Has a manager, employee or business partner misused company money or assets in Turkey? Learn how foreign business owners can file a criminal complaint, preserve evidence, trace diverted funds and pursue recovery.

Foreign business owners operating through a company in Turkey frequently delegate substantial authority to local managers, directors, employees, accountants, representatives or business partners. These individuals may be authorized to operate bank accounts, collect customer payments, manage inventory, purchase equipment, negotiate contracts or administer company property.

Serious problems can arise when a trusted person allegedly uses company money or property for personal purposes, transfers funds to related parties, keeps customer payments, sells company assets without authority, refuses to return property entrusted to them or otherwise exercises control over assets contrary to the purpose for which they received them.

Foreign business owners often describe this conduct as “embezzlement.” Under Turkish criminal law, however, the precise legal classification depends on the facts and the status of the person involved. In many private-business situations, the central offence may be breach of trust under Article 155 of the Turkish Criminal Code, rather than the offence applicable to public officials.

Article 155 addresses property belonging to another person that was entrusted to the offender for safekeeping or use for a specified purpose. It also contains an aggravated form where the property was entrusted because of a profession, trade, service relationship or authority to administer another person’s property. (Kararlar Bilgi Bankası)

For a foreign company owner, the first question should therefore not simply be “Has someone stolen from my company?” The legal analysis should determine who owned the property, why the suspected person had possession or control of it, what authority they had, how that authority was allegedly abused and who benefited from the transaction.

What Is Breach of Trust in Turkey?

Article 155 of the Turkish Criminal Code concerns situations where possession of property belonging to another person has lawfully been transferred to someone for safekeeping or use in a particular manner, but that person subsequently disposes of it for their own or another person’s benefit contrary to the purpose of the transfer, or denies the fact that possession was transferred. (Kararlar Bilgi Bankası)

This is important because the offender may originally have received the property lawfully.

That distinguishes many breach-of-trust cases from ordinary theft.

For example, a company manager may legitimately have authority to operate a corporate bank account. The potential criminal issue arises if that authority is allegedly used to divert company funds for unauthorized personal purposes.

What Is Aggravated Breach of Trust?

Article 155 also provides an aggravated form particularly relevant to commercial relationships.

Where the offence concerns property entrusted because of a profession, trade or service relationship, or because the person had authority to administer another person’s property, Article 155(2) applies. The statutory text reproduced by the Constitutional Court provides for imprisonment from one to seven years and a judicial fine of up to three thousand days. (Kararlar Bilgi Bankası)

This provision can therefore be particularly important in disputes involving managers, employees, commercial representatives and persons entrusted with administering business property.

Is “Embezzlement” the Correct Legal Term?

Foreign business owners should be cautious with terminology.

The everyday English word “embezzlement” broadly describes dishonest appropriation of property entrusted to a person. Turkish criminal law, however, divides potentially similar conduct among different offences depending on the circumstances.

In a private company setting, conduct commonly described in English as employee or manager embezzlement may fall within breach of trust or another property or financial offence.

The criminal complaint should therefore focus on facts rather than labels.

A prosecutor will determine the appropriate criminal characterization.

Who Can Commit Breach of Trust Against a Business?

Depending on the circumstances, allegations may involve a company director, general manager, employee, accountant, sales representative, purchasing manager, warehouse manager, commercial representative, shareholder, business partner or another person entrusted with company assets.

However, the person’s job title alone does not establish criminal liability.

The investigation must determine what property was entrusted, what authority existed and what allegedly unauthorized conduct occurred.

Can a Business Partner Commit Breach of Trust?

Potentially.

Business partners frequently have access to jointly managed property or company resources.

But shareholder status creates additional legal complexity because company property and shareholder property are legally distinct.

If money belongs to the company, counsel must first determine whether the company itself is the direct victim of the alleged conduct.

The foreign shareholder should not automatically treat corporate money as personal property merely because they own a percentage of the company.

Can a Company Director Be Criminally Responsible?

Potentially, depending on the facts.

A director may have extensive authority to manage company property. That authority does not necessarily permit using company assets for personal benefit.

The Constitutional Court has considered proceedings under Article 155(2) where questions concerning defendants’ company positions, authority and whether they disposed of entrusted property for themselves or another person were central to the criminal analysis. (Kararlar Bilgi Bankası)

Accordingly, corporate authority documents can be critical evidence.

Can an Employee Commit Breach of Trust?

Potentially.

Suppose a sales employee is authorized to collect customer payments on behalf of the company.

If the employee allegedly collects the money but intentionally retains it for personal use rather than transferring it to the company, criminal liability may need to be investigated.

The evidence should demonstrate both the employee’s authority to receive the money and what happened afterward.

What If an Employee Uses the Company Credit Card for Personal Expenses?

The circumstances must be examined carefully.

A company credit card may permit certain expenses while prohibiting others.

An isolated mistaken personal purchase that is immediately corrected is very different from a deliberate pattern of substantial unauthorized expenditure concealed through false expense descriptions.

Relevant evidence may include card statements, company expense policies, invoices, receipts, emails and accounting records.

What If a Manager Transfers Company Money to a Personal Account?

This is a major warning sign, but it does not automatically prove criminal conduct.

There could be a legitimate explanation, such as salary, reimbursement, repayment of a shareholder loan, distribution or another properly authorized transaction.

The investigation should determine:

Why was the transfer made? Who authorized it? How was it recorded in the accounts? Was supporting documentation genuine? Who ultimately benefited?

The bank transfer alone is only the beginning of the analysis.

What If Company Money Is Transferred to a Relative?

Related-party transactions deserve close scrutiny where there is no apparent commercial justification.

Suppose a manager transfers substantial sums to a company controlled by a spouse or relative.

The investigation should examine whether goods or services were genuinely supplied, whether prices were commercially reasonable, whether appropriate approval existed and what happened to the money afterward.

Family relationships alone do not prove wrongdoing.

The transaction evidence matters.

Fake Supplier Payments

One method of alleged corporate asset diversion involves fictitious suppliers.

A manager may allegedly create invoices for services that were never performed and cause the company to pay an entity under their direct or indirect control.

The investigation should compare the invoice with actual delivery records, contracts, correspondence, accounting entries and banking information.

The beneficial ownership or management of the recipient company may also be important.

What If Customer Payments Are Diverted?

This can create serious criminal and civil consequences.

For example, a manager may instruct customers to pay invoices into another bank account rather than the company’s official account.

The evidence should identify the customers, invoices, payment instructions, receiving accounts and person who controlled those accounts.

Customer statements and email correspondence can be extremely useful.

What If Cash Sales Are Not Recorded?

Cash-heavy businesses can be particularly vulnerable.

A foreign owner may discover that sales occurred but corresponding revenue never appeared in company accounts.

Point-of-sale records, inventory movements, invoices, camera footage, employee statements and accounting data may help reconstruct the missing transactions.

A forensic accounting review may be necessary where the conduct allegedly occurred over a long period.

Inventory and Warehouse Misappropriation

Breach of trust allegations are not limited to money.

Company products, raw materials, machinery, vehicles, equipment and other movable property may also be involved.

If an employee was lawfully entrusted with inventory but allegedly sold or transferred it for personal benefit, the transaction should be documented through inventory records, invoices, transportation records and payment evidence.

Unauthorized Sale of Company Assets

A manager may have authority to manage company assets but not necessarily unrestricted authority to sell them for personal benefit.

If equipment, vehicles or other property were sold, counsel should examine corporate authority, sale documentation, purchaser identity, sale price and destination of the proceeds.

An apparently legitimate sale may conceal the diversion of company property.

What If the Person Refuses to Return Company Property?

Article 155 is particularly relevant to property entrusted for a defined purpose.

Refusal to return entrusted property can therefore require criminal analysis depending on the circumstances.

However, every contractual disagreement over possession is not automatically criminal.

The original purpose of delivery, ownership, contractual rights and subsequent conduct must be established.

Breach of Trust or Theft?

The distinction can depend heavily on how the suspect obtained possession.

In a classic breach-of-trust scenario, possession was initially transferred lawfully for a specific purpose.

If the person never lawfully possessed the property and simply took it, another property offence may be more relevant.

The criminal complaint should describe exactly how possession or control arose rather than trying to select the offence in advance.

Breach of Trust or Fraud?

These offences can also involve different factual structures.

Fraud generally centers on deception used to cause the victim to part with property or provide a benefit.

Breach of trust typically involves property that was already lawfully entrusted to the person, followed by misuse inconsistent with the purpose of that entrustment.

This difference can be critical in business disputes.

Example: Fraud Before Entrustment

Suppose a supposed investment manager lies about a nonexistent investment opportunity to persuade a foreign business owner to transfer EUR 500,000.

The alleged deception occurs before the money is transferred.

That structure may point toward fraud analysis.

Example: Breach of Trust After Entrustment

Suppose a finance manager legitimately controls EUR 500,000 in company funds and is authorized to use the money only to pay suppliers.

The manager allegedly transfers EUR 200,000 to a personal account and uses it privately.

Here, the critical issue is the alleged misuse of property already lawfully entrusted to the manager.

Can Foreign Business Owners File a Criminal Complaint?

Yes.

Foreign nationality does not prevent a company owner or other qualifying victim from reporting suspected criminal conduct.

The complaint should identify the suspected person where known, explain the company’s relationship with that person, describe the entrusted assets and set out the allegedly unauthorized transactions.

In complicated corporate cases, financial evidence should be organized before filing whenever possible.

Should the Company or Shareholder File the Complaint?

This is an important legal question.

If the allegedly diverted money belongs to the company, the company may be the directly injured party rather than the shareholder personally.

The answer can affect representation, participation in proceedings and subsequent recovery claims.

Where the suspected individual still controls company management, corporate representation can become particularly complicated.

The authority to act on behalf of the company should therefore be analyzed early.

What Evidence Should Be Collected?

Business owners should preserve bank statements, accounting ledgers, invoices, corporate resolutions, employment agreements, management agreements, powers of attorney, internal authorization documents, customer records, supplier contracts, expense reports, emails and messaging communications.

The goal is to establish three things:

what property belonged to the company, why the suspected person controlled it and how they allegedly used it contrary to their authority.

Bank Records Are Often Critical

Corporate financial misconduct frequently leaves a transaction trail.

Create a spreadsheet or chronology showing each suspicious transfer, including the date, amount, recipient, bank account, accounting description and alleged commercial purpose.

Then compare that transaction with the underlying invoice or contract.

Patterns can emerge quickly.

Preserve Accounting Data Immediately

Do not wait until access disappears.

Where legally accessible, preserve relevant accounting records, transaction histories and corporate documentation.

Do not modify the original accounting database or attempt to “correct” suspicious entries.

Evidence preservation is more important than cleaning up the records.

Should a Forensic Accountant Be Used?

For substantial losses, forensic accounting can be extremely valuable.

A criminal lawyer may identify the legal issues, but a financial specialist can help reconstruct hundreds or thousands of transactions.

The review may identify related-party payments, duplicated invoices, unexplained withdrawals, abnormal supplier activity or differences between accounting entries and actual bank movements.

What If the Accountant Was Involved?

Do not assume involvement merely because the accountant processed suspicious transactions.

The investigation should determine what the accountant knew and what instructions were received.

However, if evidence suggests active participation in fabricating invoices, concealing transactions or manipulating records, that conduct may require separate investigation.

What If Documents Were Forged?

Suspected falsification of invoices, resolutions, signatures or other documents can create additional criminal issues.

Preserve originals where available.

Do not write on them or alter electronic versions.

Forensic document or signature examination may become relevant.

Can Emails and Messaging Records Be Evidence?

Yes.

Internal communications can reveal why transactions were made, who authorized them and whether attempts were made to conceal them.

Complete conversation histories are generally preferable to selected screenshots.

Preserve the original device and electronic files where authenticity may later become disputed.

Can the Suspect’s Bank Accounts Be Frozen?

Potentially, but not simply because a criminal complaint has been filed.

Criminal asset restrictions require their own statutory basis and conditions.

Where financial misconduct is alleged, counsel should identify where company money went and assess whether applicable criminal asset-seizure mechanisms or separate private-law protective remedies may be available.

The recovery strategy should begin early rather than after the criminal trial ends.

Can Company Shares or Property Be Protected?

Potentially, depending on the legal basis and circumstances.

Where the suspected person owns shares, real estate or other property and there is evidence connecting assets to alleged criminal proceeds, criminal procedural measures may require consideration.

Separately, civil litigation may provide protective measures where its statutory requirements are satisfied.

These mechanisms should not be confused.

Criminal Complaint Does Not Automatically Freeze Assets

This is one of the most important practical points.

Foreign business owners sometimes assume that once a criminal complaint is filed, the suspected manager cannot move money or property.

That assumption can be dangerous.

Asset-preservation measures require separate legal conditions and decisions.

If there is a realistic risk of dissipation, the issue should be analyzed immediately.

Can the Company Recover the Missing Money?

Potentially, yes.

Criminal proceedings and financial recovery should be considered separately.

Depending on the facts, the company may have civil claims against the responsible person, contractual claims or other remedies designed to recover misappropriated assets and consequential losses.

A criminal conviction is not necessarily a prerequisite for every private-law remedy.

Can Criminal and Civil Proceedings Run at the Same Time?

Potentially.

A business owner should not assume that civil recovery must wait until the criminal case is completed.

The correct strategy depends on the relationship between the proceedings, available evidence and urgency.

Where assets may disappear, waiting several years for a criminal judgment can seriously undermine recovery prospects.

Can the Employee Be Dismissed?

Employment consequences are legally distinct from criminal liability.

If an employee is suspected of serious financial misconduct, the company should evaluate employment-law requirements separately and act within applicable procedural and timing rules.

A criminal complaint does not automatically terminate employment.

Likewise, termination does not establish criminal guilt.

Can a Director Be Removed?

Potentially, depending on the company’s structure and applicable corporate rules.

If a director suspected of financial misconduct still controls bank accounts or company representation, corporate governance measures may be urgent.

Waiting for completion of a criminal investigation may expose the company to additional transactions.

Criminal, corporate and financial-protection strategies should therefore be coordinated.

Revoke Unnecessary Banking Authority

Once suspected misconduct is discovered, the company should assess who currently has access to bank accounts and financial systems.

Any changes should be implemented lawfully and consistently with the company’s governance structure.

The objective is to prevent further unauthorized transactions while preserving evidence of previous conduct.

Review Powers of Attorney

Foreign business owners frequently grant broad authority to local representatives.

If the trusted relationship has broken down, existing powers should be identified immediately.

Whether they should or can be revoked depends on their nature and the surrounding legal arrangements.

Past transactions performed under the authority should also be reviewed.

Do Not Destroy Evidence When Removing Access

When an employee or manager is removed from systems, preserve relevant company data first.

Email accounts, accounting systems, customer records and corporate devices may contain important evidence.

An overly aggressive system shutdown can unintentionally destroy information needed for the investigation.

What If the Suspect Deletes Company Records?

Document the deletion and preserve remaining evidence.

Backup systems, email servers, banking records, accounting providers and third-party counterparties may contain copies.

Digital forensic assistance may be appropriate where significant electronic evidence has been deleted.

What If the Suspect Leaves Turkey?

Departure does not automatically prevent criminal investigation.

The competent authorities determine what procedural measures are appropriate based on the investigation and suspect’s status.

For the business owner, the more immediate concern may be whether assets have also moved abroad.

Cross-border asset tracing can become substantially more difficult, making early action important.

What If the Foreign Owner Lives Abroad?

Foreign ownership does not necessarily prevent the company from pursuing remedies.

Depending on the corporate structure, authorization and procedural stage, counsel may handle substantial aspects of the proceedings while the owner remains abroad.

However, a victim or company representative may sometimes need to provide statements or documents.

Can a Business Owner Recover Legal and Financial Losses?

Potential recovery depends on the legal basis and evidence.

The company should document not only the allegedly diverted principal amount but also other losses claimed to have resulted directly from the conduct.

Avoid exaggerated figures.

A carefully supported damages calculation is generally more persuasive than an unsupported demand for a large amount.

What If the Suspect Offers Repayment?

A repayment proposal should be evaluated carefully.

The company should determine whether the proposed payment is immediate, secured and realistically collectible.

Do not exchange valuable legal rights for an unsecured promise.

Any settlement should also be assessed for its potential effect on criminal proceedings and private claims.

Do Not Use the Criminal Complaint Merely as Debt-Collection Pressure

This is important.

A genuine criminal complaint should be based on evidence supporting suspected criminal conduct.

Ordinary commercial disagreements, unpaid invoices and disputed accounts should not automatically be transformed into criminal allegations.

Article 155 has specific legal elements, and the prosecution must examine whether those elements are actually present. The Constitutional Court has emphasized in an Article 155(2) proceeding that courts must explain how the defendant’s conduct satisfies the element of disposing of entrusted property for the benefit of themselves or another person and must connect that conclusion to the evidence. (Kararlar Bilgi Bankası)

Practical Example: Manager Diverts Company Funds

Assume a foreign-owned company gives its general manager authority to pay suppliers.

Over eighteen months, the manager transfers approximately EUR 900,000 to five suppliers.

The foreign owner later discovers that three of the companies appear connected to the manager.

The invoices describe consultancy and logistics services, but the company cannot initially locate corresponding contracts, delivery records or evidence of services.

The correct approach is not simply to allege:

“The manager embezzled EUR 900,000.”

Instead, each payment should be reconstructed. Investigators should determine whether the services existed, who owned the recipient companies, who approved the invoices, how the transactions were recorded and where the money ultimately went.

If legitimate services existed, the criminal analysis may change.

If the suppliers were fictitious and funds were allegedly redirected for personal benefit, the evidence may support a much more serious case.

Immediate Action Plan for Foreign Business Owners

A foreign owner discovering suspected misuse should first secure lawful access to corporate records and preserve evidence. Banking authorities, powers of attorney and system permissions should then be reviewed to determine whether further losses remain possible. Suspicious transactions should be mapped individually rather than aggregated into a vague allegation.

The company should determine whether the loss belongs to the company or directly to a shareholder, identify the legal relationship through which the suspected person obtained control over the property, preserve contracts and authority documents, trace payments, investigate related parties and evaluate whether forensic accounting is required.

Only then can the criminal complaint clearly explain entrustment, authority, misuse, benefit and loss.

Frequently Asked Questions

What is breach of trust under Turkish criminal law?

Article 155 covers certain situations where property belonging to another person was entrusted for safekeeping or use for a particular purpose and the recipient subsequently disposes of it for themselves or another person contrary to that purpose, or denies the entrustment. (Kararlar Bilgi Bankası)

Is there an aggravated form for business relationships?

Yes. Article 155(2) covers situations involving property entrusted because of a profession, trade, service relationship or authority to administer another person’s property. The provision carries imprisonment from one to seven years and a judicial fine of up to three thousand days. (Kararlar Bilgi Bankası)

Can a company manager commit breach of trust?

Potentially. The manager’s authority, the ownership of the property, the purpose for which control was entrusted and the alleged unauthorized disposition must all be examined.

Is transferring company money to a personal account automatically a crime?

No. There may be a legitimate commercial or corporate basis. The transaction must be investigated in context, including authorization, accounting treatment and the ultimate beneficiary.

Can a foreign business owner file a criminal complaint?

Yes. Foreign ownership does not prevent suspected criminal conduct affecting a business from being reported to the competent criminal authorities.

Can the company recover diverted money?

Potentially. Criminal proceedings should be coordinated with civil, corporate and recovery remedies. A criminal complaint should not be treated as an automatic repayment mechanism.

Can a director or employee be removed while the investigation continues?

Potentially, but removal, dismissal and restriction of corporate authority are governed by separate corporate or employment rules. They should be analyzed independently from criminal liability.

What evidence is most important?

Bank statements, accounting records, invoices, contracts, corporate resolutions, authorization documents, emails, messages and records demonstrating the purpose for which the suspected person received control of company assets are often particularly important.

What if the suspect used fake invoices?

The invoices should be compared with contracts, delivery evidence, actual services, bank transfers and information concerning the recipient company. Suspected document falsification may also create additional criminal issues.

Should foreign owners wait for the criminal case before seeking recovery?

Not necessarily. Where company assets are at risk, private-law recovery and protective measures should be considered early rather than assuming that criminal proceedings alone will preserve the assets.

Client-Focused Legal Support for Foreign Business Owners

Suspected embezzlement or breach of trust inside a foreign-owned company requires rapid but carefully structured action. The objective should not merely be to accuse an employee, manager or business partner. The evidence must establish which assets belonged to the company, why the suspected person was entrusted with them, what authority they possessed, how that authority was allegedly exceeded and who ultimately benefited.

Article 155 is particularly relevant to private commercial relationships because its aggravated form expressly addresses property entrusted through trade, service relationships or authority to administer another person’s property. (Kararlar Bilgi Bankası) At the same time, criminal liability cannot be inferred merely from a suspicious transaction. The Constitutional Court has highlighted the need for judicial reasoning to connect the evidence to the statutory element of disposing of entrusted property for the benefit of the defendant or another person. (Kararlar Bilgi Bankası)

For substantial corporate losses, the strongest strategy often combines criminal investigation, forensic financial analysis, corporate governance action and asset recovery. Bank statements should be matched against invoices and contracts, related-party transactions should be identified, corporate authority should be reviewed and potentially recoverable assets should be investigated before they disappear.

Fırat Fesih Kaya Law Office assists foreign business owners, foreign shareholders, investors and international companies with breach of trust, suspected embezzlement, employee financial misconduct, manager fraud, diversion of company funds, related-party transactions, criminal complaints, forensic financial investigations, asset tracing and recovery proceedings in Turkey.

Phone: +90 312 434 22 22
Mobile: +90 532 769 22 22
Email: info@firatfesihkaya.av.tr
Address: Mevlana Boulevard No: 221, Yıldırım Tower, Balgat, Çankaya, Ankara, Turkey