Is your Turkish business partner withdrawing company money without permission? Learn how foreign shareholders can investigate unauthorized transfers, preserve bank evidence, file a criminal complaint, challenge management decisions and recover company funds in Turkey.

A foreign investor who establishes a company with a local business partner may later discover that money has been withdrawn or transferred from the company bank account without their knowledge. The payments may be sent directly to the partner’s personal account, transferred to relatives, paid to another company controlled by the partner or recorded as questionable expenses, management fees or supplier payments.

For a foreign shareholder, discovering an unauthorized withdrawal of company funds in Turkey can be alarming. However, the existence of a suspicious transfer does not automatically prove criminal conduct. The company’s articles, management structure, banking authority, accounting records and legal basis for each payment must first be examined.

Where there is no legitimate corporate basis for the withdrawals, several remedies may potentially arise at the same time. Depending on the facts, these may include criminal proceedings, director or manager liability claims, shareholder information rights, a special audit, challenges to corporate resolutions, compensation proceedings and measures designed to prevent further dissipation of company assets.

The Ministry of Trade confirms that companies are governed principally by the Turkish Commercial Code and related corporate legislation, and its current corporate guidance recognizes important shareholder information and inspection rights. (Ticaret Bakanlığı)

Can a Business Partner Withdraw Money From a Company Account?

Being a shareholder does not automatically mean that a person can freely withdraw company money.

This distinction is fundamental.

A shareholder owns shares in the company. The company’s money and assets belong to the company itself.

For example, a person owning 50 percent of a company cannot necessarily withdraw 50 percent of the money sitting in its bank account whenever they wish.

There must be a legitimate legal and corporate basis for the payment.

When Can a Payment to a Business Partner Be Legitimate?

A payment to a shareholder or manager may have a legitimate explanation.

It could represent salary, properly approved management compensation, reimbursement of genuine company expenses, repayment of a documented loan, dividend distribution or payment under a valid commercial transaction.

Accordingly, foreign investors should avoid assuming that every transfer to a business partner constitutes theft or fraud.

The correct approach is to investigate each transaction.

What Is an Unauthorized Company Withdrawal?

The problem becomes significantly more serious when company funds are transferred without a legitimate corporate purpose or beyond the person’s authority.

Examples may include a partner transferring money to a private bank account for personal spending, paying relatives without a genuine commercial relationship, using company money to purchase personal assets or transferring funds to another business they secretly control.

The financial trail becomes crucial.

First Question: Who Had Banking Authority?

Immediately determine who was legally and practically able to operate the company’s bank accounts.

Review bank mandates, signature authority, corporate resolutions and management appointments.

A foreign shareholder may discover that the local partner was granted broad banking authority when the company was established.

The existence of authority to execute transactions, however, does not necessarily mean that every transaction made using that authority was legally justified.

Banking Authority Is Not Unlimited Ownership

This is an important distinction.

A manager may be authorized to make bank transfers on behalf of the company.

That authority exists so that the manager can conduct company business.

It does not automatically authorize the manager to transfer corporate money to themselves for unrelated personal purposes.

The legal analysis therefore requires examination of both authority and purpose.

What If the Partner Transfers Money to Their Personal Account?

This should be investigated immediately.

Obtain the bank statement and identify:

the transfer date, amount, recipient account, payment description and accounting classification.

Then determine what explanation has been given.

If the payment is supposedly reimbursement of an expense, request the underlying invoice.

If it is allegedly salary, examine the employment and corporate records.

If it is supposedly repayment of a loan, identify the original loan documentation.

The objective is to test the explanation against documentary evidence.

Repeated Transfers Are a Major Warning Sign

A single questionable transaction may have an innocent explanation.

Repeated transfers can reveal a pattern.

For example, a foreign shareholder may discover that every month the local partner transferred substantial sums to a personal account under vague descriptions such as “expenses,” “advance” or “business payment.”

Each payment should be examined separately and then analyzed collectively.

Company Money Used for Personal Expenses

Another common problem involves personal expenses being paid directly from the corporate account.

These may include private rent, holidays, personal vehicle expenses, luxury purchases, family expenses or unrelated credit-card payments.

The investor should document every suspected personal expenditure.

Accounting treatment should then be compared with the actual nature of the transaction.

Corporate Credit Card Abuse

The same principles apply to company credit cards.

A partner may possess a corporate card for legitimate business expenses but use it extensively for personal purposes.

Credit-card statements should be compared with invoices, receipts and company expense policies.

Repeated personal expenditure disguised as company spending can become important evidence.

Payments to the Partner’s Family Members

Payments to relatives deserve careful scrutiny.

However, family relationship alone does not prove wrongdoing.

A relative may genuinely provide services to the company.

The investor should determine whether there was a contract, whether services were actually performed, whether invoices exist and whether the payment was commercially reasonable.

If no genuine transaction exists, the payments may require further legal investigation.

Transfers to Another Company Controlled by the Partner

Related-party transactions can create particularly serious concerns.

Suppose the local partner establishes another company and begins transferring substantial amounts from the jointly owned company to that business.

The foreign shareholder should investigate ownership of the receiving company, invoices, agreements, services supposedly provided and subsequent movement of the money.

The existence of a contract or invoice does not automatically establish that the transaction was genuine.

Fake Invoice Payments

False invoices can be used to disguise withdrawals.

A supposed supplier may invoice the company for consulting, marketing, construction, transportation or other services that were never performed.

The company then pays the invoice, making the transfer appear commercially legitimate.

The investor should investigate the supplier’s ownership and determine whether the underlying transaction actually occurred.

Cash Withdrawals

Cash withdrawals can be more difficult to trace than bank transfers.

If the partner repeatedly withdraws substantial amounts of cash, request supporting documentation.

What was the cash used for?

Who received it?

Are receipts available?

How was it entered in the accounting records?

Large unexplained cash withdrawals deserve immediate investigation.

Customer Payments Redirected to the Partner

Sometimes company money is diverted before it reaches the company account.

A local partner may tell customers to transfer payments directly to a personal account or another company.

The foreign investor may therefore see unexpectedly low company revenue without immediately understanding why.

Customer invoices, emails and payment instructions can reveal this type of diversion.

Can This Constitute Breach of Trust?

Potentially, depending on the facts.

Article 155 of the Criminal Code regulates breach of trust involving property entrusted to another person and includes an aggravated form where the conduct relates to professional, commercial or service relationships or authority to administer another person’s property. (Alternatif Çözümler)

This provision can become relevant where company property was legitimately placed under someone’s control because of their managerial or commercial role and was allegedly used contrary to that purpose for personal or third-party benefit.

However, the precise criminal classification should be determined from the facts rather than assumed merely because money disappeared.

Business Partner Withdrawal Versus Fraud

Fraud and breach of trust are not necessarily the same.

Fraud typically focuses on deception used to obtain an unlawful benefit.

Breach of trust may become relevant where the person originally obtained control of property legitimately but later allegedly misused it.

For example, if a business partner deliberately lies to persuade a foreign investor to transfer money from the beginning, fraud may require examination.

If the partner legitimately controls the company bank account but later diverts company funds for personal benefit, the legal analysis may be different.

Is This Automatically Embezzlement?

Foreign investors often describe unauthorized company withdrawals as “embezzlement.”

That term should be used cautiously when analyzing the exact criminal offence.

The person’s position, ownership of the money, manner in which control was obtained and subsequent use of the funds determine the appropriate criminal characterization.

A complaint should therefore describe the facts precisely instead of relying only on labels.

Can a Foreign Shareholder File a Criminal Complaint?

Potentially, yes.

Foreign nationality does not prevent a person from reporting suspected criminal conduct.

However, an important preliminary question is who suffered the direct loss.

If money was taken from the company’s bank account, the company itself may be the directly injured entity.

If the partner induced the foreign investor personally to transfer money through deception, the investor may have a separate direct loss.

This distinction can materially affect litigation strategy.

Company Loss and Shareholder Loss Are Different

Suppose a company has two shareholders who each own 50 percent.

One shareholder allegedly transfers one million from the company’s account to themselves without justification.

It would be legally simplistic to say that the other shareholder personally lost exactly half of that amount.

The immediate loss may belong to the company.

The foreign shareholder may separately suffer an indirect reduction in the value of their investment.

The correct claimant must therefore be identified before recovery proceedings are initiated.

What Evidence Should the Foreign Shareholder Collect?

Bank statements are usually the starting point.

The investor should also preserve accounting records, invoices, contracts, company credit-card statements, management resolutions, general meeting documents, shareholder agreements, emails and messages.

Create a chronological record of suspicious transactions.

This can make a complex corporate dispute considerably easier to understand.

Create a Suspicious Transaction Schedule

For each questionable payment, record the date, amount, recipient, bank-account information, payment description, accounting classification and alleged business justification.

Then attach the supporting evidence.

For example:

Payment: EUR 40,000

Recipient: Company controlled by local partner

Description: Consultancy

Supporting contract: None located

Invoice: Available

Evidence services were performed: None located

This structure can be extremely useful during legal and forensic review.

Can the Foreign Shareholder Demand Information?

Shareholder information rights can be highly important.

The Ministry of Trade explains that shareholders of joint-stock companies may request information concerning company affairs from the board. If an information or inspection request is unanswered, unjustifiably rejected or postponed, the shareholder may apply to the competent commercial court under the applicable procedure. (Ticaret Bakanlığı)

This can become particularly valuable where the local partner controls management and refuses to disclose bank or accounting information.

Can a Special Audit Be Requested?

Potentially.

The Ministry of Trade’s 2026 company guide confirms that shareholders can request appointment of a special auditor to clarify particular corporate events.

If the general meeting rejects the request, shareholders representing at least one-tenth of the capital, or one-twentieth in publicly held companies, may request court appointment within three months, subject to the statutory requirements. (Ticaret Bakanlığı)

Suspicious transfers can therefore potentially trigger not only criminal analysis but also corporate investigative remedies.

Why a Special Audit Can Matter

Suppose the local partner claims that hundreds of thousands were spent on legitimate company expenses.

The foreign shareholder suspects otherwise but cannot access the underlying records.

A special audit may help clarify specific transactions under the corporate-law framework.

It does not replace a criminal investigation, but the two strategies may complement each other.

Can the Partner Be Removed From Management?

Potentially, depending on company type, corporate structure and the applicable legal grounds.

Removing management authority is different from proving criminal responsibility.

Where suspicious withdrawals are continuing, however, the foreign shareholder should urgently evaluate whether the partner should retain unrestricted control over company banking and assets.

Can Banking Authority Be Changed?

Potentially, through the appropriate corporate procedures.

The company’s articles, representation structure and registered authority must be reviewed.

Foreign investors should not attempt to solve the problem by unlawfully accessing accounts or impersonating another authorized representative.

Corporate authority should be changed through lawful mechanisms.

Two-Signature Banking Controls

Where possible under the company’s governance arrangements, requiring dual approval for significant payments can reduce future risk.

For example, payments above a defined threshold might require approval from two authorized managers.

The precise arrangement must be compatible with the company’s registered representation structure and banking procedures.

Can the Foreign Shareholder Call a General Meeting?

Potentially, depending on company type, ownership percentage and circumstances.

Corporate remedies should be considered quickly where management authority is being abused.

The investor should review voting rights, minority rights and the company’s articles rather than assuming the local partner has unlimited control.

Foreign Shareholders Living Abroad

Distance can create additional risk because the local partner may control everyday operations.

Foreign shareholders should maintain independent access to financial reporting and corporate governance information.

Electronic participation can also be relevant. In May 2026, the Ministry of Trade issued updated guidance concerning electronic general meeting systems for joint-stock companies. (Ticaret Bakanlığı)

This can make active governance easier for foreign shareholders who do not reside permanently in the country.

Can General Meeting Decisions Be Challenged?

Potentially.

If unauthorized payments were supposedly approved through a questionable corporate resolution, the validity of that resolution should be investigated.

This becomes particularly important where the foreign shareholder alleges that they were not properly notified or that meeting records were manipulated.

Corporate litigation deadlines should be examined independently from criminal proceedings.

What If the Partner Forged the Foreign Shareholder’s Signature?

This requires immediate attention.

Preserve the original document where possible.

Identify every transaction completed using the disputed signature.

Forensic examination and separate criminal allegations may become relevant.

Corporate consequences should also be addressed.

Can the Partner’s Personal Assets Be Frozen?

Potentially, where the statutory requirements for the relevant criminal or civil protective measure are satisfied.

But filing a complaint does not automatically freeze someone’s assets.

The legal basis and evidentiary requirements must be established.

Where substantial company funds are disappearing, early asset analysis may nevertheless be crucial.

Can Company Assets Be Protected?

Potentially.

The appropriate measure depends on what is being threatened and which proceedings are available.

The objective may be preventing further disposal of company property, challenging unauthorized transactions or preserving assets against which recovery may later be pursued.

Speed can become extremely important.

Can Money Already Transferred Be Recovered?

Potentially.

The recovery strategy depends on who received the funds and why.

Money transferred directly to the business partner may present one type of claim.

Money transferred to a related company may require examination of that company’s involvement.

Funds subsequently transferred to other persons can make recovery more complicated.

What If the Money Was Transferred to a Relative?

Investigate the transaction rather than assuming responsibility.

Determine whether the relative provided genuine goods or services and whether they knew anything about the alleged misconduct.

The relationship between the parties can be relevant, but liability requires more than family connection alone.

What If the Money Was Used to Buy Property?

The financial trail should be documented.

Where company funds can allegedly be traced into another asset, this may become important to both criminal and recovery strategies.

The availability of any protective measure depends on the applicable legal conditions.

What If the Partner Has Already Emptied the Company Account?

Immediate financial analysis becomes even more important.

Determine when the money left, where it went and whether further transfers occurred.

Do not wait for months of internal argument while the financial trail becomes harder to reconstruct.

Bank statements and accounting backups should be preserved immediately.

What If the Partner Changes the Accounting Records?

Preserve previous records lawfully available to the company.

Bank statements provide an independent record of financial movements.

Invoices, customer records, tax information and third-party documents may also allow the original transactions to be reconstructed.

Do not alter records in response.

Can a Forensic Accountant Help?

Yes, particularly in high-value cases.

A forensic accountant can compare banking and accounting records, identify unusual transactions, detect related-party payments and quantify losses.

This can be especially valuable where the alleged withdrawals occurred over several years.

Criminal Complaint or Commercial Lawsuit?

Potentially both.

A criminal complaint addresses suspected criminal conduct.

Commercial proceedings may address director liability, corporate decisions, compensation, shareholder rights or other company-law issues.

Financial recovery may require additional proceedings.

Foreign investors should therefore avoid treating criminal prosecution as the only available remedy.

Does a Criminal Complaint Automatically Recover the Money?

No.

This is one of the most important practical points.

Even if criminal conduct is ultimately established, recovering company funds can require separate legal action.

The recovery strategy should therefore begin at the same time as the criminal strategy.

Can the Partner Be Personally Liable?

Potentially.

The fact that a person acted through a company does not automatically protect them from responsibility for their own unlawful conduct.

At the same time, shareholders and managers are not automatically personally liable for every company obligation.

The claim must be connected to the individual’s conduct and the applicable legal basis.

What If the Partner Owns 51 Percent of the Company?

Majority ownership does not mean ownership of the company’s bank account.

A majority shareholder still operates within corporate law, management authority and duties owed in relation to company affairs.

Minority foreign investors may have important statutory rights even where they cannot control ordinary voting outcomes.

What If Both Partners Own 50 Percent?

A 50/50 structure can create a serious deadlock when trust collapses.

Neither shareholder may have sufficient voting power to resolve management disputes easily.

The shareholders’ agreement and articles should be reviewed for deadlock, transfer, exit and dispute-resolution mechanisms.

Criminal allegations should be addressed separately from the longer-term question of whether the partnership can continue.

Should the Foreign Investor Exit the Partnership?

Sometimes the relationship becomes commercially impossible to repair.

Possible strategies may involve negotiating an exit, acquiring the other partner’s shares, selling the foreign investor’s shares or pursuing available judicial remedies.

The correct approach depends on valuation, company solvency and the seriousness of the alleged misconduct.

Do Not Retaliate by Taking Company Money

This is a major mistake.

A foreign shareholder who discovers unauthorized withdrawals may feel entitled to transfer an equivalent amount to themselves.

That can create a second legal problem.

Company assets should be protected through lawful corporate and judicial procedures rather than retaliatory withdrawals.

Do Not Destroy Company Records

Preserve everything.

Do not delete emails, accounting information or company devices.

Even records that initially appear unfavorable may help explain the overall transaction history.

Evidence preservation is more important than controlling the narrative.

Do Not Publicly Accuse the Partner Without Evidence

Public accusations can create additional disputes.

The stronger approach is usually to preserve evidence, investigate transactions and use appropriate corporate and judicial procedures.

A detailed bank record is considerably more valuable than an angry social-media accusation.

What Should You Do in the First 24 Hours?

Preserve current bank statements and accounting records.

Identify who has banking authority.

List recent suspicious transactions.

Preserve emails and messages.

Determine whether transfers are continuing.

Check company representation and ownership information.

Avoid confrontation until evidence-preservation and asset risks have been assessed.

What Should You Do During the First Week?

Create a full transaction chronology.

Investigate every recipient.

Compare bank records with invoices and accounting entries.

Identify related companies.

Review management and general meeting decisions.

Calculate the preliminary financial loss.

Evaluate shareholder information rights and whether a special audit may be appropriate.

Then determine which criminal, corporate and recovery proceedings should be initiated.

2026 Corporate Governance Considerations

The Ministry of Trade’s current 2026 guidance continues to identify the Turkish Commercial Code as the principal legislation governing companies and corporate registry matters. (Ticaret Bakanlığı)

The Ministry’s 2026 foreign-investor company guide also emphasizes corporate auditing mechanisms and shareholder special-audit rights, while the Ministry continues to maintain shareholder information and inspection remedies. (Ticaret Bakanlığı)

For foreign investors, these mechanisms can be particularly valuable where the local partner has practical control over daily company operations.

Frequently Asked Questions

1. Can my Turkish business partner withdraw company money without my permission?

It depends on the company’s representation and management structure and the legal basis for the transaction. Banking authority does not automatically mean unlimited authority to use company funds for personal purposes.

2. Is taking company money a criminal offence?

Potentially. Depending on the circumstances, breach of trust or other offences may require consideration. Article 155 specifically addresses misuse of entrusted property and contains an aggravated form involving commercial, professional, service and property-management relationships. (Alternatif Çözümler)

3. Can I file a criminal complaint against my business partner?

Potentially, where the facts support suspected criminal conduct. The complaint should identify specific transactions and evidence rather than simply alleging that money is missing.

4. Can I demand access to company records?

Shareholders may have statutory information and inspection rights depending on the company structure and circumstances. The Ministry of Trade confirms judicial remedies where certain information or inspection requests are improperly refused. (Ticaret Bakanlığı)

5. Can I request a special audit?

Potentially. The Ministry of Trade’s 2026 guide confirms the special-audit mechanism and provides a judicial route for qualifying shareholders where the general meeting rejects the request. (Ticaret Bakanlığı)

6. Can the business partner’s assets be frozen?

Potentially, where the statutory requirements for the relevant protective measure are satisfied. A criminal complaint alone does not automatically freeze assets.

7. Can money transferred to the partner’s personal account be recovered?

Potentially. The legal basis of the transfer, recipient, available assets and appropriate recovery proceedings must be examined.

8. What if my partner owns the majority of the company?

Majority ownership does not automatically authorize personal use of company assets. Minority shareholders can still possess important statutory rights.

9. Can I take the same amount from the company account to protect myself?

This can create significant legal risk. A foreign shareholder should not retaliate through unauthorized withdrawals.

10. Can I handle the case while living outside Turkey?

Potentially. Appropriate legal representation can allow many corporate and judicial steps to be pursued while the foreign investor remains abroad.

Legal Assistance for Foreign Investors Facing Unauthorized Company Withdrawals

When a Turkish business partner is withdrawing company funds without permission, the foreign investor should act quickly but methodically.

The first objective should be to establish who had banking authority, where the money went, what explanation was recorded for each transfer, whether the payments had genuine commercial purposes, whether related companies or family members received funds and whether withdrawals are continuing.

The second objective should be protecting the company against additional losses.

The third should be determining which criminal, corporate and financial recovery remedies offer the strongest route to recovering the diverted funds.

Fırat Fesih Kaya Law Office provides legal assistance to foreign shareholders, international investors and foreign business owners concerning unauthorized company withdrawals, misuse of company funds, business partner fraud, shareholder fraud, breach of trust, fake invoices, related-party transfers, director misconduct, special audits, criminal complaints and recovery of corporate losses in Turkey.

Legal assistance may include reviewing bank and accounting records, investigating suspicious transfers, preserving financial and digital evidence, exercising shareholder information rights, evaluating special-audit procedures, preparing criminal complaints, challenging corporate decisions and coordinating criminal proceedings with commercial and financial recovery actions.

Phone: +90 312 434 22 22
Mobile / WhatsApp: +90 532 769 22 22
Email: info@firatfesihkaya.av.tr
Office: Mevlana Boulevard No:221, Yildirim Tower, Balgat, Cankaya, Ankara, Turkey

Where unauthorized withdrawals are continuing, every additional day can increase both the financial loss and the difficulty of recovery. Early preservation of bank records, rapid identification of recipients and coordinated corporate and criminal action can materially improve the foreign investor’s position.