Turkey – ETDS Introduces Mandatory Digital Corporate Record-Keeping

Turkey has introduced new requirements mandating the use of an electronic system for maintaining certain statutory corporate records, marking a significant step in the digitalization of corporate governance processes.

The Communiqué issued by the Ministry of Trade and the Ministry of Treasury and Finance establishes the Electronic Commercial Bookkeeping System (ETDS) as the official platform for non-accounting commercial books.

Regulatory Background

Under the new framework, companies are required to maintain key statutory records electronically through ETDS, replacing traditional paper-based books. This includes corporate records with legal effect, such as:

• Shareholders’ resolution books
• Board of directors’ resolution books
• Share ledgers

The introduction of ETDS is intended to improve transparency, ensure accuracy and accessibility of records, and reduce administrative burden, aligning with broader regulatory digitalization efforts in Turkey.

Applicability and Scope

The requirements apply to:

• Companies incorporated on or after the 1^st of January 2026
• Companies subject to approval by the Ministry of Trade (including banks, financial institutions, insurance companies, holding companies, and other regulated entities)

Companies incorporated before this date that do not fall within regulated categories may continue maintaining physical books but have the option to transition to ETDS voluntarily.

Effective Date

The implementation timeline varies depending on company type:

• Regulated entities are required to use ETDS from the 1^st of July 2025
• Newly incorporated companies must adopt ETDS from the date of incorporation (from the 1^st of January 2026 onward)

Practical Considerations and Ongoing Obligations

Companies within scope are required to transition to the electronic system and ensure proper ongoing use of ETDS. Key steps include:

• Appointing an ETDS representative responsible for system management
• Activating access to the ETDS platform
• Uploading and maintaining corporate records in line with statutory requirements

For companies transitioning from physical books, existing records must be formally closed and migrated to the electronic system in accordance with applicable procedures.

Key Benefits of ETDS

The move to electronic record-keeping offers several practical advantages:

• Reduced risk of loss or damage to physical records
• Improved traceability and auditability of corporate actions
• Alignment with digitalization and sustainability objectives

How Mercator® by Citco (Mercator) Can Help

Mercator can assist with:

• Supporting ETDS registration and system activation
• Acting as appointed ETDS representative where required
• Ensuring corporate records are maintained in compliance with the new framework

For assistance, please contact mercator@citco.com