21.12.2022/81
Mandatory Books and Certification Requirements for 2023
In accordance with Articles 220 and 221 of the Tax Procedure Law and Article 64 of the Turkish Commercial Code No. 6102, taxpayers with a calendar year as their accounting period must have their certified books, which they will use in physical form in 2023, certified by December 31, 2022.
With the amendments made by the 3rd Electronic Ledger General Communique, which changed the 1st Series Electronic Ledger General Communique, and the 509th Series Tax Procedure Law General Communique;
- Taxpayers who are obligated to switch to e-Invoice must do so within the transition period (for those who are required to switch during the year, from the beginning of the following year),
- Taxpayers whose gross sales revenue (or gross business revenue) exceeded 4 Million TRY in 2021 are required to switch to e-Invoice and e-archive invoicing applications starting from 01.07.2022, and must continue using them from 01.01.2023 onwards,
- Companies subject to independent audit under Article 397, Paragraph 4 of the Turkish Commercial Code, starting from the beginning of the year following the year the conditions are met,
- Those who switched to e-Invoice due to goods listed in the (I) list attached to the Special Consumption Tax Law in 2022,
- Those who switched to e-Invoice due to goods listed in the (III) list attached to the Special Consumption Tax Law as part of their production, construction, or importation in 2022,
- Taxpayers who switched to e-Invoice in 2022 for intermediary services, internet advertising services, and online advertising publication activities,
- Taxpayers engaged in wholesale trade of fruits and vegetables under Law No. 5957 in 2022,
- Healthcare service providers who signed contracts with the Social Security Institution (SGK) and were obligated to switch to e-Invoice in 2022 (including hospitals, medical centers, dialysis centers, specialized treatment centers licensed by the Ministry of Health, diagnostic and imaging centers, pharmacies, medical device suppliers, opticians, hearing centers, spas, and pharmaceutical warehouses),
- Taxpayers who are required to switch to e-Ledger in case of mergers, demergers, or changes in legal form, including both the merged and resulting entities,
- All taxpayers who were obligated to switch to e-Invoice in 2022,
are required to keep their 2023 journal and general ledger as e-Ledger.
Taxpayers subject to e-Ledger must have all books, except for the Journal and General Ledger, certified in paper form.
1) Commercial Books to be Kept
Subject to the provisions of the Tax Procedure Law regarding bookkeeping obligations, the commercial books to be kept by companies under Article 64, Paragraph 3 of the Turkish Commercial Code No. 6102 are as follows:
a) Joint-Stock Companies
- Journal
- Inventory Book
- General Ledger
- Stamp Tax Book
- Shareholders’ Register
- Board of Directors Decision Book
- General Assembly Meeting and Negotiation Book
b) Limited Companies
- Journal
- Inventory Book
- General Ledger
- Shareholders’ Register
- General Assembly Meeting and Negotiation Book
c) Capital-Share Commandite Companies
- Journal
- Inventory Book
- General Ledger
- Shareholders’ Register
- Board of Directors Decision Book
- General Assembly Meeting and Negotiation Book
d) Collective and Limited Liability Partnerships
- Journal
- Inventory Book
- General Ledger
- General Assembly Meeting and Negotiation Book
2) Time of Certification for Commercial Books
According to Articles 221 of the Tax Procedure Law and 64 of the Turkish Commercial Code;
- For businesses continuing from previous periods, the books must be certified before the last month of the year preceding the use of the book,
- For businesses whose accounting periods are determined by the Ministry of Finance, the books must be certified in the last month of the accounting period before the period in which they will be used,
- For newly established businesses, businesses that change class, or new taxpayers, books must be certified before they begin operations or within ten days of starting operations,
- If the books are filled or new books are required during the year, they must be certified before use,
- For newly established joint-stock companies, limited companies, capital-share komandit companies, and cooperatives, all books used in their initial establishment must be certified by the trade registry,
and certified accordingly.
3) Opening and Closing Certification for Commercial Books
a) Opening Certification and Time
Under Article 64, Paragraph 3 of the Commercial Code No. 6102, the opening certifications for physical books held by merchants are as follows:
- Journal, General Ledger, Inventory Book, Shareholder Register, Board of Directors Decision Book, and General Assembly Meeting and Negotiation Book must be certified during the establishment and before use,
- For subsequent periods, opening certifications must be done by the end of the previous month before the period begins (for calendar year accounting periods, by December),
by a notary.
- Opening certification for the Journal, General Ledger, Inventory Book, and Board of Directors Decision Book must be done every accounting period.
- The Shareholders’ Register and the General Assembly Meeting and Negotiation Book can continue to be used in subsequent periods without requiring opening certification, provided they have sufficient pages.
b) Closing Certification and Time
According to the Turkish Commercial Code, only the Journal and Board of Directors Decision Book are subject to closing certification, while the Inventory Book is excluded from this requirement. Accordingly:
- The closing certification for the Journal must be done by the end of the sixth month of the following activity period (30.06.2023),
- The closing certification for the Board of Directors Decision Book must be done by the end of the first month of the following activity period (31.01.2023),
by a notary.
4) Penalties
Under Article 562 of the Turkish Commercial Code, those who fail to fulfill the book-keeping obligation under Article 64, Paragraph 1, or fail to obtain opening and closing certifications as required by Article 64, Paragraph 3, will be subject to an administrative fine of 31,100 TRY for the year 2023.
You can access the relevant Communique here.
You can access the 509th Series of the Tax Procedure Law General Communique here.
Sincerely,
BİLGENER
