Sale of a Dissenting Owner’s Share Under Urban Transformation Law in Turkey (2026 Updated Guide)

Learn when and how a dissenting property owner’s share can be sold during urban transformation in Turkey, including the simple-majority decision, 15-day notice, valuation, auction, third-party participation and foreign owner rights.

Yes. Under the current urban transformation framework, the land share of an owner who does not participate in a valid majority decision concerning the new development of a risky building can ultimately be sold through a special statutory auction procedure.

However, disagreement with the project does not automatically cause immediate loss of ownership.

Before a dissenting owner’s share can be sold, the statutory procedure must be followed. A valid majority decision must exist, the dissenting owner must be informed of the decision and agreement conditions, the applicable response period must expire without acceptance, the agreeing owners must request the sale, the competent authority must examine the request, the share must be officially valued, the auction must be announced and conducted, and the resulting transfer must ultimately be registered.

Current official guidance confirms that where unanimity cannot be achieved, decisions concerning the new development can be taken by the simple majority of owners according to their ownership shares. Shares belonging to owners who do not join that decision can then become subject to the statutory sale procedure.

For foreign property owners, Lawyer Fırat Fesih Kaya recommends treating a dissenting-share notice as a serious property-rights matter rather than simply another disagreement with the contractor.

Who Is Considered a Dissenting Owner?

In practical terms, a dissenting owner is an owner who does not participate in the redevelopment arrangement approved through the statutory majority mechanism.

This can include an owner who expressly votes against the proposal, refuses to sign the majority-approved agreement, does not accept the agreement following statutory notification or otherwise remains outside the agreement when the relevant statutory requirements are satisfied.

There is an important distinction between disagreeing with urban transformation generally and refusing the specific agreement approved by the majority.

An owner may support reconstruction but disagree with the contractor, replacement apartment, additional financial contribution, temporary rent, construction period or security provisions.

Nevertheless, if that owner does not join the legally relevant majority-approved arrangement, the dissenting-owner procedure may become applicable.

What Majority Is Required Before a Dissenting Share Can Be Sold?

The current framework applies a simple majority calculated according to ownership shares for the relevant new-development decisions when unanimous agreement cannot be reached.

This is not simply a majority of apartment numbers.

It is not necessarily a majority of the individual people attending a meeting.

The registered ownership shares are critical.

For example, if a building has twelve apartments and seven apartment owners support the redevelopment, that numerical result does not by itself prove that the statutory majority exists. Their registered ownership shares must be calculated.

Conversely, a smaller number of individual owners may represent the required majority if they collectively hold sufficient ownership shares.

This calculation should be verified before a dissenting owner’s property is placed into the statutory sale procedure.

Can One Owner Stop the Project by Refusing to Sign?

Generally, not merely by refusing to sign.

An owner cannot ordinarily be forced to personally sign a private reconstruction agreement. But the statutory majority mechanism means that one dissenting owner does not necessarily have an unlimited veto over the redevelopment.

Once the required simple majority validly adopts the relevant new-development decision, the legislation provides a specific mechanism for dealing with owners who do not join the arrangement.

That mechanism can ultimately result in the sale of their land shares.

Therefore, an owner should not assume:

“They cannot continue because I did not sign.”

The better question is whether the majority decision and every subsequent procedural step are legally valid.

What Must Happen Before the Share-Sale Procedure Begins?

The majority cannot move directly from a vote to an auction.

The dissenting owner must first be informed of the majority decision and the agreement conditions.

Current official guidance provides that the majority-approved decision and the offer containing the agreement conditions, or information identifying where that offer can be examined, must be communicated to owners who did not join the decision.

This can occur through a notary or through the prescribed announcement procedure at the relevant local administrative office for fifteen days. Where the appropriate electronic information has been registered with the title system, electronic communication also forms part of the current framework.

This notification stage is fundamental because the dissenting owner must be given the legally prescribed opportunity to join the majority arrangement before the share is moved toward sale.

Does the Dissenting Owner Have 15 Days?

The current procedure contains an important 15-day notification and acceptance stage.

Official guidance provides that the decision and agreement conditions are communicated through the prescribed process and that, where the dissenting owner does not examine or accept the offer within the applicable period following notification, the share can proceed toward statutory sale.

The legally effective notification date is therefore extremely important.

A dissenting owner should not calculate the deadline from the date a contractor telephoned, a neighbor sent a message or the owner personally discovered the project.

The official notification records should be obtained and examined.

Can the Owner Join the Agreement During This Period?

Yes, but the manner of acceptance matters.

Current official guidance provides that an owner demonstrating agreement must sign the contract prepared according to the majority decision and the documents signed by the majority owners without conditions or reservations within the prescribed process.

This means that an owner should be cautious about responding:

“I accept, but only if I receive a larger apartment.”

Or:

“I accept the contractor but refuse the additional payment.”

A conditional response should not automatically be assumed to constitute acceptance for purposes of avoiding the dissenting-share procedure.

Material changes should preferably be negotiated before the statutory sale stage becomes advanced.

Who Can Request the Sale of the Dissenting Share?

The sale request is made by the owners who formed the required simple-majority decision.

The request must be accompanied by the necessary documents and submitted to the competent authority.

Current official guidance states that the statutory share-sale procedure is carried out under the relevant provisions governing sales under the urban transformation legislation.

The process therefore cannot be reduced to a private arrangement in which the contractor or majority owners simply declare that the dissenting owner’s property has been sold.

What Happens After the Sale Request Is Filed?

The competent authority examines whether the request can proceed.

If the sale request is considered appropriate, current official guidance states that an annotation is requested in the title register indicating that the share is subject to sale under the urban transformation legislation and cannot be subjected to a sale or similar transaction requiring transfer while that process continues.

This is an important stage.

An owner considering an independent sale of the share should therefore check the current title status before attempting another transaction.

Can the Dissenting Owner Sell the Share to Someone Else Before the Auction?

This depends significantly on the stage reached.

Before the statutory restrictions become effective, an independent transaction may raise different issues.

However, once the competent authority accepts the statutory sale request and the relevant annotation is entered into the title register, official guidance provides that the share cannot be subjected to sale or similar transfer transactions while that statutory procedure continues.

An owner should therefore not assume that a last-minute private sale will necessarily defeat the dissenting-share procedure.

The title record and procedural status should be checked first.

Who Determines the Value of the Dissenting Owner’s Share?

The majority owners do not simply choose the price.

Current official guidance provides for a formal administrative valuation procedure. A Valuation Commission and a Sale Commission, each consisting of at least three members, are established within the competent authority to determine the current value of the share and carry out the sale.

This is an essential safeguard.

A contractor cannot simply tell the dissenting owner:

“Your share is worth this amount, and you have no choice.”

The statutory valuation procedure must be followed.

What Should the Owner Check in the Valuation?

The owner should obtain the valuation documentation and examine the factual basis used to determine the current value.

Depending on the property, economically important matters can include the location and characteristics of the parcel, the size of the registered ownership share, development potential, existing rights and restrictions, and other characteristics relevant to valuation.

A general statement that the property is “worth more” is less useful than identifying concrete errors in the valuation.

If the ownership share itself has been recorded incorrectly, that issue should also be identified immediately because the registered share can affect both the majority calculation and the economic value being sold.

Can the Majority Deliberately Set a Low Price?

The statutory process does not permit the majority simply to choose an arbitrary price.

The competent authority’s valuation mechanism exists precisely because the sale is not merely a private transfer negotiated among the agreeing owners.

If a dissenting owner believes that the official valuation is seriously defective, the valuation records and procedural stage should be reviewed immediately.

Delay can become particularly problematic once the auction is completed and the purchaser pays the sale price.

How Is the Auction Date Communicated?

The competent authority must communicate the place and time of the sale according to the applicable notification procedure.

Current official guidance provides for notification to the agreeing owners, eligible contractor where applicable, and the owner whose share will be sold. Depending on the registered notification information, this can occur electronically or through the electronic government system together with a fifteen-day local announcement procedure.

The official guidance also explains when these forms of notification are legally deemed completed.

This is particularly important for owners who live abroad.

Not receiving an ordinary international paper letter does not automatically establish that no legally effective notification occurred.

Who Can Participate in the First Auction?

The first auction is restricted.

Current official guidance states that persons other than the owners forming the majority agreement cannot participate in the first sale.

This means the first statutory auction is not automatically open to the general public.

The initial opportunity is provided within the agreeing ownership group.

This distinction is important when a contractor or outside investor tells a dissenting owner that it will immediately acquire the share.

Can the Contractor Participate in the First Auction?

The answer depends on the contractor’s legal position in the specific project and whether the contractor itself falls within the category permitted under the statutory procedure.

The general rule stated in current official guidance is that the first sale is restricted to the owners forming the majority arrangement.

An owner should therefore not accept a contractor’s statement that it can automatically purchase the share at the first auction without checking the actual legal basis.

What Happens If the Share Is Not Sold at the First Auction?

The process does not necessarily end.

If the share cannot be sold during the first sale, current official guidance provides that the sale may be repeated. At the later stage, the agreeing owners can participate and qualifying third parties may also become eligible if they accept the majority decision and agree to comply with the contractual framework for the redevelopment.

This substantially increases the consequences for a dissenting owner.

A share that does not sell at the first restricted auction does not automatically return to a position where it is permanently protected from sale.

Can Third Parties Buy the Dissenting Share?

Yes, potentially at the subsequent stage and subject to statutory conditions.

Official guidance provides that a third party seeking to participate must state in writing that it accepts the majority decision and will sign the agreement and other documents required for implementation.

The third party must also deposit a cash security equal to 10% of the current value of the share being sold with the relevant accounting unit before participating.

This mechanism is designed to ensure that a third-party purchaser enters the project subject to the majority-approved redevelopment arrangement rather than purchasing the share merely to create another deadlock.

When Does the Dissenting Owner Actually Lose Ownership?

Ownership does not disappear when the majority votes against the owner.

It does not disappear merely when the sale request is submitted.

It does not necessarily disappear when the auction is announced.

After the successful sale and payment of the sale price, the competent authority communicates the transaction to the title registry for registration in the new owner’s name. Once the registration is completed, the updated title record is returned to the administration and the former owner is informed.

Title registration is therefore a critical point in the process.

Does the Sale Create Full Consent for the Project?

Yes, this is one of the principal functions of the dissenting-share mechanism.

Current official guidance states that once the shares of owners who did not join the majority decision have been sold and registered in the names of the new owners, full consent is achieved for the property and the construction process can continue on that basis.

This explains why refusal by one owner does not necessarily prevent the redevelopment indefinitely.

The legislation creates a mechanism for converting the majority-supported project into a position of full consent after the dissenting-share procedure has been completed.

Can a Building Permit Be Obtained Before the Dissenting Share Is Sold?

The current official guidance explains that specified implementation procedures may move forward on the basis of the statutory majority decision, but the dissenting-share sale must ultimately be completed so that full consent is achieved for the property.

Official guidance expressly states that the sale procedure may be carried out before or after the permit application, but completion of the dissenting-share sale and resulting full consent remain required within the statutory framework.

A dissenting owner should therefore not assume that the absence of a completed share sale means that every other project-related administrative step must remain frozen.

What If the Dissenting Owner Is a Foreign Citizen?

Foreign nationality does not automatically exempt a registered property owner from the statutory dissenting-share mechanism.

If a foreign owner holds a share in a property subject to the relevant urban transformation procedure, the majority decision, notification, valuation and auction rules can apply to that ownership interest.

The practical risk is often greater when the owner lives outside the country.

Meetings may occur.

The majority decision may be taken.

The statutory offer may be communicated.

The response period may expire.

A sale request may be filed.

The auction date may then be announced.

Foreign owners should therefore establish a reliable system for monitoring the property once an urban transformation process begins.

What If the Foreign Owner Never Received a Letter Abroad?

This does not automatically invalidate the procedure.

The statutory framework uses specific notification methods rather than requiring every procedural document to reach a foreign owner through ordinary international post.

Current official guidance refers to notarial procedures, local announcement, electronic government communication and electronic notification mechanisms depending on the relevant stage and registered information.

The correct legal question is therefore:

Was the statutory notification procedure completed correctly?

The answer requires examination of the official records.

Can a Foreign Owner Appoint a Representative?

Yes.

For an owner living abroad, appropriate representation can be particularly important.

A representative may be authorized to obtain documents, monitor meetings, review notices and take specifically authorized actions.

However, the power of attorney should be drafted carefully.

Authority to monitor the transformation process does not necessarily require unrestricted authority to sell the property, transfer title, create mortgages, accept additional financial obligations, waive claims or sign every document proposed by a contractor.

The scope should reflect the owner’s actual intentions.

Can the Majority Decision Be Challenged?

Potentially, where there is a specific legal defect.

The statutory sale mechanism depends on a legally sufficient underlying majority decision.

Questions may arise where the ownership shares were calculated incorrectly, the required majority did not exist, the meeting procedure was defective, the decision was not properly documented or the dissenting owner was not notified in accordance with the applicable procedure.

The existence of a majority rule does not make every purported majority decision valid.

An owner facing a share sale should therefore obtain the underlying documents rather than beginning with the assumption that the auction itself is the only issue.

Can the Valuation or Sale Procedure Be Challenged?

Potentially, depending on the alleged defect and procedural stage.

The owner should distinguish between disagreement with the project and a concrete allegation that the administrative sale procedure is unlawful.

Relevant issues may include the underlying majority, notification, official valuation, sale request, auction notice, auction procedure or subsequent title-registration process.

The available remedy and deadline can depend on the particular act being challenged.

For this reason, waiting until every stage is complete can significantly weaken the owner’s practical position.

Does Filing a Lawsuit Automatically Stop the Auction?

A property owner should not assume that merely commencing proceedings automatically suspends the statutory sale process.

If an auction or title transfer is approaching, the availability of interim judicial protection should be considered separately.

There is a significant difference between having a pending challenge and having an effective judicial order preventing implementation of the disputed act.

This issue becomes particularly important where the auction date is only days away.

What Should an Owner Do If the Auction Is Imminent?

The complete administrative file should be obtained immediately.

The owner should verify the registered ownership shares and majority calculation, meeting documentation, majority decision, contractor agreement, statutory notification, date on which notification became legally effective, sale request, valuation report and auction notice.

The owner should then identify the exact alleged defect.

General opposition to urban transformation is different from demonstrating that a particular statutory requirement was not satisfied.

At this stage, precision matters.

What Changed in the Procedure in 2026?

The implementing framework received additional procedural documentation in 2026.

The competent authority announced that an amendment published on February 4, 2026 introduced additional forms, including a Meeting Notification Form, its related record, a Meeting Information Note and a Resale Notification Form.

For a share-sale procedure taking place in 2026, the current documentation should therefore be examined rather than assuming that forms or practices used in older redevelopment projects remain sufficient.

What Should You Check Before Deciding Whether to Remain a Dissenting Owner?

A property owner should not make the decision solely because of personal disagreement with the other owners.

First, understand exactly what the majority has approved.

Review the contractor agreement.

Identify the replacement apartment or commercial unit.

Compare its size, floor, orientation, parking, storage and technical characteristics with the existing property.

Calculate any additional payment.

Determine the temporary rent arrangement.

Review the construction deadline and delay consequences.

Examine contractor guarantees.

Check when ownership interests must be transferred to the contractor.

Investigate what happens if the contractor becomes insolvent or abandons construction.

Only after understanding the entire economic package can the owner meaningfully compare the consequences of joining the agreement with the risks of remaining outside it.

What If the Contractor Agreement Is Clearly Unfavorable?

The statutory sale risk does not mean an owner should blindly sign an unsafe agreement.

A contractor agreement may contain serious commercial risks even if a valid majority supports it.

For example, owners may be required to transfer valuable property rights too early, make undefined additional payments or accept weak protection against construction delay.

The appropriate strategy is to identify the problematic provisions and determine whether they can be negotiated or legally challenged rather than simply refusing all communication.

What If the Replacement Apartment Is Smaller or Less Valuable?

Replacement-unit disputes can become one of the most important sources of conflict.

Before demolition, the owner should preserve evidence concerning the existing independent unit.

Photographs, architectural information, title records and documents showing floor, orientation, area, balcony, parking, storage or commercial characteristics can become valuable later.

The proposed replacement unit should be identified as precisely as possible in the redevelopment documentation.

Once the original building has been demolished, proving its physical characteristics can become more difficult.

What If the Dissenting Owner Has a Mortgage?

A mortgage or other registered right should be identified before the statutory sale proceeds.

The title record should be obtained and reviewed for mortgages, attachments, usufruct rights and other restrictions.

A statutory share sale can have consequences for rights registered against the ownership share and the distribution or legal treatment of the sale proceeds.

A mortgaged share should therefore never be analyzed as though the dissenting owner were the only person with a legally relevant interest.

Can the Dissenting Owner Simply Ignore the Process?

This is usually one of the highest-risk strategies.

The statutory procedure is designed to continue even when an owner refuses to participate.

Ignoring meeting documents does not necessarily prevent the majority decision.

Ignoring the majority-approved offer does not necessarily stop the 15-day process.

Ignoring the valuation does not necessarily stop the auction.

Ignoring the auction does not necessarily prevent title registration.

The owner should therefore participate actively even if the ultimate decision is to remain opposed to the project.

2026 Practical Legal Strategy

The first priority is verify whether the required simple majority actually exists. The calculation is based on registered ownership shares, not merely the number of apartments.

The second priority is obtain the complete majority decision and redevelopment agreement. Understand precisely what the dissenting owner has refused.

The third priority is verify the notification procedure and the 15-day stage. The statutory sale mechanism depends on the legally relevant notification process.

The fourth priority is check whether the sale request was properly submitted and accepted. Once the request is considered appropriate, restrictions can be reflected in the title register.

The fifth priority is review the official valuation, not merely the contractor’s estimate.

The sixth priority is verify the auction notice and auction date. Current rules contain specific notification mechanisms for this stage.

The seventh priority is understand who can participate. The first sale is restricted to the agreeing owners; qualifying third parties may become involved at a later stage under specified conditions.

The eighth priority is act before title registration where a genuine legal defect exists. Once the share has been sold and registered, the practical dispute can become substantially more complex.

The ninth priority is check the current 2026 procedural forms rather than relying on documentation from older projects.

The tenth priority is actively monitor the process when the owner lives abroad. Physical absence does not necessarily stop meetings, statutory notification or sale proceedings.

The central principle is:

A dissenting owner’s share can be sold under the urban transformation framework, but the majority cannot simply confiscate or privately transfer that share. A valid majority decision, statutory notification, opportunity to join the agreement, formal sale request, official valuation, auction and title-registration procedure are required. For a dissenting owner, the safest strategy is therefore to examine every stage of the process rather than simply refusing to sign and remaining silent.

Frequently Asked Questions

1. Can my share be sold if I vote against urban transformation?

Yes, potentially. If the required simple majority validly approves the new development and you do not join the agreement following the statutory procedure, your land share can become subject to auction.

2. Does voting against the project immediately terminate my ownership?

No. A dissenting vote alone does not transfer ownership. The statutory notification, sale, valuation, auction and registration procedures must follow.

3. What majority is required?

For the relevant redevelopment decisions concerning risky buildings, the current framework uses a simple majority calculated according to registered ownership shares when unanimity cannot be achieved.

4. Is there a period in which I can still join the majority agreement?

Yes. The current procedure includes a 15-day stage associated with notification of the majority decision and agreement terms.

5. Can the other owners choose the value of my share?

No. The competent authority establishes a formal Valuation Commission and Sale Commission for the statutory sale process.

6. Can anyone buy my share at the first auction?

No. Current official guidance states that the first sale is restricted to the owners who formed the majority arrangement.

7. Can an outsider buy my share later?

Potentially. Qualifying third parties may participate at a later stage if they accept the majority decision and contractual documents and satisfy the statutory requirements, including the required cash security.

8. Can a foreign owner’s share also be sold?

Yes. Foreign nationality does not itself create an exemption from the statutory dissenting-owner share-sale procedure.

9. Can I challenge an allegedly unlawful share sale?

Potentially, depending on the specific defect, administrative act, procedural stage and applicable deadline. The majority calculation, notification, valuation, auction and registration documents should be reviewed promptly.

10. What should I do if I receive an auction notice?

Obtain the complete file immediately. Verify the majority calculation, meeting and notification procedure, review the official valuation, confirm the auction date and determine whether a specific legal defect requires urgent action.

Protecting a Dissenting Owner’s Property Rights

The statutory sale of a dissenting owner’s share is one of the most serious consequences that can arise during urban transformation. The process can ultimately result in the owner losing the registered land share even though the owner never voluntarily signed the majority-approved reconstruction agreement.

At the same time, the majority does not have unlimited power. The majority threshold, notification, opportunity to accept the agreement, sale request, valuation, auction and registration requirements all matter.

Foreign owners should be especially careful when they live outside the country because the statutory process can advance while they are physically absent.

Fırat Fesih Kaya Law Office provides legal assistance to foreign property owners and investors involved in dissenting-share disputes arising from urban transformation projects.

Lawyer Fırat Fesih Kaya assists foreign property owners with reviewing ownership-share calculations, majority decisions, reconstruction agreements, statutory notifications, 15-day response periods, official valuations, auction proceedings, title-registration risks and available remedies concerning allegedly unlawful dissenting-share sales.

Phone: +90 312 434 22 22
WhatsApp: +90 532 769 22 22
Email: info@firatfesihkaya.av.tr