Our Banking & Finance practice comprises highly experienced attorneys, offering advice and assistance in complex, cross-border transactions under Turkish and foreign law.

The Banking & Finance department is uniquely placed to provide advice on a domestic and international level in all manner of transactions, across a variety of sectors, as well as providing initial structuring advice, assistance on security issues and updating clients on latest market positions in Turkey and in the international market. We not only draft Turkish law loan agreements and ancillary documents, but also draft, negotiate and handle all aspects of English law financing transactions, including the issue of English law (as well as Turkish law) legal opinions.

One of our core values is to work in partnership with our clients to develop true business relationships. As a result, we also have a wealth of regulatory and litigation experience in the financial services, health, energy, pharmaceuticals, hospitality, and education sectors as well as transactional services experience. Our Banking & Finance team provides legal consultancy services to commercial banks, investment banks, multilateral financing organisations, private equity and corporate investors, insurance companies, corporate borrowers and counterparties on a wide variety of bilateral and syndicated financing transactions, including both domestic and international highly complex cross-border transactions.

Our expert team of Turkish and foreign lawyers offers consultancy services in domestic and international corporate lending subject to Turkish and English law, syndicated loans, acquisition finance, project and infrastructure financing, real estate finance, structured finance, trade financing, asset lending, derivative products, debt capital markets, bond issuance, equity capital markets, regulatory advice, treasury funding and settlement operations, finance leasing, and new and innovative Islamic financings. When transactions do not run smoothly, we also assist clients with our restructuring expertise, having been involved in many insolvencies and restructurings over the last few years.

Our services under this practice area can be listed as follows:

Our Commercial, Corporate and M&A practice team, competent in various disciplines, strives to offer solutions suitable to the purpose. We serve local and foreign companies through each and every phase of a company’s establishment and growth, from M&A and capital financing to initial public offering, from corporate structuring and re-structuring to commercial contracts and from corporate governance to sector-specific matters.

We offer a wealth of experience and services in corporate transactions to clients from a range of industries, including aviation, construction, education, energy and natural resources, food and beverages, healthcare and pharmaceuticals, hospitality and leisure, information technology and informatics, insurance and re-insurance, media, real estate, retail, heavy industries and recycling as well as technology.

We address our client’s corporate related needs in a wide variety of areas including commercial contracts, acquisition financing, restructuring projects and the removal of debt instruments such as Eurobonds. Our team has extensive experience working on large-scale projects and has played a pivotal role in providing legal services to buyers and sellers from initial structuring advice, due diligence, drafting and negotiating transaction documents, assisting with obtaining the necessary consent from the public authorities such as Competition Board and the Energy Market Regulatory Agency and ensuring that the pre-conditions are met, to assisting with completion and post-completion matters.

Our department combines legal skills with an understanding of our clients’ business needs to deliver a constructive and accurate service. We see our clients as our business partners and seek to add value beyond our legal service. Our breadth and depth of legal disciplines mean that we can tap into a vast range of know-how on any type of deal in any sector.

In addition to our deep expertise in M&A, Joint Venture and Private Equity transactions, we provide our clients day-to-day corporate advice related to:

Our services under this practice area can be listed as follows:

Our main principle is to offer clients a successful business strategy through our expert knowledge of competition law, whether a company plans to form a business alliance, challenge its competitors, implement new production, marketing or distribution strategies, or grow through corporate development. Working closely with the Corporate and M&A group, our Competition lawyers advise and represent clients in a variety of cross border transactions.

Our Competition team offers the essential support in a broad range of conduct in restraint of trade from collusive agreements among competitors and monopolistic abuse of a dominant position, to restrictive supplier or customer arrangements, joint ventures, and corporate mergers & acquisitions. In complex competition matters, we balance the commercial objectives of our clients against the risks of intervention by competition authorities or claims of third parties.

Our knowledge of government policies and regulators’ enforcement priorities places us in an ideal position to provide strategic advice that optimises our client’s position in their individual market. When needed, we offer legal assistance to our clients in setting up and managing compliance programmes. Our lawyers represent clients in complex investigations carried out by the Competition Board. We provide professional advice with particular attention to the features of the regulatory and business environment.

We also represent clients before the Administrative Courts and Council of State against decisions taken by the Competition Board, mainly rendered upon investigations or M&A transactions, including privatisations. Our Competition team keeps up to date on all significant developments and assists clients in every aspect of competition law.

Our services under this practice area can be listed as follows:

The Dispute Resolution practice has extensive experience in providing assistance to sector leading businesses, operating both locally and abroad, in all aspects of preventing disputes and aiming to resolve issues prior to trial. Our lawyers collaborate with clients and their counterparts to identify and execute the most advantageous business-oriented solutions, either by pursuing or by defending in litigation or through alternative methods such as mediation.

Our approach is to help clients avoid litigation wherever possible. When litigation is unavoidable, we discuss with our clients their objectives and asses the legal, commercial, and reputational risks involved. We proceed on a basis tailored to our clients’ needs drawing on the expertise and experience of our team.

We act for clients in various industries including, but not limited to, telecommunication, insurance, healthcare (pharmaceuticals and medical devices), construction, manufacturing, infrastructure, real estate investment trusts, aviation and shipping, packaging, informatics, automotive and spare parts, investment management, tourism sectors as well as government entities in their high profile and complex arbitration and dispute resolution matters, tax disputes, and white-collar crime matters.

We also offer retainer services for compliance and regulatory advice on a day-to-day basis. International and local companies from a variety of sectors retain our lawyers for their most significant litigation matters.

Our Litigation team focuses on high-profile administrative, commercial, employment, intellectual property, tax and criminal litigation cases of multinational companies and complex commercial and investment proceedings. We provide training, daily advice and conduct audits especially in the areas of competition, tax, employment and pharmaceutical law. Our team also has expertise in providing cross-border compliance assistance to our multinational clients. Our Arbitration team represents leading Turkish and global companies in local and international arbitrations including investment arbitrations. We provide cross border services, whether it is a corporate arbitration procedure (ICC, JCAA, LCIA, and UNCITRAL), representation at a hearing, or preparing a petition. Our Arbitration team has unique experience in disputes, which require detailed research and evaluation especially in telecommunication, construction and the automotive sector.

Our services under this practice area can be listed as follows:

Litigation

Arbitration

Mediation

Compliance

White Collar Crime/Compliance

Debt Recovery and Restructuring

We provide legal advice to Turkish and international clients in their dealings and disputes with employees, trade unions and governmental entities from various sectors, including chemicals, packaging, cosmetics, machinery, pharmaceuticals, steel, services and telecommunications. We advise clients on all employment matters, including relations with sub-contractors, drafting company regulations, preparation and implementation of employment contracts, and non-competition agreements.

We also offer routine and daily advice on methods for improving employer-employee relations or maintaining a union-free environment.

We also provide extensive advice on employee benefit matters as well as executive compensation. We offer full assistance to major international companies concerning their implementation of employee offering plans, stock options and similar rights.

When litigation is inevitable we offer expert litigation services, including job security and indemnification related claims, assistance in relation to the labour authority inspections, issues raised by trade unions and claims relating to workplace safety, overtime payments, and notice and severance pay requests.

Our services under this practice area can be listed as follows:

The developments in Turkish legal system in terms of telecoms, IT and technology sector have attracted the attention of international technology companies which were willing to enter into the Turkish market but were not sure of taking any step forward due to their security concerns and the lack of required legislation. Our partners, at their previous respective firms, have substantial experience advising clients on both the legislation and the practice of the technology, information technologies and telecommunications law field, which is considerably new and unknown in Turkey. Our partners acted for clients in high technology production or software companies known worldwide in terms of their entry into Turkish market either by way of e-commerce or web services. On the sectorial front, our partners represented telecoms, IT and technology companies in several areas of business law including but not limited to banking and finance, capital markets, corporate and commercial law, M&A, consumer law and disputes, employment law as well as dispute settlement.

Our partners’ past experience includes the clients in the IT, telecoms and technology sector include the technology giants from Silicon Valley to Europe as well as Turkey. Our partners have also advised on many IT matters such as online advertising, policy, terms & conditions for services, encrypted communication devices and software, introduction of new products to the Turkish market, import and tax regime applicable to software, data protection and IP matters associated with software. Our partners’ previous experience also includes representation of clients before the Information and Communication Technologies Authority of Turkey (BTK) in connection with all types of regulatory matters including authorisations in electronic telecommunications, registrations, notifications and filings under the applicable BTK legislations.

TOCC is not only an IT firm practicing only IT, telecoms and technology related work, but rather is a full-service business law firm which offers high quality legal assistance and advice compared to its peers in the Turkish market especially on IT and telecoms practice areas as well as regulatory matters, and IT contracts.

Our Construction & Real Estate team acts for domestic and foreign clients in all aspects of real estate dealings. Our goal is to provide commercial and innovative advice that adds value at all stages of the investment and development cycle. As an integrated, one-stop shop for real estate, we cover areas such as planning, development, construction, real estate acquisitions and disposals, real estate financings and leases. TOCC provides specialised legal consultancy to clients in the real estate field including, but not limited to, project developers, REITs, owners, private or corporate investors, real estate project lenders, construction companies, leasing and management companies, retailers and tourism companies.

By cooperating with our Corporate, Tax, Banking & Finance, and Dispute Resolution teams, we are able to offer our clients a complete service. Our work, across a diverse range of sectors, gives us a rounded view of the market that adds more insight to the advice we give our clients.

Our team has specialised construction and real estate expertise in establishing the best deal structures to fit the needs of our clients. We assist in drafting and negotiating EPC contracts (whether FIDIC-based or not), sale and purchase agreements, superficies right, usufruct, and passage right or lease agreements.

We also deal with zoning law, building permits, mortgages, loan agreements related to real estate projects, construction agreements, architectural and engineering service agreements, hotel / shopping centre / office building management agreements, service agreements, lease agreements and disputes, approvals to be obtained from official bodies in relation with real estate law, competition law, and share transfers. We also provide due diligence services in relation to the above.

Our services under this practice area can be listed as follows:

TOCC’s tax department provides its clients with a one-stop shop for legal and tax advice. Tax law is a highly regulated area, which means that those involved in business must adjust to its requirements and demands, and act accordingly in order to achieve effective results. It is of critical importance to the success of a transaction, and indeed a business, to recognise tax law implications and navigate accordingly. We are one of the leading law firms in Turkey providing legal services in all matters relating to tax. Our objective is to help our clients manage their tax issues in the most effective way. In line with this goal, our Tax team provides diverse perspectives and expertise to help clients maintain an effective relationship with the tax authorities throughout all the challenges of tax audit, tax compliance, and tax planning.

The Tax team has far-reaching tax expertise and is fully equipped to offer assistance in tax litigation and investigations, transfer pricing, and taxation of corporate restructuring transactions. Our services include tax litigation, technical support in tax ruling application processes, preparation of documents and lists, and reviewing reports during tax inspections, and tax consulting during the reconciliation phase. We also assess whether the correction operations of the tax office, following litigation or reconciliation, are in conformity with the decision.

We offer specialised tax consultancy and litigation services to both Turkish and multinational companies in sectors range from telecommunications to healthcare, production, marketing, automotive, investment funds, venture capital, banking, insurance and agriculture.

The Turkish tax regime presents particular risks and opportunities that must be considered throughout an M&A transaction. By cooperating with our Corporate team, we are able to offer tax due diligence services prior to M&A, and tax restructuring and planning during the M&A process based on national and international regulations and bilateral tax treaties.

Our services under this practice area can be listed as follows:

The developments in Turkish legal system in terms of healthcare and life sciences sector have attracted the attention of international healthcare companies which were willing to enter into the Turkish market but were not sure of taking any step forward due to the lack of required legislation. In particular, developments in the last decade in relation to Public Private Partnership (PPP) sector were found very positive by the market actors in healthcare sector.

TOCC partners have substantial experience advising clients on both the legislation and the practice of the healthcare and life sciences law field as well as on several areas of business law including but not limited to banking and finance, capital markets, regulatory, corporate and commercial law, M&A, employment law as well as dispute settlement. Our partners have an established expertise and comprehensive knowledge involved in marketing products and services and handling regulatory issues in the healthcare sector. The firm has been recently involved in representation of the project company in construction, development and financing of Turkey’s largest 5th healthcare PPP project.

TOCC partners apply knowledge accrued through years of experience and practice in this domain to support our clients in managing relations with public institutions and other sector players.

Our partners’ past experience include the clients in the healthcare and life sciences sector include several healthcare PPP projects in Turkey acting both for sponsor companies and lenders as well as for service and equipment providers. In addition to that our past experience also includes legal assistance in connection with new market entries by leading manufacturers in medical products industry.