Foreign Executive Is Offered a Secret Commission in Turkey: Bribery and Commercial Crime Risks (2026 Updated Guide)

A foreign executive is offered a secret commission in Turkey. Learn when commissions, kickbacks and undisclosed payments may create bribery, fraud, breach of trust, money laundering and corporate criminal risks.

A foreign executive doing business in Turkey may be offered a “commission,” “consultancy fee,” “success payment” or personal benefit in exchange for approving a transaction, influencing a procurement decision, directing business to a particular supplier or facilitating contact with an official. Although legitimate commissions are common in international commerce, a secret personal payment connected with the misuse of authority can create serious criminal and commercial risks. The legal analysis depends on who offered the payment, who would receive it, whether a public official is involved, what action is expected in return, whether the payment is concealed from the employer and how the transaction is documented.

Is Every Commission Illegal in Turkey?

No. Legitimate agency, brokerage, consultancy and sales commissions are routinely used in commercial transactions. A commission does not become criminal merely because it is calculated as a percentage of a contract.

The risk increases substantially when the payment is concealed, paid personally to an employee or executive, linked to improper influence, supported by a fictitious invoice or intended to cause the recipient to violate duties owed to an employer or another organization.

Why Does Secrecy Matter?

A request to keep a payment hidden from the company is an immediate warning sign.

If the person offering the payment insists that it be transferred to a private account, paid in cash, invoiced through an unrelated consultant or described falsely in accounting records, the executive should stop the transaction and investigate its purpose.

When Can a Secret Commission Become Bribery?

Under Turkish criminal law, bribery principally concerns the giving, offering, receiving or agreeing upon an improper benefit in connection with the performance of a public official’s duties.

Therefore, one of the first questions is whether a Turkish or foreign public official is directly or indirectly involved.

What If the Executive Is Asked to Pay a Public Official?

This creates substantially greater criminal exposure. A payment should not be made merely because it is described as necessary to obtain a permit, customs clearance, public tender, inspection approval or administrative decision.

The executive should identify who is supposed to receive the money and what official action is expected in return.

An Offer Can Be Legally Serious Even Before Money Changes Hands

Companies should not assume that criminal exposure begins only when cash is physically delivered.

Depending on the circumstances and applicable offense, an offer, agreement or other conduct occurring before actual payment may itself have legal significance.

What If No Public Official Is Involved?

The absence of a public official does not automatically make a secret commission lawful.

Private-sector kickbacks can potentially involve other offenses depending on the facts, including fraud, breach of trust, document-related offenses, misuse of company assets or laundering of criminal proceeds.

Employee Kickbacks Can Create Serious Risks

Suppose a supplier privately offers a purchasing director 5% of every order if the director selects that supplier.

The payment may cause the executive to choose a more expensive or unsuitable supplier contrary to the employer’s interests. This can create criminal, employment, corporate-governance and civil-liability consequences.

Foreign Executives Are Not Exempt from Turkish Criminal Law

Foreign nationality does not provide immunity from Turkish criminal law where relevant conduct occurs within Turkish jurisdiction.

A foreign director, manager or employee doing business in Turkey should therefore treat suspicious commission proposals as a potential personal legal risk, not merely a corporate compliance problem.

Never Accept the Payment Before Obtaining Legal Advice

An executive who receives a suspicious proposal should not accept the funds temporarily with the intention of “sorting it out later.”

Receipt of money can substantially complicate the factual position.

Do Not Ask for Payment to Another Account

Redirecting a suspicious commission to a spouse, relative, employee, offshore company or another intermediary does not solve the problem.

Instead, it may create additional evidence suggesting an attempt to conceal the true beneficiary.

Cash Payments Are a Major Warning Sign

A request for cash is not automatically proof of criminal conduct, but it should receive heightened scrutiny where a substantial commercial transaction is involved.

Ask why ordinary invoicing and banking channels cannot be used.

Personal Bank Accounts Should Raise Questions

If a commission connected with company business is supposed to be transferred to the executive personally rather than to the company or legitimate service provider, the executive should determine why.

The commercial basis of the payment must be transparent.

Fictitious Consultancy Agreements Can Increase Exposure

A common risk structure involves describing a questionable payment as “consultancy,” “market research,” “business development” or “advisory services.”

The title of the contract does not determine whether the payment is lawful.

Investigators can examine whether genuine services were actually performed.

Fake Invoices Can Create Separate Criminal Problems

Creating or using false documentation to disguise a kickback can expand the investigation beyond the original payment.

Accounting, tax and document-related consequences may arise independently.

What If an Intermediary Requestss the Commission?

Third-party involvement does not automatically eliminate liability.

Agents, consultants, distributors, customs representatives and other intermediaries can be used to distance the ultimate parties from an improper payment.

Companies should identify the actual beneficiary.

“Everyone Pays This” Is Not a Defense

Commercial custom cannot transform an unlawful payment into a lawful one.

Foreign executives should be particularly cautious when local intermediaries claim that an unofficial payment is simply “how business is done.”

Facilitation Payments Can Be Dangerous

A small payment requested to accelerate an official process should not automatically be treated as harmless merely because the executive is legally entitled to the underlying service.

The identity of the recipient and purpose of the payment should be examined carefully.

Public Procurement Requires Heightened Attention

Secret payments connected with public tenders, municipal projects, state-owned enterprises or procurement officials can create particularly serious exposure.

The company should preserve tender records and communications with intermediaries.

Customs Transactions Can Also Create Bribery Risk

An intermediary may claim that an unofficial payment will accelerate customs clearance, reduce an assessment or prevent an inspection.

Foreign companies should not authorize such a payment without determining its lawful basis.

Licensing and Permit Processes Are High-Risk Areas

Payments connected with construction permits, regulatory approvals, inspections, licenses or other governmental decisions require careful compliance review.

A legitimate official fee should be distinguishable from a personal payment to an individual.

Preserve the Original Communication

If the secret commission was offered through WhatsApp, email, SMS or another messaging platform, preserve the original communication.

Do not rely exclusively on screenshots if the original data remain available.

Do Not Delete Messages

Deleting communications after becoming concerned about a possible investigation can create additional evidentiary difficulties.

Preserve the conversation and obtain legal advice concerning the appropriate next steps.

Record the Exact Words Used

Terms such as “commission” or “consultancy fee” can have innocent or improper meanings depending on context.

The exact request, recipient, amount and expected action should therefore be preserved.

Identify What Was Expected in Return

The central factual question is often the quid pro quo.

Was the executive expected to approve a supplier, disclose confidential information, manipulate a tender, influence an official, accelerate customs clearance or authorize an inflated invoice?

Review the Executive’s Authority

Determine whether the executive had authority over procurement, payments, contracts, tenders or government relations.

The greater the executive’s ability to influence the transaction, the more significant the factual connection between the payment and the requested action may become.

Company Loss Should Be Investigated

If the secret commission resulted in an overpriced contract, unnecessary purchase or disadvantageous transaction, quantify the financial loss.

This can become relevant to both criminal proceedings and civil recovery claims.

Conflicts of Interest Matter

Even where conduct does not ultimately satisfy the elements of a particular criminal offense, an undisclosed personal benefit can violate employment duties, corporate policies and fiduciary obligations.

Directors and Managers Can Face Personal Liability

A company director cannot automatically defend a suspicious payment by arguing that the transaction was made “for the company.”

Personal participation, knowledge, authorization and intent must be examined individually.

Corporate Approval Does Not Automatically Legalize a Payment

Internal approval is important for governance but cannot make conduct lawful if the underlying transaction itself violates criminal law.

What If the Executive Refuses the Offer?

The refusal should be documented where appropriate.

The company should consider preserving the evidence, terminating contact with the intermediary where necessary and conducting an internal investigation.

Should the Company Report the Conduct?

Whether and how to approach Turkish authorities requires case-specific legal analysis.

Before making accusations, the company should preserve evidence, identify the persons involved and distinguish confirmed facts from suspicion.

Internal Investigation Should Begin Quickly

Where a credible kickback allegation arises, determine whether the proposal was isolated or part of a wider pattern.

Review contracts, invoices, payments, procurement decisions, intermediaries and relevant communications.

Preserve Accounting Records

Bank transfers, invoices, expense reports, purchase orders, contracts and approval records may become critical evidence.

Accounting evidence can help establish whether a payment was genuine compensation for services or a disguised personal benefit.

Review Historical Transactions With the Same Supplier

If one suspicious payment is discovered, examine previous contracts with the same counterparty.

Look for unexplained price increases, repeated consulting fees, unusual discounts, round-number transfers or payments to unrelated entities.

Do Not Conduct an Improvised Interview

Managers sometimes confront suspected employees immediately and accidentally compromise evidence.

An internal investigation should be planned so that documents and electronic records are preserved before potentially relevant persons are alerted.

Foreign Headquarters Should Coordinate With Turkish Counsel

A multinational company’s global compliance department may need to investigate the incident, but Turkish criminal procedure, employment law and data-protection considerations should also be taken into account.

Parallel Foreign-Law Exposure May Exist

Multinational companies may also face anti-bribery obligations under the laws of other jurisdictions depending on their corporate structure, nationality, securities status and transaction.

The Turkish investigation should therefore be coordinated with the company’s broader international compliance strategy.

Money Laundering Risks Can Arise

If proceeds of criminal conduct are transferred through companies, third-party accounts or fictitious transactions to conceal their source or beneficiary, separate financial-crime issues may arise.

The payment trail should therefore be reconstructed carefully.

Bank Account Restrictions May Follow a Wider Investigation

Serious financial-crime investigations can result in examination of bank transactions and potentially restrictive measures under the applicable legal framework.

Companies should preserve legitimate explanations for relevant transfers.

Search and Seizure Risks Should Be Considered

If prosecutors open a criminal investigation, company premises, digital devices or documents may potentially become subject to investigative measures where legal requirements are satisfied.

A company facing a credible allegation should therefore establish an evidence-preservation protocol immediately.

Phones and Computers May Become Important Evidence

Messages, emails, calendars, invoices and financial records can help establish who knew about the proposed commission and what was expected in exchange.

Employees should not destroy or manipulate potentially relevant electronic data.

Can the Executive Be Detained?

The existence of an allegation does not automatically justify detention or arrest. Criminal-procedure measures require their own legal conditions.

A foreign executive who learns of an investigation should obtain criminal counsel before attending a police or prosecutor interview.

Interpreter Rights Are Important for Foreign Executives

A foreign suspect who cannot adequately understand Turkish should ensure that they understand the allegations, questions and statement before signing procedural documents.

No statement should be signed without understanding its contents.

Do Not Guess During a Criminal Statement

If the executive does not remember a transaction, they should not invent an explanation simply to provide an immediate answer.

Financial and commercial cases frequently require examination of records before detailed factual responses can safely be made.

Separate the Individual’s Defense From the Company’s Position

The interests of the company and executive may initially appear identical but can later diverge.

Independent legal representation may therefore become appropriate in some investigations.

Review the Contract With the Person Offering the Payment

The company may have contractual rights to suspend or terminate the relationship if a supplier, consultant or agent offers improper payments.

Anti-corruption representations and termination clauses should be reviewed.

Recovery of Losses May Be Possible

If the company suffered financial damage because of a kickback arrangement, civil and contractual remedies may be available in addition to criminal proceedings.

Preserve evidence of overpayments and resulting losses.

Immediate Action Plan

When a foreign executive is offered a secret commission in Turkey, the safest response is to avoid accepting or transferring the payment, preserve the original communications, identify the proposed beneficiary and expected favor, notify appropriate internal compliance personnel, secure accounting and electronic evidence, investigate related transactions, review the relevant contracts and obtain Turkish legal advice before making statements or accusations.

Frequently Asked Questions

Is accepting a secret commission automatically bribery in Turkey?

Not automatically. Bribery analysis depends particularly on the involvement of public officials and the purpose of the benefit. Private-sector kickbacks can nevertheless create other serious criminal and civil risks.

Is a legitimate sales commission lawful?

Potentially, yes. Genuine commissions supported by actual services, transparent contractual arrangements and proper accounting should be distinguished from concealed personal kickbacks.

What if the commission is paid to the executive’s relative?

Using a relative or third-party account does not eliminate legal risk and may create evidence of concealment.

Can a consultancy invoice make the payment lawful?

Not by itself. Authorities can investigate whether genuine consulting services were actually performed.

What if the executive refuses the money?

The refusal can be highly important. The executive should preserve evidence of the proposal and consider appropriate internal and legal steps.

Should WhatsApp messages be deleted?

No. Potentially relevant communications should be preserved rather than destroyed or altered.

Can a foreign executive be investigated in Turkey?

Yes. Foreign nationality does not prevent investigation where Turkish criminal jurisdiction applies.

Can both the company and executive need lawyers?

Potentially. Their interests can diverge depending on who authorized, knew about or benefited from the transaction.

What if an intermediary says the money is needed for a government official?

Do not authorize the payment merely on the intermediary’s explanation. Identify the proposed recipient and obtain legal advice immediately.

What should the executive do first?

Do not accept, promise or conceal the proposed payment. Preserve the evidence and determine exactly who would receive the benefit and what action is expected in return before taking further steps.

Client-Focused Legal Support for Foreign Executives Facing Bribery and Commercial Crime Risks in Turkey

Secret commissions and kickback allegations can develop into bribery investigations, fraud allegations, breach-of-trust disputes, financial investigations, searches, digital-evidence examinations and personal criminal exposure for executives. Fırat Fesih Kaya Law Office assists foreign executives, international companies and foreign investors facing criminal and commercial investigations in Turkey. Lawyer Fırat Fesih Kaya provides legal assistance from the earliest investigation stage, including evidence preservation, police and prosecutor proceedings, internal investigations, financial and digital evidence, defense strategy and related corporate disputes.

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