Certain amendments have been introduced related to the companies which are subject to auditing withing the scope of article 398 of Turkish Commercial Code no. 6102 with the "Decree on the Amendment of the Decree on the Determination of Companies Subject to Independent Auditing ("Decree")" ("Amendment Decree") annexed to the Presidential Decree no. 8313 which is promulgated in the Official Gazette dated 6 April 2024 and numbered 32512. The Decree has entered into force on 6 April 2024 to be applied for the fiscal terms starting on and after 1 January 2024.

As per the amendments introduced by the Amendment Decree, excluding those which are indicated to be excluded from the scope, the companies listed below shall be subject to independent auditing:

1) The companies indicated in the list no. (I) in the annex of the Decree without being subject to any criterion (which include certain companies that are subject to regulation and supervision of Capital Markets Board and Banking Regulation and Supervision Agency, insurance, reassurance, and pension companies, authorized establishments, precious metals intermediary institutions, companies which are engaged in the production or trade of precious metals which are permitted to have operations in Borsa Istanbul markets, licensed warehouse enterprises, public warehouses, media service provider institutions which have certain rights and licenses and which are subject to regulation and supervision of Radio and Television Supreme Council, the companies operating under the regulations of the Energy Market Regulatory Authority and having an independent auditing obligation within this scope, payment institutions and electronic money institutions subject to the regulation and supervision of the Central Bank of the Republic of Turkey as well as public economic enterprises operating within the scope of the Decree Having the Force of Law No. 233 on Public Economic Enterprises and their subsidiaries).

2) Other companies which exceeded the thresholds of at least two of the specified three criteria indicated below in two consecutive fiscal year. These companies are divided into three categories, and these thresholds are determined separately for each category.

  • For the companies which are deemed publicly traded as per the Capital Markets Law no. 6362: (a) Total asset of 30 million Turkish Liras; (b) Annual net sales revenue of 40 million Turkish Liras; (c) 50 employees.
  • For the companies indicated in the list no. (II) in the annex of the Decree: (a) Total asset of 60 million Turkish Liras; (b) Annual net sales revenue of 80 million Turkish Liras; (c) 100 employees. (This list includes the companies which are subject to regulation and supervision of the Information Technologies and Communications Authority excluding the call center companies, affiliates of Savings Deposit Insurance Fund ("SDIF") and companies whose supervision and management are taken over by SDIF and the companies whose capital of at least %50 belongs to municipalities).
  • For the companies which are not within the scope of the indicated first two subcategories explained above: (a) Total asset of 150 million Turkish Liras; (b) Annual net sales revenue of 300 million Turkish Liras; (c) 150 employees.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.