Foreign Company Director Is Accused Because of an Employee’s Crime in Turkey: When Does Personal Liability Arise? (2026 Updated Guide)

Can a foreign company director be criminally liable for an employee’s crime in Turkey? Learn when personal liability may arise, how directors can defend themselves, and what evidence should be preserved during a Turkish criminal investigation.

A foreign company director operating in Turkey may unexpectedly become involved in a criminal investigation because of conduct allegedly committed by an employee, branch manager, accountant, sales representative or another company officer. The fact that someone holds a senior management position does not by itself establish criminal responsibility for every offence committed within the company. Turkish criminal liability generally requires an individualized assessment of the director’s own conduct, knowledge, intent or legally relevant omission in relation to the alleged offence. The central defense question is therefore not simply whether the person was a director, but what the director personally knew, authorized, instructed, participated in or was legally required to prevent.

Can a Company Director Automatically Be Responsible for an Employee’s Crime?

A director should not automatically be treated as criminally responsible merely because an employee committed an offence while working for the company. Criminal responsibility is personal.

The prosecution must examine the director’s individual connection with the alleged criminal conduct.

Management Position Alone Is Not Enough

A title such as director, general manager, country manager, board member or branch manager may explain the person’s corporate authority, but the title alone does not establish participation in a specific offence.

The actual allocation of authority inside the company should be examined.

What Can Create Personal Criminal Liability?

Risk can become significantly greater where evidence indicates that the director personally ordered the conduct, knowingly approved it, participated in its execution, assisted the employee, concealed the conduct or otherwise satisfied the elements of the alleged offence.

The exact analysis depends on the crime being investigated.

Did the Director Give an Instruction?

Investigators may examine whether the employee acted pursuant to an instruction from senior management.

Emails, messaging applications, meeting notes, internal approvals and witness statements may therefore become important.

A director accused of giving an illegal instruction should preserve the complete communication history rather than relying on isolated messages.

Knowledge Can Become a Central Issue

Many corporate criminal investigations ultimately focus on what senior management knew.

The prosecution may ask when the director first became aware of the conduct, what information was received and what action followed.

A chronological reconstruction can therefore be critical.

Knowledge Should Not Be Presumed From Job Title

A large company may have thousands of transactions and multiple management layers. A director cannot necessarily be assumed to know every operational decision made by every employee.

The company’s real reporting structure should be documented.

Organizational Charts Can Become Evidence

Prepare the organizational structure existing at the time of the alleged offence.

Identify departments, reporting lines, approval authorities and responsibilities.

This can help establish whether the investigated matter actually fell within the foreign director’s area of responsibility.

Review the Director’s Job Description

The formal job description can help determine what the director was expected to supervise.

However, investigators may also examine actual practice. A written job description stating that the director had no involvement may carry less weight if emails demonstrate direct operational control.

Signature Authority Is Important but Not Conclusive

A director’s signature appearing on a corporate document can become important evidence, but its meaning depends on context.

The investigation should determine what the document was, why it was signed, what information was available to the director and whether the signature demonstrates knowledge of the alleged criminal conduct.

Corporate Signature Does Not Automatically Prove Criminal Intent

Senior executives may sign large numbers of documents as part of routine corporate administration.

The defense should distinguish formal corporate authorization from intentional participation in a criminal scheme.

Delegation of Authority Can Be Important

If responsibility for the relevant operation had genuinely been delegated to another manager or department, preserve the delegation documents.

Internal regulations, signature circulars, board resolutions and organizational procedures may become relevant.

Delegation Is Not an Automatic Defense

A director cannot necessarily eliminate every form of responsibility simply by delegating tasks.

The legal effect depends on the alleged offence, the director’s statutory or corporate duties and the circumstances surrounding the delegation.

What If the Employee Acted Outside Their Authority?

This can be highly relevant.

If an employee secretly exceeded authority, falsified records, bypassed internal controls or acted for personal benefit, evidence of those circumstances should be preserved immediately.

Employee Fraud Against the Company

Sometimes the company and its director are themselves victims of the employee’s conduct.

Bank records, internal audit findings, unauthorized transactions and disciplinary records may demonstrate that the employee acted contrary to company interests.

Internal Compliance Procedures Can Help

Existing compliance systems may provide important evidence concerning the company’s expectations and the director’s approach to unlawful conduct.

Policies concerning payments, procurement, anti-bribery, customs, sanctions, accounting or financial approvals can become relevant depending on the allegation.

Compliance Policies Must Have Been Real

Creating a compliance policy after the investigation begins does not prove that effective controls existed at the time of the alleged offence.

Investigators may examine training records, audit reports and actual enforcement.

What If the Director Ignored Warning Signs?

A more difficult case can arise where management received repeated warnings but allegedly took no action.

Emails, internal complaints, audit findings and whistleblower reports may be examined to determine what the director knew.

The defense should establish precisely when each warning was received and how it was handled.

Criminal Liability for an Omission Requires Careful Analysis

An allegation that a director “failed to prevent” an employee’s crime requires examination of whether the director had a legally relevant duty to act and whether the requirements of the alleged offence are satisfied.

General managerial responsibility should not automatically be converted into criminal liability.

Intentional and Negligent Offences Must Be Distinguished

Whether negligence can create criminal responsibility depends on the particular offence and applicable law.

The prosecution cannot simply replace a required element of intent with a general allegation that the director should have supervised employees more carefully.

What If the Director Was Abroad?

Physical absence from Turkey may be relevant but is not automatically decisive.

Investigators may examine whether instructions were given remotely through email, telephone, messaging platforms or corporate systems.

Travel and location records can nevertheless be important evidence.

Preserve Travel Records

Where the director was outside Turkey when key events occurred, preserve passport records, airline bookings, hotel records, meeting calendars and corporate travel documentation.

These records can help reconstruct the factual timeline.

Emails Should Be Preserved in Full

Do not preserve only favorable excerpts.

Complete email chains can show who initiated the transaction, who approved it, who was copied and what information was actually communicated.

Messaging Applications May Become Evidence

Corporate WhatsApp or other messaging communications may be examined in criminal proceedings.

Context matters. An isolated message can create a misleading impression when earlier and later messages are omitted.

Do Not Delete Communications After Learning About the Investigation

Deleting potentially relevant records after becoming aware of a criminal investigation can create additional evidentiary problems.

The company should implement an appropriate legal hold and preserve relevant material.

Internal Investigation May Be Necessary

A structured internal investigation can help determine what occurred before the director gives a detailed statement.

Relevant employees, transactions, documents and electronic records should be identified promptly.

Internal Investigation Should Not Alter Evidence

Original files should be preserved. Investigative notes and copies should be managed carefully.

The objective is to understand the facts, not to reconstruct the corporate record retrospectively.

Employee Statements Should Be Evaluated Carefully

An employee facing personal criminal exposure may attempt to shift responsibility upward.

A statement that “the director told me to do it” should be tested against emails, approvals, financial records, witnesses and the company’s actual workflow.

A Single Employee Accusation Is Not Automatically Conclusive

The evidentiary value of a statement depends on its credibility, consistency and relationship with other evidence.

Potential motives for shifting responsibility should also be examined.

Financial Records Can Be Critical

Where the alleged crime involves fraud, bribery, embezzlement, money laundering or another financial offence, bank records may reveal who benefited from the transaction.

Evidence that the director received no personal benefit can be relevant, although absence of benefit does not automatically resolve every offence.

Follow the Approval Chain

Identify who created, reviewed and approved the disputed transaction.

Accounting systems, enterprise software and digital approval logs may provide objective evidence that is stronger than later recollections.

Digital Evidence Should Be Preserved Properly

Computers, phones, server logs and cloud records can become important.

The defense should examine authenticity, completeness, acquisition method and whether the data can reliably be attributed to the director.

What If the Director’s Phone Is Seized?

The scope and legal basis of the seizure and examination should be reviewed.

The director should obtain documentation concerning the seized device and seek legal advice concerning available procedural remedies.

Foreign Directors Have Procedural Rights

A foreign national investigated in Turkey is entitled to applicable criminal-procedure protections.

Language barriers should not prevent the person from understanding the accusation or participating effectively in the proceedings.

Interpreter Rights Are Important

A foreign director who cannot adequately understand Turkish should request interpretation during relevant criminal-procedure stages.

The person should not sign a statement that they do not fully understand.

Never Sign an Incorrectly Translated Statement

Before signing, verify that the written record accurately reflects the answers given.

If interpretation is inaccurate, the problem should be raised immediately and recorded.

The Director Has the Right to Legal Assistance

A foreign director facing a criminal allegation should consider obtaining criminal-defense counsel before providing a substantive statement.

Corporate counsel and individual criminal-defense counsel may have different roles where the company’s interests and the director’s personal interests diverge.

Conflict of Interest Should Be Considered

The company may argue that the employee or director acted personally, while the director may argue that corporate systems or other managers controlled the transaction.

Separate representation may therefore become appropriate in some investigations.

What If the Director Is Summoned by Police or Prosecutor?

The summons should be examined to determine the authority, investigation and procedural status.

The director should understand whether they are being called as a witness or suspect before providing information.

Witness and Suspect Status Are Different

A person initially approached for information may later become a suspect if evidence changes.

Directors should therefore understand their procedural position and obtain appropriate legal advice.

Search of Company Premises

Corporate investigations can involve searches and seizure of records.

The legal basis, scope and inventory of seized material should be documented.

Privileged or legally protected material requires particular attention.

Company Records May Also Support the Defense

The same corporate records investigators seize can demonstrate that another department controlled the transaction or that the director expressly rejected the employee’s proposal.

Preserving exculpatory evidence is therefore essential.

Customs and Trade Offences

Foreign company directors can face particular risks where employees are accused of customs smuggling, false declarations, incorrect origin documentation or other import-related offences.

The director’s personal involvement in the relevant declaration and supply-chain decisions should be analyzed separately from the company’s administrative customs exposure.

Tax and Accounting Offences

Where an employee allegedly manipulates invoices or accounting records, determine who had access to the accounting system and who approved the entries.

The director’s general management position should not substitute for evidence concerning the particular transaction.

Bribery Allegations

Where an employee is accused of making an unlawful payment, investigators may examine whether senior management authorized, reimbursed or concealed the payment.

Expense approvals, intermediary contracts and payment records can become central evidence.

Fraud Allegations

If a sales employee allegedly misled customers, determine whether the representations were part of company policy or unauthorized individual conduct.

Training materials and management instructions may be relevant.

Money Laundering Allegations

Where suspicious payments move through corporate accounts, investigators may examine the director’s knowledge of the source, purpose and beneficiary.

Banking records and internal approval procedures should be preserved immediately.

Can the Company Itself Face Consequences?

Depending on the alleged offence, criminal conduct associated with company activities can create consequences beyond the individual employee.

The company’s exposure and the director’s personal criminal responsibility should nevertheless be analyzed separately.

Administrative Liability Is Not the Same as Criminal Liability

A company may receive an administrative fine or regulatory sanction without every director becoming personally criminally responsible.

Each legal consequence requires its own analysis.

Can the Director Be Subject to a Travel Restriction?

Depending on the investigation and judicial decisions, criminal proceedings can create measures affecting a suspect’s ability to travel.

Where a foreign director regularly travels internationally, any such measure should be addressed urgently.

What If the Director Lives Outside Turkey?

A director residing abroad should not ignore Turkish investigative communications.

The procedural status, summons and potential measures should be evaluated before travel to Turkey.

Arrest Risk Should Be Assessed Before Travel

If the director has learned of a Turkish criminal investigation while abroad, counsel can review available case information and assess the procedural situation before the director enters Turkey.

Preserve Exculpatory Evidence Immediately

Evidence favorable to the director can disappear as employees leave, email systems change or records are archived.

The defense should therefore begin evidence preservation as soon as the investigation becomes known.

Prepare a Chronology

Create a detailed timeline identifying the employee’s actions, approvals, communications, payments, management reports and the date the director first learned of the issue.

Chronology is often one of the most effective ways to distinguish managerial position from actual criminal participation.

Avoid Coordinating False Statements

Employees and managers should not agree on a fabricated narrative.

Witness manipulation or destruction of evidence can create substantially more serious problems.

Cooperate Through a Structured Legal Strategy

Cooperation does not mean providing unreviewed documents or speculative explanations.

Responses should be accurate, documented and consistent with the director’s procedural rights.

Frequently Asked Questions

Is a foreign director automatically liable for an employee’s crime in Turkey?

No. The director’s own conduct, knowledge, intent and legally relevant responsibilities must be examined in relation to the alleged offence.

Can a director be investigated because they signed a company document?

Yes, a signature can trigger questions, but it does not automatically establish criminal intent or participation.

What if the employee acted without authorization?

Evidence showing that the employee exceeded authority or bypassed company controls can be highly important to the defense.

Can an employee’s accusation against the director be challenged?

Yes. The statement should be compared with objective evidence such as emails, approval records, bank transactions and other witness testimony.

Does delegation eliminate the director’s criminal responsibility?

Not automatically. Its effect depends on the offence, the nature of the delegation and the director’s own conduct.

Should a foreign director give a police statement without a lawyer?

Where the director is personally suspected of a crime, obtaining legal assistance before giving a substantive statement can be particularly important.

Can the director request an interpreter?

A foreign suspect who cannot adequately understand Turkish should ensure that appropriate interpretation is provided during relevant proceedings.

Can the director be liable simply because they should have known what an employee was doing?

That conclusion cannot be made automatically. The elements of the specific offence, the director’s legal duties and the evidence concerning knowledge or negligence must be examined.

What evidence should be preserved first?

Emails, messaging records, approval logs, organizational charts, delegations of authority, bank records, accounting records, travel records and internal compliance documents can all be important.

What is the most important defense principle?

Corporate seniority is not a substitute for individualized criminal responsibility. The defense should reconstruct who actually made the decision, who knew what, who gave instructions, who benefited from the conduct and what the foreign director personally did or failed to do.

Client-Focused Legal Support for Foreign Company Directors Facing Criminal Investigations in Turkey

Foreign executives can face significant personal consequences when an employee’s alleged offence develops into a wider investigation involving company management. Fırat Fesih Kaya Law Office assists foreign company directors, international investors and corporate executives facing criminal investigations in Turkey. Lawyer Fırat Fesih Kaya provides legal assistance concerning police and prosecutor statements, searches and seizures, digital evidence, employee allegations, corporate records, personal criminal liability and procedural measures affecting foreign executives.

Phone: +90 312 434 22 22
Mobile: +90 532 769 22 22
Email: info@firatfesihkaya.av.tr
Address: Mevlana Boulevard No:221, Yıldırım Tower, Office No:148, 06520 Balgat, Çankaya, Ankara, Turkey