What Specific Legal Advisory Services Are Crucial for the E-Commerce Sector in Türkiye?

E-commerce has changed the way businesses operate in Türkiye. Customers can now purchase almost anything through a website or mobile application, while businesses can reach buyers across the country without opening physical stores. For entrepreneurs, retailers, technology startups and international investors, this creates exciting commercial opportunities.

Istanbul is at the center of much of this activity. The city brings together retailers, technology companies, logistics providers, payment service businesses, international investors and entrepreneurs looking to establish or expand their digital operations in Türkiye.

But running an online business is not as simple as launching a website and accepting payments. Behind every online order are legal responsibilities concerning consumer rights, personal information, electronic payments, advertising, commercial agreements and product safety.

Consider a straightforward example. An Istanbul-based retailer launches an online store, starts selling through a marketplace and begins advertising products through social media. Within a few months, the business may be dealing with customer refund requests, supplier disagreements, questions about marketing permissions and obligations relating to personal data. If it starts selling internationally, additional issues involving foreign consumer laws, customs and cross-border data transfers may arise.

These are not unusual situations. They are part of the legal environment in which modern e-commerce businesses operate.

Understanding these responsibilities early can help business owners avoid unnecessary disputes, protect their commercial interests and make better decisions as their businesses grow.

At Kurucuk & Associates, a law firm based in Istanbul, Türkiye, we recognize that e-commerce businesses need legal advice that reflects how online commerce actually works. This article explores the most important legal advisory services for the sector, the Turkish legislation businesses should understand and the practical issues that deserve attention before and after launching an online business.

1. Corporate Establishment and Business Structuring for E-Commerce Companies

Before selling products online, entrepreneurs need to decide how their business will be legally organized.

A person selling products independently, a group of founders establishing a technology startup and a foreign company opening an online retail operation in Istanbul will not necessarily need the same corporate structure.

The decision should take account of ownership, investment, management responsibilities, taxation, liability and future expansion plans.

Choosing the right company structure

Entrepreneurs establishing an e-commerce business in Türkiye commonly consider:

• Limited liability company (Limited Şirket – Ltd. Şti.): Often considered by small and medium-sized businesses seeking a separate legal entity and a relatively straightforward corporate structure.

• Joint-stock company (Anonim Şirket – A.Ş.): May be more suitable for businesses anticipating substantial investment, a more complex shareholder structure or future corporate expansion.

• Sole proprietorship: May be considered for certain smaller business activities, depending on the entrepreneur's circumstances and commercial plans.

There is no single structure that works for every online business. A company expecting to attract investors may have different requirements from a family-owned online retailer.

The Turkish Commercial Code No. 6102 provides the main legal framework for company formation, corporate governance, management and shareholder relationships.

Official legislation and commercial information are available through the Turkish Ministry of Trade.

Preparing shareholder and investment agreements

Many e-commerce businesses begin with two or more founders. One may provide the capital, another may develop the software, while someone else manages sales and marketing.

Problems can arise when these contributions, responsibilities and ownership expectations have not been properly documented.

A shareholder agreement should consider matters such as:

• Each shareholder's ownership and contribution.

• Management and decision-making authority.

• Future capital requirements.

• Distribution of profits.

• Ownership of software and other intellectual property.

• Restrictions on share transfers.

• Shareholder exits.

• Dispute and deadlock resolution.

For technology startups, intellectual property ownership deserves particular attention. If a founder develops the platform before incorporation, the company should establish who owns the relevant software and what rights are transferred to the business.

Legal assistance for foreign investors

Foreign entrepreneurs establishing an e-commerce business in Istanbul may also need advice concerning company incorporation, foreign shareholding, authorized representatives, investment arrangements and commercial contracts.

A properly structured company can make future investment and commercial expansion easier to manage.

The practical point: Corporate legal advice should begin before the business becomes operational. Sorting out ownership and management arrangements after disagreements arise can be considerably more difficult.

2. Compliance with Turkish Electronic Commerce Law No. 6563

Law No. 6563 on the Regulation of Electronic Commerce is one of the most important laws for businesses operating online in Türkiye.

It establishes the legal framework for electronic commerce activities, including the responsibilities of service providers and intermediary service providers, commercial electronic communications and information obligations.

The legislation has undergone significant amendments, particularly through Law No. 7416 in 2022, alongside subsequent regulatory developments.

The Ministry of Trade's official e-commerce legislation page provides access to the relevant legal framework.

Is your business an online seller or a marketplace operator?

This distinction matters because the responsibilities of an online retailer and an electronic marketplace are not necessarily the same.

Under Turkish legislation:

• An electronic commerce service provider generally offers its own goods or services through an electronic commerce environment.

• An electronic commerce intermediary service provider facilitates transactions between buyers and sellers through an online marketplace.

For example, a clothing retailer selling products through its own website will generally fall within the first category.

A platform allowing hundreds of independent clothing brands to list products and sell to customers may fall within the second category.

Some businesses operate both models. They may sell their own products while also facilitating transactions for independent sellers. Their legal obligations should therefore be assessed according to their actual activities.

What should a legal compliance review cover?

An assessment under Law No. 6563 may examine:

• The company's classification under the legislation.

• Applicable information and notification obligations.

• Seller and marketplace relationships.

• Electronic commercial communications.

• Contractual arrangements between platforms and sellers.

• Consumer complaint procedures.

• Relevant record-keeping obligations.

• Applicable administrative requirements.

The relevant secondary legislation, including the Regulation on Electronic Commerce Service Providers and Intermediary Service Providers, should also be considered.

Understanding ETBİS registration

Another issue that frequently arises is registration with the Electronic Commerce Information System (ETBİS).

Certain online businesses must register and provide information through this system. However, the obligation does not apply identically to every person selling products online.

For example, the rules distinguish between businesses operating their own electronic commerce environments and certain sellers using domestic marketplaces.

Businesses selling exclusively through social media should also assess the specific ETBİS rules applicable to their activities.

The official ETBİS portal and the Ministry of Trade's e-commerce information are useful starting points.

A e-Commerce lawyer can help determine whether registration is required, what information must be submitted and whether changes in the business model create additional obligations.

The practical point: A business should not assume that the legal requirements for an independent online store are identical to those of a large marketplace. The correct classification is an important first step.

3. Consumer Protection and Distance Sales Agreements

Consumer protection is one of the areas where e-commerce businesses most frequently encounter legal questions.

When customers purchase products online, they cannot normally inspect the goods physically before completing the transaction. They depend on the seller's descriptions, photographs, pricing information and delivery promises.

Turkish law recognizes this difference and establishes specific requirements for distance contracts.

The main legislation is Consumer Protection Law No. 6502 and the Regulation on Distance Contracts.

Preparing a proper distance sales agreement

An online business should not simply copy a distance sales agreement from another website and assume that it is legally sufficient.

The agreement should reflect the company's actual business model and explain the rights and responsibilities of both parties.

Depending on the transaction, it should address:

• The seller's legal name and contact details.

• The main characteristics of the product or service.

• The total price, including applicable taxes.

• Delivery charges and other additional costs.

• Payment arrangements.

• Delivery obligations.

• Withdrawal rights.

• Refund procedures.

• Applicable statutory exceptions.

• Consumer complaint and dispute-resolution procedures.

The customer must receive the legally required information before becoming bound by the transaction.

The 14-day right of withdrawal

One of the most important aspects of Turkish distance sales legislation is the consumer's right of withdrawal.

As a general rule, consumers can withdraw from a distance contract within 14 days without giving a reason or paying a penalty.

For goods, the period generally begins when the consumer or the designated third party receives the goods. For services, it generally begins when the contract is concluded.

However, this right is subject to statutory exceptions.

Article 15 of Law No. 6502 and the relevant provisions of the Distance Contracts Regulation address situations in which the withdrawal right may not apply.

These include certain customized products, perishable goods and specified products involving health or hygiene considerations, subject to the precise statutory conditions.

For this reason, an online retailer should not simply place a statement on its website saying that all opened products are non-returnable.

The legal position depends on the type of product and the applicable exception.

Delivery and refund obligations

Delivery promises should be realistic and consistent with the applicable legal framework.

Where no longer period has been agreed, the seller generally has to deliver the goods within 30 days under the distance sales rules.

Refund procedures also need attention. Where the consumer validly exercises the withdrawal right, the applicable legislation generally requires the relevant payments to be refunded within 14 days, subject to the specific rules governing the transaction.

Businesses should also ensure that additional charges are not imposed without the legally required information and approval.

The Ministry of Trade explains these requirements in its official guidance on distance contracts.

What happens when a customer complains?

Imagine an online customer orders an electronic product from an Istanbul retailer. The product arrives late, differs from the description or develops a fault.

The business needs to know how to respond, which statutory rights may apply and what evidence should be retained.

Legal assistance can cover the preparation of consumer-facing policies, complaint procedures, responses to formal applications and representation in appropriate proceedings.

The practical point: A clear and legally compliant return policy is not just a website requirement. It can prevent disagreements from becoming expensive consumer disputes.

4. Personal Data Protection and KVKK Compliance

An e-commerce business collects considerably more information than many owners initially realize.

A typical online purchase may involve the customer's name, telephone number, email address, delivery address, order details and payment-related information.

The company may also collect information through cookies, website analytics, advertising tools and customer support systems.

This information must be handled in accordance with Turkish Personal Data Protection Law No. 6698, commonly known as KVKK.

The Personal Data Protection Authority publishes official guidance, decisions and information about the legislation.

Preparing privacy notices and data protection documents

A privacy notice should explain what personal information the business collects, why it collects it, the relevant legal grounds and how the information is processed.

Depending on the business, legal documentation may include:

• Privacy notices.

• Personal data processing inventories.

• Data processing agreements.

• Data retention and destruction policies.

• Employee confidentiality arrangements.

• Data security procedures.

• Data breach response procedures.

• Third-party data-sharing agreements.

These documents should reflect actual business practices. A privacy policy copied from another company may describe processing activities that do not exist or fail to address activities that actually take place.

Does every processing activity require explicit consent?

No. This is an important distinction under Turkish data protection law.

Article 5 of KVKK identifies several legal conditions for processing personal data.

Depending on the circumstances, processing may be necessary for the performance of a contract, compliance with a legal obligation or the establishment, exercise or protection of a legal right.

Explicit consent is another legal basis, but it should not automatically be requested for every processing activity.

For example, information necessary to deliver a customer's order may be processed on an appropriate contractual or other statutory legal basis.

Sending optional promotional messages, however, raises separate legal questions involving commercial communication requirements.

A business should identify the correct legal basis for each processing activity rather than treating one general consent checkbox as a solution to every data protection obligation.

International transfers of customer information

This is particularly relevant to Istanbul-based e-commerce companies working with international service providers.

Many businesses use overseas cloud platforms, customer relationship management systems, advertising tools and analytics providers.

If personal data is transferred outside Türkiye, Article 9 of KVKK must be considered.

Following the amendments introduced by Law No. 7499 in 2024, the framework includes adequacy decisions, appropriate safeguards and certain exceptional transfer mechanisms.

Standard contractual clauses are among the important safeguards available under the amended framework.

Businesses should examine the actual transfer arrangements rather than assuming that using a reputable international software provider automatically resolves their legal responsibilities.

Further information is available through the KVKK Authority's international data transfer resources.

VERBIS registration

Some data controllers must register with the Data Controllers' Registry, known as VERBIS.

However, registration requirements and exemptions depend on the applicable statutory conditions.

A legal assessment should determine whether the business is required to register, rather than assuming that every online retailer has identical obligations.

Cookie policies and website tracking

Cookies are commonly used to keep shopping carts working, remember customer preferences, analyze website traffic and deliver personalized advertising.

The legal treatment depends on the purpose and nature of the technology and the personal data processing involved.

Businesses should therefore review their cookie practices, privacy disclosures and consent mechanisms.

Simply installing a cookie banner does not necessarily make a website compliant.

The practical point: Customer information is valuable, but it also creates responsibility. A well-planned KVKK framework helps businesses use information appropriately while protecting the people who provide it.

5. Commercial Electronic Messages and IYS Compliance

Email campaigns, promotional SMS messages and other electronic communications are part of everyday e-commerce marketing.

A retailer may send discount announcements, introduce new products or remind customers about seasonal promotions.

These activities are subject to Turkish rules on commercial electronic communications.

Law No. 6563 and the Regulation on Commercial Communication and Commercial Electronic Messages establish the relevant framework.

The Commercial Electronic Message Management System, known as İleti Yönetim Sistemi (IYS), is an important part of this framework.

Obtaining marketing permissions correctly

Businesses should understand when approval is required before sending commercial electronic messages and how that approval must be managed.

Relevant considerations include:

• How the approval is obtained.

• Which communication channels it covers.

• How the approval is recorded.

• Whether it is reflected in IYS where required.

• How customers can withdraw their approval or object.

• How the company handles objections.

A customer providing a telephone number to arrange delivery does not automatically mean that the business can send every type of promotional message in the future.

The legal requirements and applicable exceptions should be assessed according to the communication and the relationship between the parties.

Reviewing advertising campaigns

Legal advice is also useful when businesses work with influencers, social media personalities and advertising agencies.

Campaigns should be reviewed for issues involving:

• Misleading promotional claims.

• Sponsored content disclosures.

• Discount announcements.

• Product endorsements.

• Comparative advertising.

• Promotional codes.

• Customer testimonials.

The Ministry of Trade's commercial electronic communications resources provide further information about the applicable framework.

The practical point: Good marketing should build customer relationships, not create avoidable complaints about unwanted communications or misleading advertising.

6. Marketplace Agreements and Seller Relationships

Selling through an online marketplace can help a business reach customers much faster than relying exclusively on its own website.

However, marketplace participation also means accepting contractual conditions that can affect the seller's revenue, customer relationships and day-to-day operations.

Before accepting marketplace terms, sellers should understand what they are agreeing to.

Reviewing marketplace contracts

A marketplace agreement may contain provisions dealing with:

• Commission rates.

• Payment settlement periods.

• Refund arrangements.

• Delivery obligations.

• Advertising fees.

• Seller performance standards.

• Customer complaints.

• Product listing restrictions.

• Account suspension.

• Contract termination.

• Dispute resolution.

For example, a seller may receive a substantial number of orders through a marketplace but experience difficulties when payments are delayed or deductions are disputed.

A proper contractual review can help identify these risks before the business becomes heavily dependent on the platform.

Legal responsibilities of marketplace operators

Marketplace operators may have additional obligations under Law No. 6563 and the Regulation on Electronic Commerce Service Providers and Intermediary Service Providers.

Depending on their activities, these may concern seller information, transaction records, complaint mechanisms, unlawful content, commercial relationships and other regulatory requirements.

The legal responsibilities of an intermediary platform should not be confused with those of an independent online retailer.

Protecting sellers through better agreements

A well-drafted agreement should explain how payments are calculated, when funds are released and under what circumstances an account can be restricted or terminated.

It should also address responsibility for customer complaints, defective products, intellectual property infringements and other commercial issues.

The practical point: Marketplace contracts deserve the same attention as other important commercial agreements. Their terms can have a direct effect on a seller's profitability.

7. Payment Services and Online Transaction Compliance

Customers expect online payments to be quick, secure and convenient.

E-commerce businesses therefore work with payment gateways, banks, payment institutions and electronic money providers.

In Türkiye, payment services are principally governed by Law No. 6493 on Payment and Securities Settlement Systems, Payment Services and Electronic Money Institutions.

The Central Bank of the Republic of Türkiye is the principal regulatory authority for relevant payment and electronic money activities.

Reviewing payment provider agreements

Before integrating a payment service into its website, an e-commerce company should understand the commercial and legal terms.

These may include:

• Transaction fees.

• Settlement periods.

• Refund arrangements.

• Chargeback procedures.

• Fraud prevention.

• Security requirements.

• Reserve balances.

• Service interruptions.

• Liability allocation.

• Termination conditions.

These provisions can become particularly important when a company processes a large number of transactions or operates across multiple sales channels.

Does an ordinary online retailer need a payment license?

Not simply because it accepts online payments.

There is an important difference between a retailer accepting payments for its own products through an appropriately authorized payment service provider and a business independently providing regulated payment services.

A company developing a digital wallet, stored-value facility or payment platform may face additional licensing and regulatory questions under Law No. 6493.

The actual nature of the service should be assessed before launching such a product.

Electronic contracts and signatures

Online businesses should also consider how customer agreements are concluded and how acceptance is recorded.

Law No. 5070 on Electronic Signatures provides the legal framework for secure electronic signatures.

However, an ordinary click on an acceptance button should not automatically be described as a secure electronic signature under this law.

The business should use suitable mechanisms for recording contractual acceptance, transaction details and relevant communications.

The practical point: Payment arrangements should be legally reviewed alongside the technical integration. A payment system that works perfectly from a technical perspective may still create contractual or regulatory problems if the underlying arrangements are unclear.

8. Trademark, Copyright and Intellectual Property Protection

A successful online business develops valuable assets over time.

Its brand name, logo, product photographs, website design, software and marketing content may all contribute to its commercial identity.

These assets deserve legal protection.

Registering the business trademark

A business building a recognizable brand in Türkiye should consider trademark registration with the Turkish Patent and Trademark Office (TÜRKPATENT).

Industrial Property Law No. 6769 provides the main legal framework for trademark protection.

Legal assistance may include:

• Preliminary trademark searches.

• Selecting appropriate trademark classes.

• Preparing applications.

• Filing applications.

• Responding to objections.

• Monitoring potential infringements.

• Advising on licensing arrangements.

• Taking action against unauthorized use.

Official information and trademark application services are available through TÜRKPATENT.

Who owns the website and its content?

This question is more important than it may initially appear.

Suppose an e-commerce company hires an external agency to develop its website. The company pays the agreed fee and assumes that it owns everything created during the project.

However, the contractual position may be more complicated.

The parties should establish ownership and usage rights concerning:

• Website design.

• Product photographs.

• Original written content.

• Graphics and illustrations.

• Software.

• Mobile applications.

• Marketing materials.

Law No. 5846 on Intellectual and Artistic Works is relevant to copyright protection.

A business should also ensure that appropriate rights are documented when working with freelance developers, photographers, designers and marketing agencies.

Software development and licensing agreements

Technology-based e-commerce companies often depend on third-party developers.

Legal advisory services may involve preparing and reviewing:

• Software development agreements.

• Website development contracts.

• SaaS agreements.

• Software licensing arrangements.

• Maintenance and support agreements.

• Source code ownership provisions.

• Confidentiality agreements.

• Technology transfer arrangements.

The agreement should explain what happens if the relationship ends, whether the business can continue using the software and which party owns the relevant intellectual property.

The practical point: Protecting intellectual property should begin before a brand becomes successful. Resolving ownership disputes after a website or product has become commercially valuable can be much more complicated.

9. Competition Law and Online Advertising Practices

Competition in e-commerce is intense.

Businesses compete through discounts, sponsored listings, promotional codes, loyalty schemes and product comparisons.

These activities can be commercially useful, but some arrangements may raise competition law concerns.

Law No. 4054 on the Protection of Competition establishes the principal competition law framework in Türkiye.

Commercial agreements and competition risks

E-commerce businesses should review arrangements that may involve:

• Resale price restrictions.

• Anti-competitive exclusivity.

• Unlawful exchanges of commercially sensitive information.

• Restrictions on marketplace access.

• Discriminatory treatment of sellers.

• Agreements between competing retailers.

• Abuse of a dominant market position.

For example, a supplier seeking to control the minimum resale prices of independent retailers may raise competition law questions depending on the contractual arrangement and market circumstances.

Marketplace operators should also consider whether their commercial policies unfairly restrict sellers or create competition concerns.

Advertising and discount announcements

Online discount campaigns should be accurate and transparent.

Businesses should pay particular attention to:

• The reference price used for discounts.

• The duration of promotional campaigns.

• The availability of discounted products.

• Additional charges.

• Promotional conditions.

• Claims about limited stock.

• Comparative pricing.

A business should be able to substantiate the claims made in its advertisements.

The Turkish Competition Authority publishes competition legislation, decisions and other relevant information.

The practical point: A commercial strategy should be reviewed not only for profitability but also for its legal effect on customers, suppliers and competitors.

10. Product Safety, Labelling and Regulatory Requirements

An online seller cannot avoid product safety responsibilities simply because the customer purchases through a website rather than a physical store.

Depending on the products being sold, the business may need to consider technical standards, labelling rules, conformity requirements and sector-specific legislation.

This is especially relevant to online businesses selling electronics, cosmetics, food, toys, household appliances and medical products.

Product Safety and Technical Regulations Law No. 7223

Law No. 7223 establishes an important framework for product safety and technical regulations in Türkiye.

It addresses the responsibilities of economic operators, market surveillance, conformity assessment and product liability.

The applicable obligations depend on the company's position in the supply chain.

For example:

• A manufacturer may have responsibilities concerning product design, conformity and technical documentation.

• An importer may need to verify that products satisfy the relevant requirements before placing them on the Turkish market.

• A distributor may have obligations concerning product identification, storage and distribution.

The Ministry of Trade's product safety legislation resources provide further information.

Product labelling and technical information

Depending on the product category, businesses may need to consider:

• Manufacturer and importer details.

• Product identification.

• Safety warnings.

• Instructions for use.

• Technical specifications.

• CE marking, where applicable.

• Language requirements.

• Sector-specific information.

Product recalls and liability

What happens if an online retailer discovers that a product it has sold may be unsafe?

The company may need to assess its responsibilities concerning customer notifications, withdrawal of products from sale, recalls and regulatory communications.

Legal assistance can help establish appropriate procedures and determine the responsibilities of the manufacturer, importer, distributor and retailer.

The practical point: Product compliance should be checked before products are listed for sale, particularly where the business imports goods or sells products subject to specific safety regulations.

11. Supplier, Distribution and Logistics Agreements

An online store may appear to operate through a simple website, but its commercial activities often depend on several external businesses.

A retailer may purchase products from manufacturers, use third-party warehouses, engage delivery companies and rely on external fulfilment services.

If these relationships are not properly documented, disagreements can affect the entire operation.

Supplier and distribution agreements

Supplier contracts should explain:

• Product specifications.

• Purchase prices.

• Payment conditions.

• Delivery schedules.

• Quality standards.

• Inspection rights.

• Warranty obligations.

• Defective product arrangements.

• Confidentiality.

• Intellectual property rights.

• Contract termination.

For international suppliers, it may also be necessary to address customs documentation, import requirements, delivery terms and governing law.

Logistics and fulfilment contracts

Delivery problems are among the issues that can quickly damage an online retailer's reputation.

A customer may blame the seller when a shipment is lost or delayed, even though the delivery company is responsible for the problem.

The agreement between the retailer and logistics provider should therefore establish responsibility for:

• Lost shipments.

• Damaged goods.

• Delivery delays.

• Undelivered orders.

• Return shipments.

• Insurance.

• Customer information.

• Compensation.

• Service interruptions.

Warehouse and fulfilment arrangements

Businesses using third-party warehouses should also review stock management, inventory reporting, storage conditions and responsibility for damaged products.

Where customer information is shared with logistics providers, the relevant KVKK requirements should be considered.

The practical point: A reliable supply chain needs reliable contracts. Businesses should know who is responsible when something goes wrong.

12. Employment Law and Workforce Management

As an e-commerce company grows, it may employ software developers, marketing specialists, customer support teams, warehouse employees and management personnel.

These employment relationships must comply with Turkish labor legislation.

Labor Law No. 4857 provides the principal framework for many employment relationships in Türkiye.

Employment contracts and workplace policies

Legal support may include:

• Preparing employment agreements.

• Reviewing job descriptions.

• Establishing confidentiality obligations.

• Drafting workplace policies.

• Advising on working hours and overtime.

• Reviewing termination arrangements.

• Managing employment disputes.

• Protecting confidential business information.

Remote working arrangements

Remote work is particularly common in technology and digital marketing businesses.

Companies should ensure that remote working arrangements are consistent with the Regulation on Remote Working and applicable employment legislation.

Agreements should address working conditions, equipment, communication, responsibilities and data security.

Protecting business information

Employees may have access to customer records, pricing information, supplier agreements, marketing plans and proprietary software.

Appropriate confidentiality arrangements can help protect these interests.

However, contractual restrictions should be drafted carefully and should not conflict with mandatory employment protections.

The practical point: Employment documentation should develop as the company grows. Informal arrangements that work for a small team may become unsuitable when the business employs a larger workforce.

13. Taxation, E-Invoicing and Financial Compliance

Running an online business also creates tax and accounting responsibilities.

E-commerce companies should understand how their sales, commissions, refunds, discounts and international transactions are treated under Turkish tax legislation.

Relevant legislation includes:

• Tax Procedure Law No. 213.

• Value Added Tax Law No. 3065.

• Corporate Tax Law No. 5520.

E-invoicing and e-archive invoicing

Depending on the applicable conditions, businesses may need to use electronic invoicing systems such as:

• E-Fatura.

• E-Arşiv Fatura.

• E-Defter.

The Turkish Revenue Administration publishes the relevant requirements and announcements through its official website.

Marketplace commissions and withholding

Marketplace transactions may create additional tax considerations.

For example, certain electronic commerce intermediary service providers have withholding responsibilities under the applicable Turkish tax framework.

The correct treatment depends on the transaction, the parties and the relevant legislation.

International e-commerce taxation

Businesses selling to customers abroad may also need to consider:

• Export documentation.

• Customs procedures.

• VAT treatment.

• Import duties.

• Double taxation agreements.

• Permanent establishment risks.

• Foreign marketplace reporting requirements.

These matters often require coordination between legal advisers and tax professionals.

The practical point: An online business should not wait until its first tax problem to review its financial and invoicing arrangements.

14. Cross-Border E-Commerce and International Legal Advisory

Istanbul is an important commercial center for businesses seeking to connect Türkiye with international markets.

An online retailer may begin by selling to Turkish customers and later decide to enter the European Union, the United Kingdom, the Middle East or other markets.

This expansion brings opportunities, but it also introduces additional legal responsibilities.

International sales contracts

When a Turkish company sells products to foreign customers or works with overseas distributors, the relevant agreements should clearly address:

• Governing law.

• Jurisdiction.

• Arbitration.

• Payment currency.

• Delivery arrangements.

• Customs responsibilities.

• Product conformity.

• Warranty obligations.

• Liability.

• Termination.

• Force majeure.

Where suitable, international commercial agreements may incorporate Incoterms rules published by the International Chamber of Commerce.

The International Chamber of Commerce provides information about international trade rules and commercial practices.

Selling to customers in the European Union

A Turkish business targeting customers in the European Union should examine the regulatory requirements applicable to its activities.

Depending on the business model, these may include:

• General Data Protection Regulation (GDPR).

• EU consumer protection rules.

• Product safety requirements.

• Digital Services Act.

• Digital Markets Act.

• VAT and customs requirements.

For example, GDPR may apply to a Turkish company offering goods or services to individuals in the EU or monitoring their behavior, subject to the Regulation's territorial scope.

The Digital Services Act may also be relevant to certain intermediary services, depending on the nature and scale of the business.

The European Commission's official website provides access to EU legislation and regulatory information.

International distribution and agency agreements

A Turkish company expanding abroad may appoint a local distributor, sales agent or commercial representative.

These relationships should be documented carefully.

The agreements should address territory, exclusivity, commissions, sales targets, intellectual property, confidentiality and termination.

Businesses should also consider whether mandatory local laws may affect the proposed contractual arrangements.

Foreign companies entering the Turkish market

International companies establishing an e-commerce presence in Istanbul may require assistance with:

• Turkish company formation.

• Foreign shareholding.

• Joint ventures.

• Shareholder agreements.

• Commercial contracts.

• Corporate governance.

• Regulatory compliance.

• Local business arrangements.

The practical point: Expanding into another country is not simply a matter of translating a website and accepting foreign currency. The legal framework of the destination market must also be considered.

15. Website Terms, Policies and Electronic Transaction Documentation

A company's website is often its main commercial point of contact with customers.

It is also where customers receive information, enter into contracts and provide personal data.

For this reason, website documentation should be treated as part of the company's legal infrastructure.

Which legal documents should an e-commerce website have?

Depending on its activities, an online business may need:

These documents should be consistent with one another and reflect the company's actual business model.

Reviewing the customer journey

A website may display all the required legal documents but still have problems in its checkout process.

For example, important information may be difficult to find, additional charges may appear too late or customers may not receive proper confirmation of their orders.

A legal review should examine the complete purchasing process:

1. Product descriptions and pricing.

2. Shopping cart arrangements.

3. Delivery information.

4. Pre-contractual disclosures.

5. Customer acceptance.

6. Payment confirmation.

7. Order confirmation.

8. Cancellation and refund procedures.

Maintaining electronic transaction records

Businesses should retain appropriate records of their transactions and relevant communications.

These may include:

• Customer orders.

• Contractual acceptance records.

• Payment confirmations.

• Delivery records.

• Withdrawal notifications.

• Refund documentation.

• Customer complaints.

• Relevant correspondence.

Record retention should be consistent with applicable legal obligations and KVKK requirements.

The practical point: Legal compliance should be reflected in how the website actually works, not just in the documents displayed at the bottom of its homepage.

16. Commercial Disputes, Mediation and Litigation

Even well-managed businesses sometimes encounter disputes.

An online retailer may disagree with a supplier over defective products, a marketplace may withhold payments, or a customer may bring a formal consumer claim.

Other disputes may involve intellectual property, competition law, employment or personal data protection.

Legal advisers can help businesses assess their position and decide how to respond.

Commercial disputes

Relevant legal work may include:

• Reviewing contractual obligations.

• Assessing potential claims.

• Preparing legal notices.

• Negotiating settlements.

• Collecting and organizing evidence.

• Representing clients in litigation.

• Advising on enforcement proceedings.

The Turkish Commercial Code No. 6102 and the Turkish Code of Obligations No. 6098 are important sources of law for many commercial disputes.

Mandatory mediation

Mediation plays an important role in the Turkish commercial dispute resolution system.

Article 5/A of the Turkish Commercial Code provides for mandatory mediation before litigation in certain commercial disputes involving monetary claims and compensation.

Whether mediation is mandatory depends on the nature of the dispute and the applicable statutory provisions.

Businesses should therefore obtain legal advice before initiating proceedings.

Information about the Turkish justice system and dispute resolution is available through the Ministry of Justice.

International arbitration

For businesses working with international suppliers, distributors and technology providers, arbitration may be a suitable dispute resolution mechanism.

The agreement should clearly identify the applicable arbitration rules, seat of arbitration, language and governing law.

An arbitration clause should be prepared with the actual commercial relationship in mind rather than inserted as standard wording without considering its consequences.

The practical point: Early legal advice can help businesses understand their options before a disagreement becomes a lengthy and expensive dispute.

17. Which Legal Services Matter Most for Different E-Commerce Business Models?

Not every online business needs the same level or type of legal support.

A small online retailer selling clothing will have different priorities from a marketplace facilitating transactions between thousands of independent sellers.

Understanding this distinction helps businesses focus on the legal issues that are genuinely relevant to their operations.

When should a growing online business review its legal arrangements?

There are several situations in which a fresh legal review becomes particularly important:

• The company starts selling through additional marketplaces.

• It introduces a new product category.

• It begins importing products.

• It starts collecting additional categories of customer information.

• It introduces a subscription or recurring payment model.

• It attracts foreign investment.

• It expands into international markets.

• It appoints new distributors or fulfilment providers.

A business that was legally organized for its original activities may need additional arrangements when its operations change.

18. How Can E-Commerce Companies in Istanbul Build a Practical Legal Compliance Framework?

Legal compliance does not have to mean preparing an unnecessarily large collection of documents.

A more useful approach is to understand the business, identify the applicable legal obligations and establish procedures that employees can follow in everyday operations.

For an Istanbul-based e-commerce company, the process may involve the following stages.

Step 1: Understand how the business operates

Identify whether the company is an independent retailer, marketplace, digital service provider or a combination of different models.

Consider how orders are placed, payments are collected and products are delivered.

Step 2: Review the corporate structure

Examine the company's incorporation documents, ownership arrangements, management authority and investment agreements.

Step 3: Assess electronic commerce obligations

Determine the company's position under Law No. 6563 and whether ETBİS registration or other notification requirements apply.

Step 4: Review consumer-facing documents

Check the distance sales agreement, pre-contractual information, return policy, delivery arrangements and refund procedures.

Step 5: Assess personal data processing

Identify the information collected from customers and employees, the legal basis for processing and any transfers to third-party service providers.

Step 6: Examine commercial agreements

Review arrangements with suppliers, marketplaces, payment providers, logistics companies, developers and advertising agencies.

Step 7: Protect intellectual property

Check trademark registrations, software ownership, website content rights and relevant licensing arrangements.

Step 8: Establish procedures for complaints and disputes

Ensure that customer complaints, regulatory communications and contractual disagreements are handled through clear internal procedures.

Step 9: Monitor legal developments

Turkish legislation and administrative practices evolve. Businesses should periodically review their arrangements, especially when new regulatory requirements or changes in their activities make an updated assessment necessary.

19. Choosing Legal Advisers for an E-Commerce Business in Istanbul

Selecting a law firm is not simply about finding someone who can prepare a contract or write a privacy policy.

E-commerce businesses often face legal questions involving several areas of law at the same time.

For example, launching a new online marketplace may involve corporate structuring, electronic commerce legislation, consumer protection, data protection, payment arrangements and competition law.

A useful legal adviser should be able to examine the commercial arrangement as a whole and identify the legal issues that may affect its operation.

Experience with Turkish commercial legislation

Businesses operating in Türkiye need advice that takes account of Turkish legislation, relevant regulations and administrative practice.

International agreements and documents should be reviewed in light of the mandatory requirements that may apply in Türkiye.

Understanding international business relationships

Foreign investors and international companies may need legal advice in English when establishing operations, negotiating commercial agreements or dealing with Turkish regulatory requirements.

A law firm familiar with international business relationships can help explain the relevant legal issues and identify matters that require coordination with advisers in other jurisdictions.

Advice that reflects the actual business model

A small online retailer does not necessarily need the same legal documentation as a large intermediary marketplace.

Similarly, a subscription-based technology company may have different consumer and payment-related responsibilities from a business selling physical products.

Legal advice should be practical, proportionate and based on the company's actual activities.

20. E-Commerce Legal Advisory Services at Kurucuk & Associates

Kurucuk & Associates is an Istanbul-based law firm serving domestic and international clients across a range of legal practice areas.

The firm advises on matters involving corporate and commercial law, banking and finance, intellectual property, technology-related legal issues, real estate, civil law and other areas of legal practice.

For businesses operating in the e-commerce sector, these areas frequently overlap.

A retailer may need assistance with a supplier agreement and consumer protection documentation. A technology startup may require advice concerning its shareholders, software ownership and investment arrangements. An international marketplace may need to understand its obligations under Turkish electronic commerce legislation and its contractual relationships with sellers.

Our approach is to consider the legal questions in their commercial context.

Depending on the requirements of the matter, legal advisory services may involve:

• Corporate and commercial matters

• Company establishment, shareholder arrangements, corporate governance, commercial contracts and investment-related legal issues.

• Electronic commerce and regulatory matters

• Legal assessments concerning Law No. 6563, marketplace arrangements, applicable registration obligations and electronic commercial activities.

• Consumer protection and contractual documentation

• Distance sales agreements, pre-contractual information, website terms, refund policies and consumer-related disputes.

• Personal data protection

• KVKK-related documentation, data processing arrangements, privacy matters and cross-border data transfer considerations.

• Intellectual property

• Trademark protection, copyright, software licensing, technology agreements and intellectual property disputes.

• International commercial matters

• International distribution agreements, foreign investment, cross-border commercial contracts and legal considerations affecting companies doing business in Türkiye.

• Every business has its own commercial structure and legal requirements. The purpose of legal advisory services is to identify the relevant issues and help the company establish arrangements that are appropriate for its operations.

Frequently Asked Questions About E-Commerce Legal Advisory Services in Türkiye

1. What are the most important legal services for an e-commerce business in Türkiye?

The most important services generally include corporate legal advice, compliance with Law No. 6563, consumer protection, distance sales agreements, KVKK compliance, commercial electronic message regulation, intellectual property protection, payment services, commercial contracts and dispute resolution.

The precise requirements depend on whether the company operates an independent online store, a marketplace or another type of digital business.

2. Which laws regulate e-commerce in Türkiye?

The principal legislation includes:

• Law No. 6563 on the Regulation of Electronic Commerce.

• Law No. 6502 on Consumer Protection.

• Law No. 6698 on the Protection of Personal Data.

• Law No. 6493 on Payment and Securities Settlement Systems, Payment Services and Electronic Money Institutions.

• Law No. 6102, the Turkish Commercial Code.

• Law No. 6769 on Industrial Property.

• Law No. 5846 on Intellectual and Artistic Works.

• Law No. 4054 on the Protection of Competition.

• Law No. 7223 on Product Safety and Technical Regulations.

Additional legislation may apply depending on the products, services and activities involved.

3. Is ETBİS registration necessary for every online seller?

No. ETBİS registration requirements depend on the business model and applicable notification rules.

Businesses operating their own electronic commerce environments and certain intermediary service providers generally have registration obligations.

However, certain sellers operating through domestic marketplaces and businesses selling exclusively through social media may be treated differently.

The applicable requirements should be checked before commencing activities.

4. Does an online store need a distance sales agreement?

Businesses entering into distance contracts with consumers generally need to comply with the contractual and pre-contractual information requirements under Law No. 6502 and the Regulation on Distance Contracts.

The documents should accurately reflect the products or services, pricing, delivery arrangements and applicable consumer rights.

5. Can a customer return an online purchase within 14 days?

As a general rule, consumers have a 14-day withdrawal right for distance contracts without providing a reason or paying a penalty.

However, certain statutory exceptions apply. The precise position depends on the product or service and the relevant provisions of the legislation.

6. Does KVKK apply to foreign e-commerce companies?

KVKK may apply to foreign businesses depending on their personal data processing activities and the circumstances covered by Turkish law.

Businesses should assess their responsibilities concerning transparency, legal grounds, data security, data subject rights and international data transfers.

7. Can an e-commerce company transfer customer data abroad?

Yes, provided the applicable requirements of Article 9 of KVKK are satisfied.

Depending on the circumstances, this may involve an adequacy decision, appropriate safeguards such as standard contractual clauses or a statutory exceptional transfer mechanism.

8. What legal documents should an e-commerce website display?

Depending on its activities, a website may require terms and conditions, a distance sales agreement, pre-contractual information, a privacy notice, cookie documentation and delivery and return policies.

It should also implement appropriate commercial communication permission arrangements where required.

9. Does an ordinary online retailer need a special e-commerce license?

Generally, an ordinary retailer does not need a separate general e-commerce operating license simply because it sells products online.

However, it must comply with applicable company, tax, registration, consumer protection and electronic commerce requirements.

Certain regulated products and services may require additional licences or authorizations.

10. What legal responsibilities do online marketplaces have in Türkiye?

Marketplace responsibilities depend on their activities and classification under Law No. 6563 and the applicable regulations.

They may include obligations relating to sellers, consumer complaints, transaction records, unlawful content, payment arrangements and commercial relationships.

11. How can an online business protect its trademark in Türkiye?

A business can apply for trademark registration through TÜRKPATENT under Industrial Property Law No. 6769.

It should also review its copyright ownership, software licensing arrangements and contracts with designers and developers.

12. Do consumer protection laws apply to sales through social media?

They can. Social media sales may qualify as distance contracts when the relevant statutory conditions are satisfied.

The legal classification depends on how the transaction is arranged, how the agreement is concluded and whether a distance marketing system is used.

13. What should foreign investors consider before establishing an e-commerce company in Istanbul?

Foreign investors should consider company formation, shareholding, investment agreements, electronic commerce obligations, consumer protection, KVKK, taxation, intellectual property and payment arrangements.

Businesses planning to sell internationally should also examine cross-border contracts, foreign consumer protection requirements and international data transfers.

14. Can Kurucuk & Associates advise international e-commerce businesses in Türkiye?

Kurucuk & Associates is an Istanbul-based law firm providing legal services to domestic and international clients.

Depending on the matter, assistance may cover corporate and commercial law, contracts, intellectual property, technology-related legal issues, personal data protection and international commercial arrangements.

15. When should an e-commerce business obtain legal advice?

Ideally, legal advice should be obtained before launching the business.

However, established companies should also review their legal arrangements when introducing new products, joining marketplaces, changing payment systems, processing additional categories of customer information or expanding into foreign markets.

Legal Advice Is Part of Building a Sustainable E-Commerce Business

The opportunities for e-commerce businesses in Türkiye continue to attract entrepreneurs, retailers, technology companies and international investors. Istanbul offers a particularly important commercial environment for businesses seeking to establish digital operations and reach customers in Türkiye and abroad.

However, commercial growth also brings legal responsibilities.

An online retailer needs to understand its consumer protection obligations. A marketplace must consider the additional rules governing intermediary service providers. A technology startup may need advice concerning software ownership, investment agreements and personal data. An international company entering the Turkish market may face additional questions involving corporate establishment, cross-border contracts and regulatory compliance.

These issues cannot always be addressed through a standard set of website documents or a single general legal policy.

What matters is understanding how the business operates, identifying the legislation that applies and putting appropriate arrangements in place.

For businesses establishing or expanding their e-commerce activities in Istanbul, Kurucuk & Associates provides legal services across relevant areas of Turkish law, with an approach that takes account of both legal requirements and commercial realities.

A well-planned legal framework cannot eliminate every business risk, but it can help companies make informed decisions, protect their commercial interests and approach future growth with greater confidence.

This article is provided for general informational purposes and does not constitute legal advice. The application of Turkish legislation depends on the facts, business model and circumstances of each case. Specific legal advice should be obtained before taking action.