service providers.

The Interbank Card Center is a partnership of 13 public and private Turkish banks for the purpose of providing solutions to the common problems and developing the rules and standards of credit and debit cards in Turkey, within the card payment system. Point of sale information provided by service providers and intermediary service providers will be confirmed by The Interbank Card Center.

Service providers and intermediary service providers which are active as of 1 December 2017 must be registered and fulfill their notification obligations by 31 December 2017. Other actors such as banks, payment and electronic money institutions, which are required to provide monthly statistical information must meet their obligations from 1 January 2018 onward.

Further information can be found on the Ministry’s  website. Please see this link for full text of the Communiqué (only available in Turkish).

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Turkey Launches Scheme Encouraging Employers to Take on Unemployed

From 1 January 2018, Turkey’s Ministry of Family and Social Policies (“Ministry”) will cover employers’ share of insurance premiums for one year, provided certain conditions are met. The new scheme encourages private sector employers to hire people who were previously registered as unemployed.

Turkey has introduced new principles and procedures for insurance premium support provided to beneficiaries of regular cash social aid programs by Social Assistance and Solidarity Foundations.

The employee must meet the following criteria:

– Live in a residence with at least one person who received regular cash social aid for one year before the employee began work.

– Receive a per person income amounting to less than one third of the minimum wage, once the monthly income is split among the employee’s nuclear family.

– Be previously registered as unemployed with the Turkish Employment Agency.

– Be hired by an employer in the private sector, on or after 26 April 2016.

The employer must meet the following criteria:

– Work in the private sector.

– Employ the individual as an additional employee to the average number of employees which were registered with the Institution in the calendar year before the employee’s first date of employment.

– Submit monthly premium and employment documents to the Institution by the relevant deadline.

– Pay accrued insurance premiums by the relevant deadline.

– Have no unpaid insurance premium, unemployment insurance premium, administrative fine, or default interest.

– Register all employees with the Institution.

Employers will still be able to receive this support if unpaid insurance premiums, unemployment insurance premiums, administrative fines, or default interest are postponed and bound to an installment plan (Article 48 of the Law on Collection Procedure of Public Receivables No. 6183) or are restructured (for example, under Law No. 6736 or Law No. 7020).

Please see this link for the full text of the Regulation on Employment of Social Aid Beneficiaries published by the Ministry in the Official Gazette numbered 30104 on 22 June 2017 (only available in Turkish).

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Turkey Takes Steps to Support and Encourage Industrial Zones

Turkey has introduced major changes to the legislative regime governing the various types of industrial zones. Changes include expanding the definition of “industrialist” to include IT and software, introducing a pre-registration system for industrial institutions, as well as introducing various tax and employment incentives which collectively support and encourage these industrial areas.

The Law Amending Some Laws and Decrees on the Promotion of Industry and Production Support (“Law”) was published in Official Gazette number 30111 on 1 July 2017.

Notable changes introduced by the Law include:

Industrial Institutions 

– The definition of “industrialist” has been extended in the Industrial Register Law to now include entities producing information technology and software.

– An electronic pre-registration system is introduced to inform newly established industrial enterprises of their obligations, before they begin production activities.

– Before beginning production activities, industrial undertakings must now electronically pre-register with the industrial register, maintained by the Ministry of Science, Industry and Technology (“Ministry”).

– Applicants are no longer required to physically deliver their application documents after submitting online applications.

– Industrial enterprises which fail to pre-register will receive administrative fines equivalent to the fines issued for failure to register in the industrial register.

– Administrative fines will be imposed on entities which fail to register in the industrial registry by 1 July 2018.

Tax Exemptions

A range tax exemptions now apply to industrial zones, free zones, technology development zones, as well as industrial sites:

– Stamp tax will no longer apply to land allocation contracts within these areas.

– Allocation procedures requiring annotations for land in these areas are now exempt from the taxes and fees.

– Buildings in these areas are now exempt from property tax.

New Health Zones

Health zones can now be in Trabzon and Zonguldak, in accordance with the Council of Ministers’ established in accordance with the public interest decision and the Ministry of Health recommendation.

Organized Industrial Sites

A range of changes have been announced for rules and obligation related to Organized Industrial Sites.

– The Ministry of Science, Industry and Technology now has discretion to grant financial credit to Organized Industrial Sites for projects which are necessary for their activities.

– The Ministry of Science, Industry and Technology can now provide interest support for loans from financial institutions.

– Organized Industrial Sites can now be established outside Turkey, with approval from the Council of Ministers.

 

Technology Development Zones 

Employment incentives are introduced in Technology Development Zones for graduates from basic science departments (math, physics, chemistry and biology) of higher education institutions. The Ministry will pay enterprises in Technology Development Zones which employ R&D personnel in these basic science fields. Provided these employees do not exceed 10% of total employees, for each qualifying employee, the Ministry will the employer the minimum monthly wage, for up to two years.

Special Industrial Zones 

– The Council of Ministers will declare the following areas to be private industrial zones:

-Land area of at least 150,000 m2, with the necessary permits, which would provide at least 50,000 m2 of land for the new investment area or;

– Land area of 200,000 m2, which do not have any established industrial facilities.

– The minimum investment for areas in private industrial zones is 400,000 Turkish Lira, for investments of five years or less.

– Lands within private industrial zone can be sold or rented in parcels.

Please see this link for full text of the Regulation (only available in Turkish).

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Turkey’s State Investment Incentive Scheme Prioritizes Laboratories

Turkey has updated its state investment incentive scheme, prioritizing investments in laboratories across the country. The Investment Incentive Scheme divides Turkey into six regional categories, grouping provinces based on their socio-economic development and targeting incentives accordingly. Under recent changes, investments into research and reference laboratories, consumer safety and infectious diseases reference laboratories, as well as medicine, medical device analysis and control laboratories, are now eligible to the incentives offered to the fifth region, regardless of the laboratory’s location.

Qualifying investments will receive:

– Corporate tax reduction in case the investment contribution rate is 40%.

– Support with social security premiums for seven years.

– Interest rate support,

– Exemption from customs duties.

– Exemption from VAT.

The Amendment Decree to the Decree on Investment Incentives was published in Official Gazette number 30157 on 17 August 2017. Please see this link for the full text of the Amendment Decree (only available in Turkish).

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Turkey Updates Rules for Overtime Work and Restrictions on Employees in Underground Mines

Turkey has updated its rules for obtaining and revoking employee consent for performing overtime work, as well as restrictions on the working hours for employees in underground mines.

Notable changes and clarifications include:

– It is no longer necessary to obtain employee approval for overtime during January each year.

– Employee approval for overtime work can now be obtained either at the start of the agreement, or after execution.

– Employees can withdraw consent for overtime by providing thirty days of written notice to the employer.

– Several provisions are introduced for employees working in underground mines, in line with primary legislation:

– Employees are prevented from performing overtime work, except in force majeure and exceptional circumstances set forth under the Labour Law.

– The upper threshold of working hours is set at maximum 7.5 hours per day and 37.5 hours per week.

– Overtime payments will be calculated by increasing the employee’s normal hourly wage by 100%, for each hour exceeding the maximum weekly working hours (i.e. 37.5 hours).

– It is clarified that the average weekly working hours for employees working in the tourism sector cannot exceed 40 hours over a four-month period.

Please see these links for the full text of the relevant regulations, published in Official Gazette number 30165 on 25 August 2017 (only available in Turkish):

Regulation Amending the Regulation on Working Hours

Regulation Amending the Regulation on Overtime Works

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Turkey Ratifies Protocol Allowing Electronic Consignment Notes for International Carriage of Goods by Road

Turkey has ratified an additional protocol to the Convention on the Contract for the International Carriage of Goods by Road (“Convention”). Accordingly, consignment notes, as well as other related documents and communications, can now be made electronically. Electronic consignment notes which meet the Additional Protocol’s provisions will be deemed to be equivalent to other consignment notes referred in the Convention, carrying the same effects.

The Additional Protocol to the Convention on the Contract for the International Carriage of Goods by Road Concerning the Electronic Consignment Note (“Additional Protocol”) was ratified by Council of Ministers Decision number 2017/10619, published in Official Gazette number 30162 on 22 August 2017.

According to the Additional Protocol, consignment notes referred to in the Convention, as well as any demand, declaration, instruction, request, reservation or other communication relating to the performance of a contract of carriage to which the Convention applies, can be made by electronic communication.

Contract parties will authenticate electronic consignment notes via a reliable electronic signature, which ensures a link to the electronic consignment note.

Electronic consignment notes must contain the same particulars as other consignment notes, referred to in the Convention. The particulars outlined in electronic consignment notes can be amended in the cases authorized by the Convention, provided the original information also continues to be recorded.

Parties which wish to use electronic consignment notes must agree on the following procedures and their implementation, with these details clearly outlined on the electronic consignment note:

– Method for issuing and delivering electronic consignment notes.

– Assurance that the electronic consignment note retains its integrity.

– Manner for demonstrating rights arising from the electronic consignment note.

– Manner for confirming delivery to the consignee has been effected.

– Procedure for supplementing or amending the electronic consignment note.

– Procedure for replacing electronic consignment notes with a note issued by other means.

Please see this link for the full text of the Decree (available in both Turkish and English).

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Turkey’s Pharmaceuticals and Medical Devices Agency Accepted as Member of Pharmaceuticals Inspection Co-operation Scheme

The Turkish Pharmaceuticals and Medical Devices Agency (“Agency”) has become a member of the Pharmaceutical Inspection Co-operation Scheme (PIC/S). PIC/S leads international development, implementation and maintenance of harmonized Good Manufacturing Practice (“GMP”) standards and systems for medicinal product Inspectorates. The Agency’s GMP inspections will now be globally recognized and Turkey’s membership in the scheme will inevitably improve quality and reliability of local pharmaceutical products. As a result, the Agency expects increased growth in export figures over the upcoming period.

The PIC/S was established in 1995 as an extension to the Pharmaceutical Inspection Convention (“Convention”). The Convention is a non-binding instrument, aiming to support GMP by improving co-operation between regulatory authorities and the pharmaceutical industry. PIC/S currently has 52 members from all around the world, including Switzerland, US, UK, Germany, Canada, Japan and Australia.

The Agency first applied to join PIC/S in 1989, but was declined in 1991 due to failure to meet the membership requirements. After a four-year audit and assessment process, the Agency filed a second application in 2013, which was ultimately successful. The Agency will be a member from 1 January 2018 onward.

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Turkey Determines Confidentiality Principles for Public Tenders Related to Defence, Security and Intelligence

Turkey has announced confidential principles for public tenders related to defence, security, intelligence, or other matters which the respective ministry decided should be carried out confidentially. Government authorities can now carry out such tenders via negotiation based tendering, selective limited tendering, or direct procurement methods. The new principles will apply to tenders announced after 24 August 2017.

Council of Ministers’ Decision numbered 2017/10777 dated 15 August 2017 (“Decision”) was published in Official Gazette number 30164 on 24 August 2017.

The Decision outlines details for these methods, including:

– Tendering and evaluation processes.

– Conditions for bidding in a tender.

– Values that may be accepted as guarantee.

– Submission of temporary and definite guarantees.

– Invitation and execution process for agreements.

Please see this link for the full text of the Decision (only available in Turkish).

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Turkey Amends Requirements and Limits for Independent Auditors from Start of 2019

Turkey’s Public Oversight, Accounting and Audit Standards Authority (“Authority”) has amended rules and requirements for independent auditors from 1 January 2019. The changes apply to suspension criteria and limitations, as well as deadlines for auditors to deliver audit reports and notify the Authority about terminating audit agreements.

The Regulation Amending the Regulation on Independent Audit Standards (“Amendment Regulation”) was published in Official Gazette number 30130 on 21 July 2017.

Under the changes, independent auditors who carry out audit activities under their own names are now referred to as “independent auditors who undertake independent audits” (“Independent Auditors”).

The Amendment Regulation outlines the duties of Independent Auditors as:

– Meet requirements to act as a responsible auditor.

– Establish their own audit team, meeting minimum qualification and scope to carry out audit activities under their own names.

– Not to be partner, key executive or auditor in any audit firm or with any other Independent Auditor.

– Employ individual auditors on a fulltime basis and for a minimum reporting period.

– Have at least one different auditor who is authorized to sign on behalf of the Independent Auditors in their audit teams.

– Establish quality systems.

– Have organization, premises, technical equipment, document and recording systems to the extent the Authority deems necessary to efficiently perform audit activities.

Suspension of Auditors 

The Amendment Regulation also addresses various aspects of when an auditor could be suspended:

– Auditors whose official authorization is suspended will be shown in the Independent Audit Official Registry (“Registry”) as inactive.

– Suspended auditors cannot engage in independent audit activity alongside parties who are not registered with the Registry.

– Auditors must complete continuing education obligations determined by the Authority on an annual and three-years basis. Failing to do so is now a basis for suspending of activities.

– Audit firms and auditors that are suspended due to investigations made by the Authority cannot execute new agreements and participate in audit activities during the suspension.

Terminating audit agreements

The Authority’s approval to terminate audit agreements is no longer required. It is now enough to notify the Authority within ten days after terminating an audit agreement.

Deadlines for delivering audit reports

For audit activities performed in accordance with the Turkish Commercial Code, audit reports must now be:

– Delivered to executive organ of the audited enterprise twenty days before the ordinary general assembly meeting for the period the report relates to.

– Delivered by the end of third month after the relevant financial period ends.

Please see this link for full text of the Amendment Regulation (only available in Turkish)

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