Turkish merger approval starts to matter long before the filing pack is assembled. The Turkish Competition Authority's 11 February 2026 update raised the headline turnover numbers to TL 1 billion, TL 3 billion, and TL 9 billion, and the same official note says the amended communiqué became effective after publication in the Official Gazette. That is the live threshold set for 2026. If a deal team is still working off the old TL 250 million, TL 750 million, and TL 3 billion frame, the timetable can drift very quickly.
Threshold work should sit next to drafting and diligence from the start. Corpenza's guide to LOIs and MOUs in Turkish M&A, Turkish SPA drafting guide, company formation support page, and contact channel all fit that early stage.
What changed in Turkish merger approval thresholds in 2026?
The short answer is numerical and practical. The Competition Authority says the single threshold is now TL 1 billion, the Türkiye turnover threshold is TL 3 billion, and the global turnover threshold is TL 9 billion. The same announcement says the amendment is already effective because it was published in the Official Gazette.
That change matters because many transaction checklists still carry the older numbers. A buyer can be disciplined on price and still lose a week if the threshold memo is stale. The 2026 update fixed that problem in public. Teams still need to read it.
Which turnover numbers should deal teams memorize?
There are three live turnover numbers worth memorizing: TL 1 billion, TL 3 billion, and TL 9 billion. They come straight from the Authority's update to Communiqué No. 2010/4 and they are the reference points that should trigger an immediate filing analysis when a Turkish deal begins to scale.
| Official 2026 number | How the Authority labels it | Why it matters in practice |
|---|---|---|
| TL 1 billion | Single threshold | It replaced the old TL 250 million headline number |
| TL 3 billion | Türkiye turnover threshold | It replaced the old TL 750 million local-turnover marker |
| TL 9 billion | Global turnover threshold | It replaced the old TL 3 billion worldwide marker |
| TL 250 million | Special tech-company test | It survives for qualifying technology undertakings based in Türkiye |
Memorizing the table is useful. Treating it as the full legal analysis is not. The numbers work inside the communiqué's structure, so the deal map, the party being acquired, and the transaction shape still matter.
Why are the three threshold numbers not interchangeable?
Because the 2026 update is not just a headline-number exercise. The Authority also says it elaborated the definition of the transaction party, particularly for the party being acquired. That means a filing memo cannot stop at one big global turnover figure and call the job finished.
This is where transaction teams make avoidable mistakes. One spreadsheet can show a big global group number and still hide a weak local analysis. Another file can focus only on Türkiye revenue and miss how the deal fits the wider communiqué. The practical lesson is simple: run the threshold check as a legal workstream, not as a finance footnote.
What is different for technology undertakings based in Türkiye?
The Authority's own wording is specific here. It says the technology undertaking exemption is now limited to tech companies based in Türkiye, and that a single turnover threshold of TL 250 million will be sought in transactions involving undertakings of this nature. So the old general-tech shortcut should not be assumed without checking the Türkiye base point first.
That one sentence has real deal impact. Cross-border acquirers often hear "technology exception" and stop listening after the first two words. The official text is narrower than that. Base, business model, and transaction perimeter all need to be read carefully before anyone builds a no-filing assumption into the closing calendar.
When should merger approval analysis start in a Turkish acquisition?
It should start before exclusivity dates, long-stop dates, or signing mechanics are fixed. Article 7 of Act No. 4054 says mergers or acquisitions are illegal and prohibited where they would result in a significant lessening of effective competition within a market for goods or services in the whole or part of Türkiye. That is why threshold review belongs near the front of the file.
In practice, the threshold memo informs the rest of the drafting stack. It shapes the process document, the SPA conditions precedent, and the risk allocation around timing. That is also why the first-paper stage and the definitive-document stage should talk to each other. Corpenza's LOI guide and SPA guide are useful side reads for that reason.
What should foreign buyers separate from the approval test?
Foreign buyers should separate competition clearance analysis from ordinary corporate setup and registry work. Invest in Türkiye says international investors have the same rights and liabilities as local investors, that the conditions for setting up a business and transfer of shares are the same as those applied to local investors, and that trade registration transactions are carried out through MERSIS and Trade Registry Directorates. Those are related workstreams. They are not the same workstream.
That distinction matters when a buyer is forming a Turkish acquisition vehicle. The company can be set up through the normal registry path, while merger approval analysis runs on its own timetable. If the corporate setup still needs attention, Corpenza's company formation and accounting support sits on that side of the file.
FAQ about Turkish Competition Authority merger approval thresholds
Are the old Turkish merger-control numbers still safe to use in 2026?
No. The Authority's 11 February 2026 update replaced them with the live TL 1 billion, TL 3 billion, and TL 9 billion numbers.
Does one large global turnover number decide the filing question by itself?
No. The official update also talks about the definition of the transaction party, especially for the acquired side, so the structure of the transaction still matters.
Is the TL 250 million figure gone completely?
No. The Authority says it remains relevant for transactions involving qualifying technology undertakings based in Türkiye.
Why should the threshold memo be prepared before the SPA is final?
Because it affects timing, conditions precedent, and the realism of the deal calendar. Late analysis usually creates late drafting changes.
Do foreign buyers get a different corporate setup rule in Türkiye?
No. Invest in Türkiye says international investors have the same rights and liabilities as local investors and the same conditions for setting up a business and transferring shares.
This is general information, not legal or tax advice; rules change and depend on your situation.
If a live transaction is close to the thresholds, use Corpenza's contact page before the signing calendar hardens.
