

Planning to buy a licensed wind power plant in Turkey? Learn what foreign investors must verify before closing, including generation licenses, turbine and land rights, grid capacity, technical interaction permits, EPC and O&M contracts, financing, wind data and regulatory risks.
Buying a licensed wind power plant in Turkey can provide a foreign investor with access to an established renewable-energy asset, existing grid capacity and an operating electricity revenue stream. However, acquiring a licensed wind farm is considerably more complex than buying an ordinary Turkish company.
The buyer is effectively acquiring an integrated project consisting of the project company, generation license, wind turbines, grid connection rights, land-use rights, access roads, transmission infrastructure, environmental approvals, technical interaction permissions, construction and acceptance history, EPC and turbine supply contracts, O&M arrangements, financing and electricity revenues.
A weakness in any one of these components can materially reduce the investment value.
A wind farm may have a valid generation license but still suffer from restricted grid capacity, incomplete turbine acceptance, land disputes, expiring leases, turbine performance problems, unavailable spare parts, lender security, environmental litigation or contractual arrangements that terminate when control of the project company changes.
Foreign investors should therefore never treat the existence of a generation license as sufficient legal due diligence.
The central question before closing should be:
Does the investor actually acquire a legally secure and technically operational wind power plant capable of generating the electricity and revenue assumed in the acquisition model?
Electricity generation in Turkey is regulated principally under Electricity Market Law No. 6446 and the electricity-market licensing framework.
For licensed generation, the regulatory structure generally involves a pre-license followed by a generation license after the required development-stage obligations have been satisfied. The generation license is the authorization allowing the relevant legal entity to conduct electricity generation activity. (EPDK)
Wind projects also have characteristics that distinguish them from many other generation assets. The licensing process can involve wind measurements, technical evaluation, grid-connection procedures and project-specific permissions. (Enerji Bakanlığı)
Accordingly, due diligence for a wind farm must examine both the general energy-regulatory framework and the specific legal history of the individual project.
The first document the buyer should obtain is the actual generation license.
The investor should verify:
License Holder → Facility Name → Location → Energy Source → Installed Capacity → License Duration → Construction Period → Completion Date → Amendments.
The company whose shares are being purchased should correspond to the legal entity holding the license.
The investor should not rely solely on a seller’s information memorandum.
Several different capacity figures can exist within the same transaction.
The buyer should reconcile:
Licensed Capacity → Installed Capacity → Accepted Capacity → Operational Capacity → Grid Connection Capacity → Actual Export Capacity.
These numbers should not automatically be assumed to be identical.
For renewable generation licenses, regulatory documentation includes information concerning installed capacity and the maximum annual generation associated with the licensed facility. (EPDK)
A discrepancy between licensed and commercially usable capacity can directly affect valuation.
A wind farm described as “operational” may contain turbines at different regulatory stages.
The investor should verify whether every turbine covered by the acquisition has completed the applicable acceptance process.
Under the licensing framework, completion and commissioning are connected with the relevant acceptance procedures, and the temporary acceptance date corresponds to the date on which the facility enters operation. (EPDK)
Therefore, due diligence should identify each turbine individually.
A turbine matrix can show:
Turbine Number → Manufacturer → Model → Capacity → Installation Date → Acceptance Date → Operational Status → Warranty Status.
The current generation license alone is not enough.
The buyer should investigate the project’s history from initial development through the proposed acquisition.
This should include:
pre-license documentation,
generation-license applications,
license amendments,
capacity amendments,
construction-period amendments,
regulatory correspondence,
warnings,
extensions,
and significant regulatory decisions.
Historical problems can survive into the acquisition even when the current license appears valid.
The remaining license period directly affects the economic life of the investment.
Suppose two wind farms each produce 200 GWh annually.
One has a significantly longer remaining license period.
Their long-term economic values are obviously different.
The buyer’s financial model should therefore be reconciled with the actual license duration.
A generation license holder must complete the facility within the construction period incorporated into the applicable licensing framework. (EPDK)
Where the wind farm remains partially under construction, the buyer should determine:
what remains unfinished,
which turbines remain unaccepted,
the applicable completion deadline,
whether extensions have previously been obtained,
and the consequences of further delay.
Partially completed licensed facilities can remain subject to continuing progress-reporting obligations.
The buyer should therefore investigate whether all historical regulatory reports were properly submitted.
An acquisition should not proceed on the assumption that a currently valid license automatically proves complete historical compliance.
This is particularly important for wind projects.
The regulatory licensing process expressly identifies the Technical Interaction Permit as one of the requirements relevant to wind-generation projects. (EPDK)
The investor should obtain and review the relevant documentation.
The buyer should also determine whether later changes to turbine positions, heights, models or project configuration affect the existing permission.
A wind project is geographically specific.
The buyer should verify the approved turbine coordinates against the turbines actually installed.
Even relatively small project modifications can have regulatory, land, environmental and technical consequences.
The legal due diligence should therefore be coordinated with technical advisers using an accurate project layout.
Modern turbine replacements or upgrades can change:
hub height,
rotor diameter,
blade length,
total tip height,
and installed capacity.
A buyer should not assume that an upgraded turbine remains automatically covered by historical project approvals.
Every material technical modification should be matched against the applicable regulatory documentation.
Grid connection is one of the most valuable components of a licensed wind project.
The buyer should review the complete connection file, including applicable connection and system-use arrangements.
The licensing framework specifically contemplates applications to the relevant transmission or distribution operator for connection and system-use agreements. (EPDK)
The investor should verify the actual connection point and capacity.
Suppose the wind farm has:
Installed Capacity: 150 MW
but commercially usable connection arrangements support materially different export assumptions.
The investor’s valuation model may therefore be overstated.
Grid rights should be independently verified.
Wind farms can experience curtailment.
For an operating project, the buyer should obtain historical records and determine whether production losses resulted from:
grid restrictions,
transmission congestion,
maintenance,
turbine faults,
weather conditions,
or other causes.
Historical curtailment should be reflected in the financial model.
The project company may have continuing responsibilities concerning:
substations,
transmission lines,
switchgear,
connection facilities,
or other network infrastructure.
Outstanding obligations can create significant post-closing capital expenditure.
Wind data is central to project value.
Foreign investors should obtain historical:
wind measurements,
meteorological information,
production data,
resource assessments,
and independent energy-yield studies.
The Ministry’s licensing framework specifically identifies wind measurements as part of the development process for wind-generation projects. (Enerji Bakanlığı)
Financial models commonly use probability-based production forecasts.
The buyer should understand whether the acquisition price relies on P50, P75, P90 or another production scenario.
Legal due diligence should then determine whether any contractual guarantees support those assumptions.
A forecast is not the same as a contractual guarantee.
For an operating wind farm, historical data is particularly valuable.
Compare:
Forecast Generation → Actual Generation → Metered Generation → Electricity Sold → Revenue Received.
Material discrepancies require investigation.
A project can have excellent wind resources but poor revenues because turbines frequently fail.
The investor should review historical turbine availability.
Low availability may indicate:
technical defects,
poor maintenance,
spare-parts shortages,
or aging equipment.
The turbine supply agreement can be one of the most valuable contracts in the acquisition.
Review:
equipment specifications,
delivery,
commissioning,
performance guarantees,
availability guarantees,
warranties,
defect remedies,
liability caps,
and dispute resolution.
The investor should assess the manufacturer itself.
Questions include:
Is the manufacturer still operating?
Are replacement parts available?
Is technical support available in Turkey?
Can warranties be transferred?
Are there known defects affecting this turbine model?
A technically operational turbine can still present long-term legal and financial risks if manufacturer support disappears.
Blade problems can create significant downtime and repair costs.
Historical inspection records should be reviewed for:
cracking,
erosion,
lightning damage,
structural defects,
and previous repairs.
The legal team should determine whether warranties or insurance rights remain available.
Major drivetrain failures can create substantial losses.
The buyer should review failure history and identify any outstanding warranty claims against the manufacturer, EPC contractor or service provider.
A defect affecting one turbine may indicate a project-wide problem.
If several turbines use the same component, the buyer should determine whether a known defect could affect the entire fleet.
This can materially alter acquisition value.
A project with ten years of operating history presents different equipment risk from a recently commissioned project.
For every major turbine component, determine:
Warranty Provider → Warranty Period → Remaining Term → Transferability → Exclusions → Claim Procedure.
The acquisition may involve a share purchase, meaning the project company remains the contracting party.
Nevertheless, change-of-control provisions should still be checked.
Where contractual rights are being separately transferred, assignment requirements become even more important.
Many wind farms rely on long-term service agreements with turbine manufacturers or specialized operators.
Review:
scope,
price,
indexation,
availability guarantees,
scheduled maintenance,
major-component replacement,
spare parts,
termination,
liability,
and change of control.
A contractual availability guarantee can be valuable.
But the investor should examine how availability is calculated.
Exclusions may materially reduce the protection.
Grid outages, force majeure, owner-caused downtime and other events may be excluded.
Review the complete EPC documentation.
Important issues include:
Scope → Price → Completion → Testing → Acceptance → Delay Damages → Performance Damages → Defects → Warranty → Security → Liability Caps → Termination.
Do not review only the original agreement.
Every amendment and settlement should also be obtained.
The project company may have valuable claims against contractors.
Examples include:
late completion,
foundation defects,
cable defects,
substation problems,
road failures,
or inadequate performance.
The investor should determine whether those claims survive closing.
The seller may already have waived EPC claims through a settlement agreement.
This can significantly reduce the value of contractual protection.
Every waiver, release and settlement should therefore be disclosed.
Wind farms typically involve complicated land structures because turbines are geographically dispersed.
The buyer should prepare a complete land schedule.
For every turbine, identify:
Parcel → Owner → Ownership/Lease/Easement → Duration → Encumbrances → Access Rights → Disputes.
The legal right to occupy every turbine foundation must be verified.
A single unresolved parcel can affect an individual turbine and potentially the wider project.
Wind turbines require substantial access roads for construction and major maintenance.
The investor should verify legal rights over every critical road.
This becomes particularly important when a gearbox, generator or blade requires replacement using heavy equipment.
Major turbine maintenance can require crane pads and substantial working areas.
The buyer should verify whether the project company has continuing legal rights to use those areas.
Internal electricity cables may cross third-party parcels.
Relevant easements should be verified.
A project can have secure turbine sites while lacking adequate rights for its electrical infrastructure.
The connection line may extend well beyond the wind farm.
Review all easements and land-use rights necessary for the transmission infrastructure.
Where private land is leased, examine:
duration,
renewal,
rent,
indexation,
termination,
change of control,
assignment,
access,
and restoration obligations.
The lease term should support the expected remaining project life.
Where public land is used, the buyer should verify the exact legal basis, duration, fees and continuing conditions of use.
Wind farms frequently involve forest areas.
Relevant permissions should be reviewed carefully.
The investor should also identify annual payments and restoration obligations.
The complete environmental file should be examined.
Determine whether the project as actually constructed corresponds with the environmental approval.
Subsequent turbine additions or modifications may require additional review.
Wind projects can face challenges concerning:
noise,
wildlife,
birds,
landscape,
forestry,
and local environmental impacts.
Pending litigation should be investigated before closing.
This issue deserves particular attention in acquisitions taking place in 2026.
A new regulation concerning zoning and licensing procedures for wind and solar power plants entered into force on July 24, 2026. It addresses procedures concerning zoning-plan approvals, parceling plans, building permits, occupancy documentation and workplace opening and operating licenses for wind and solar projects holding a pre-license or generation license. (LEXPERA)
Accordingly, foreign investors conducting wind-project due diligence in 2026 should review the project’s zoning and permitting position against the current framework rather than relying only on historical practices.
The buyer should verify that required construction and operational documentation corresponds with the project actually built.
This becomes especially important where turbine models or project layouts changed after initial development.
Operational wind farms may face complaints from nearby residents.
The investor should investigate historical complaints, administrative proceedings and litigation.
Recurring disputes can create both legal costs and reputational problems.
Wind turbines can interact with aviation, radar and communication infrastructure.
This is one reason technical interaction permissions are particularly relevant for wind projects.
The buyer should ensure that the project’s current configuration remains covered.
The acquisition model should identify exactly how electricity is sold.
Review historical:
generation,
sales,
market settlements,
receivables,
and cash collections.
The buyer should reconcile technical production data with financial statements.
Where the valuation assumes renewable-energy support or another regulated revenue mechanism, eligibility should be verified independently.
The buyer should not assume that every wind farm benefits from identical pricing or support conditions.
If the wind farm has a bilateral PPA, review:
price,
currency,
indexation,
volume,
duration,
termination,
credit support,
change in law,
assignment,
and change of control.
A valuable PPA can materially affect the purchase price.
The acquisition itself may trigger a consent requirement.
If termination of the PPA would materially reduce project value, counterparty consent may need to become a condition precedent.
Obtain the complete financing package.
Review:
facility agreements,
share pledges,
mortgages,
account security,
receivables assignments,
insurance assignments,
financial covenants,
reserve accounts,
and direct agreements.
The proposed acquisition may trigger change-of-control restrictions in financing documents.
If consent is required, it should be obtained as part of the closing process.
A buyer should not acquire a company already placed into financing default by the acquisition itself.
Project lenders frequently hold security over the project-company shares.
Closing mechanics must ensure that the buyer receives the agreed title to those shares and that any security intended to be released is properly discharged.
The buyer should independently confirm:
principal,
interest,
fees,
hedging liabilities,
default amounts,
and shareholder debt.
This information directly affects enterprise-to-equity value calculations.
The investor should identify restricted project accounts.
Financing documents may control:
revenue accounts,
debt-service accounts,
reserve accounts,
and distribution accounts.
The buyer must understand how much cash is actually distributable.
Wind farms require carefully structured insurance.
Review applicable coverage for:
property damage,
machinery breakdown,
business interruption,
third-party liability,
natural hazards,
and other project-specific risks.
A gearbox or transformer failure can stop generation for months.
The investor should therefore review not only property-damage insurance but also business-interruption protection.
Waiting periods, exclusions and indemnity periods matter.
Insurance claims can reveal recurring project problems.
A wind farm with repeated blade or gearbox claims deserves enhanced technical due diligence.
Review employees and key service contractors.
Wind projects frequently rely on specialized technical personnel.
The buyer should identify any dependence on seller-group employees who will disappear after closing.
Turbine work involves height, electrical and heavy-equipment risks.
Historical accidents should be investigated.
Unresolved accidents may generate compensation, regulatory or criminal exposure.
In a share acquisition, historical company liabilities remain within the target.
Tax specialists should therefore review the company’s tax compliance and potential exposure.
Obtain a complete schedule of existing and threatened disputes.
Particular attention should be given to:
land disputes,
EPC claims,
turbine warranty disputes,
employee cases,
environmental litigation,
regulatory proceedings,
financing disputes,
and shareholder litigation.
Ask whether the project company has received warnings, information requests, inspections or administrative penalties.
A formally valid license does not prove a clean regulatory history.
The seller’s title to the project-company shares should be verified.
Review:
trade registry information,
share ledger,
share certificates,
previous transfers,
shareholder agreements,
options,
pledges,
and other third-party rights.
Foreign investors can participate in Turkish energy companies, but the acquisition structure should be reviewed under the corporate and energy-market rules applicable to the transaction.
Official licensing procedures expressly contemplate foreign companies and foreign-national shareholders within documentation requirements. (EPDK)
Depending on the transaction and parties, merger-control analysis may also be required.
This should be completed early enough to incorporate any necessary clearance into the closing timetable.
A generic company-acquisition agreement is insufficient.
The SPA should contain warranties appropriate to the project concerning:
Generation License → Turbine Capacity → Acceptance → Grid Rights → Technical Interaction Permit → Land → Environmental Compliance → Turbine Condition → EPC → O&M → Warranties → Production → Revenue → Financing → Litigation.
Known risks should receive specific treatment.
Suppose due diligence identifies ongoing litigation concerning access to three turbines.
The buyer may require a specific indemnity rather than relying only on a general warranty.
Material problems should ideally be resolved before closing.
Potential conditions include:
regulatory procedures,
lender consent,
release of share pledges,
PPA consent,
extension of land leases,
extension of performance guarantees,
or resolution of critical permitting issues.
Where a risk cannot be eliminated immediately, the buyer may negotiate escrow or retention arrangements.
For example, part of the purchase price could remain protected while a material turbine warranty dispute is resolved.
The acquisition agreement should clearly address:
net debt,
cash,
working capital,
shareholder loans,
and other project-specific adjustments.
Certain findings deserve immediate escalation.
The most significant warning signs include:
unclear generation-license status; installed capacity inconsistent with licensed capacity; unaccepted turbines; unresolved technical interaction issues; missing grid rights; significant curtailment not reflected in the model; actual wind production materially below forecasts; repeated turbine failures; expiring manufacturer warranties; unavailable spare parts; short land leases; informal access roads; missing cable or transmission easements; unresolved forest permissions; environmental litigation; zoning or permit inconsistencies; lender consent problems; unreleased share pledges; unexplained related-party payments; undisclosed regulatory investigations; or seller resistance to providing original project documentation.
Any one of these issues can justify delaying closing.
A foreign investor agrees to purchase a company represented as owning a 120 MW operational wind farm.
Due diligence reveals that turbines representing only 100 MW have completed the applicable acceptance process.
The financial model nevertheless assumes revenue from 120 MW.
The buyer should determine the legal and technical reasons for the remaining 20 MW, applicable completion deadlines and whether completion is realistically achievable.
Closing may need to be conditional on acceptance of the remaining turbines.
A project has strong wind conditions but produces materially less electricity than forecast.
Technical due diligence discovers recurring gearbox failures.
Legal due diligence should then determine:
whether the manufacturer remains responsible,
whether warranty claims remain available,
whether the O&M provider failed its obligations,
and whether insurance responds.
The issue should be reflected in valuation.
The project company legally controls the turbine foundations but reaches several turbines through neighboring private property under an informal arrangement.
Routine maintenance has historically been allowed.
However, there is no legally secure long-term access right.
That becomes a serious acquisition risk because a future landowner could interfere with heavy-equipment access.
The seller owns 100% of the project company, but the shares are pledged to the project-finance lender.
The buyer should coordinate lender consent, debt arrangements and release or replacement of security as part of closing.
The pledge should not be assumed to disappear merely because the purchase price is paid.
The project replaced several turbines with larger equipment.
The upgraded turbines increase rotor diameter and total height.
The investor should verify whether the modified configuration is properly reflected in the project’s regulatory, technical, environmental and permitting documentation.
Before purchasing a licensed wind farm in Turkey, a foreign investor should verify:
Project Company → Share Ownership → UBO → Share Pledges → Generation License → License Duration → Licensed Capacity → Turbine Capacity → Acceptance Status → License Amendments → Regulatory Compliance → Technical Interaction Permit → Turbine Coordinates → Grid Connection → Export Capacity → Curtailment → Wind Data → Historical Production → Turbine Availability → Turbine Supply Agreement → Manufacturer Warranties → Serial Defects → O&M/LTSA → EPC → Performance Guarantees → Land → Turbine Parcels → Roads → Crane Areas → Cable Easements → Transmission Rights → Forest Rights → Environmental Approval → Environmental Litigation → Zoning → Building and Operational Permissions → Electricity Revenue → PPA → Project Finance → Lender Consent → Insurance → Tax → Employment → Litigation → Regulatory Investigations → Competition Clearance → SPA Warranties → Indemnities → Conditions Precedent → Purchase Price Protection.
For 2026 transactions, particular attention should also be paid to the new July 2026 zoning and licensing framework applicable to wind and solar projects. (LEXPERA)
The result should ultimately classify each issue as:
Stop the Acquisition → Resolve Before Closing → Reduce the Price → Obtain an Indemnity → Obtain Security → Post-Closing Monitoring.
Yes. Foreign investors can acquire interests in Turkish wind-energy projects, subject to the corporate, energy-market, competition and other rules applicable to the particular transaction.
No. In a share acquisition, the project company remains the license holder while ownership of the company changes. An attempted asset or project transfer requires separate legal analysis.
No. The investor should separately verify construction and acceptance status, individual turbines, grid connection and actual generation.
Different turbines can have different acceptance dates, equipment histories, warranties, failure records and land rights. A project-level summary can conceal turbine-specific problems.
It is a wind-project-specific regulatory consideration associated with potential technical interaction with relevant systems and infrastructure. Its status should be checked as part of wind-project due diligence. (EPDK)
Because projected wind resource does not guarantee actual revenue. Historical production can reveal curtailment, poor availability, equipment defects or unrealistic wind assumptions.
They can be. Turbines, roads, crane areas, underground cables and transmission infrastructure may occupy or cross numerous parcels, requiring different ownership, lease or easement rights.
The financing documents and security arrangements must be reviewed. Lender consent and release or replacement of security may need to form part of the closing mechanics.
Recurring turbine defects, poor availability, expiring warranties, limited spare-parts support, weak O&M protections and unavailable claims against contractors can materially affect investment value.
The investor should complete coordinated legal, technical, financial and tax due diligence and ensure that material findings are reflected in the purchase price, warranties, indemnities, conditions precedent and closing mechanics.
A wind-power acquisition should not be evaluated solely on the basis of installed MW, historical EBITDA or projected electricity prices.
The buyer must verify whether the legal and contractual infrastructure supporting those numbers will remain intact after closing.
Firat Fesih Kaya Law Office assists foreign investors, international renewable-energy companies, infrastructure investors and project developers with acquisitions of licensed wind power plants and other energy projects in Turkey. Firat Fesih Kaya can assist with energy regulatory due diligence, generation-license review, project-company acquisitions, wind-project land and grid due diligence, EPC and turbine contracts, O&M agreements, project financing, SPA negotiations and closing risk management.
The most effective due diligence should ultimately answer three questions:
Does the investor receive the generation capacity it believes it is buying?
Can the wind farm legally and technically continue operating throughout the investment period?
Which risks must be eliminated, priced or transferred to the seller before the purchase price is paid?
Phone: +90 312 434 22 22
Mobile Phone: +90 532 769 22 22
Email: info@firatfesihkaya.av.tr
Address: Mevlana Boulevard No: 221, Yildirim Tower, Balgat, Cankaya / Ankara, Turkey