New Developments
The Decision on Amending the Criteria for Determining Companies Subject to Independent Audit (“Decision“), which sets forth the new thresholds regarding the determination of companies subject to independent audit under Article 397 of the Turkish Commercial Code No. 6102 (“TCC”), was published in the Official Gazette dated 17 March 2026.
What Amendments does the Decision Introduce?
The thresholds for the determination of companies subject to independent audit were last updated by the Decision on Amending the Criteria for Determining Companies Subject to Independent Audit published in the Official Gazette dated 1 May 2025.
This time, the thresholds for determining companies subject to independent audit have been increased as follows, in order to be taken as a basis for determining audit requirements for fiscal periods starting on or after 1 January 2026:
| Company type | Former thresholds | New thresholds |
| General criteria for being subject to independent audit Applicable to companies other than (i) those listed in Annexed List II and (ii) those whose capital market instruments are not traded on a stock exchange or other organized markets but are considered publicly traded under the Capital Markets Law (“Companies Considered Publicly Traded”). |
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The thresholds for the Companies Considered Publicly Traded and the companies listed in Annexed List II of Decision have not been amended and remain the same as follows:
| Company type | Thresholds |
| Companies Considered Publicly Traded |
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| The companies listed in Annexed List II |
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The main principle that a company must exceed at least two of the new thresholds specified in the table above for two consecutive fiscal periods in order to be subject to independent audit remains in effect.
Companies established in Turkiye in accordance with Article 1 of the Annex to the Natural Gas Market Law, in which more than half of the capital is owned directly or indirectly by Public Economic Enterprises, have also been added to List I of the Decision, which identifies companies subject to independent audit regardless of the thresholds and criteria mentioned above. Thus, these companies have been included in the scope of independent audit without being subject to any specific criteria.
Conclusion
This Decision came into effect on the date of its publication and will be used to determine the audit obligations of companies for fiscal periods starting on or after 1 January 2026. Accordingly, it is crucial to determine whether companies are subject to independent audit by performing an assessment based on the new thresholds and to complete the procedures for the appointment of independent auditors for those companies that are subject to independent audit.
