AIGERIM SABIT BIKMAZ

Turkey’s e-commerce market has seen record growth amid the pandemic. According to the
Turkish Ministry of Commerce, by the end of 2020, the e-commerce market in Turkey increased by 65
percent compared to the previous year, and the market volume reached 227 billion Turkish lira. The ecommerce market is expected to reach a record high of 400 billion Turkish Lira in 2021. Against the
background of the significant growth of the e-commerce market in Turkey, there is a high interest of
foreign providers of goods and services in this sector.
In this newsletter, prepared in accordance with the provisions of the legislation in force as of
28/04/2021, we aim to provide basic information regarding the legal regulation of e-commerce in
Turkey. By examining the help, you will be able to familiarize yourself with the possible models for
doing e-commerce in Turkey and compare the advantages and disadvantages of each of the models.
For detailed information on e-commerce issues of your concern in Turkey, as well as other
aspects of Turkish law, please contact the following e-mail address: info@aigerimbikmaz.com

I. LEGISLATION

In order to regulate the foundations and procedures of electronic commerce, Turkey adopted
Law No. 6563 “On the Regulation of Electronic Commerce” (hereinafter – the Law) of 23.10.2014,
which entered into force on 1.05.2015. Along with the Law, for a more detailed regulation of the
foundations of electronic commerce on July 15, 2015, in the Official Gazette No. 29417, the
Communique of the Ministry of Trade on Commercial Communications And Commercial Electronic
Message was published (valid as amended on January 4, 2020, published in the Official Gazette No.
30998), as well as on August 26, 2015, in the Official Gazette No. 29457, the Decree of the Ministry of
Commerce on service providers and intermediaries of service providers in e-commerce was published
(valid as amended on 15.02.2019, published in the Official Gazette No. 30687).
According to the Law, providers of goods and services can carry out e-commerce both directly
by opening their own e-commerce platform, and with the help of intermediaries representing ecommerce platforms. In view of this fact, we will consider the issue of e-commerce in Turkey based on
the following headings:
• E-commerce in Turkey directly by providers of goods and services.
• E-commerce in Turkey using intermediaries providing e-commerce platforms.
• E-commerce through foreign e-commerce platforms.

II. E-COMMERCE IN TURKEY DIRECTLY BY PROVIDERS OF GOODS AND SERVICESE-commerce platform

1. E-commerce platform

It is obvious that the basis of e-commerce is an electronic platform that serves as a showcase for
the goods and services of the provider. Due to this, the first step is to open an e-commerce platform – it
can be a website or a combination of a website and a mobile application.

2. Opening a company or a branch in Turkey

The e-commerce platform by itself does not define the nationality of the provider of goods and
services. The provider’s affiliation to the jurisdiction of a particular state is determined by the
information of the invoice sent to the buyer by e-mail/phone to confirm the purchase from the ecommerce platform and attached to the product for delivery to the buyer. At the same time, if goods and
services are presented on behalf of a foreign legal entity and individual, then the goods will be taxed
when crossing the Turkish border. In order to avoid the processes, taxation of each single case of
delivery, which negatively affects the competitiveness of the provider, it is necessary to have a
warehouse of goods in Turkey. And since the wholesale delivery and warehousing of goods implies a
commercial activity, it is necessary to register a company or a branch of a foreign company in Turkey.

3. Registration in İleti Yönetim Sistemi (Notification Management System)

According to the Communique on Commercial Communications and Commercial Electronic
Messages, in order to send messages and/or emails to customers for the purpose of advertising goods,
services and their providers, informing about promotions, congratulations and reminders, providers of
goods and services need to register in İleti Yönetim Sistemi (Notification Management System). Sending
messages and mails for the above purpose without registering in the System is subject to an
administrative fine. A fine is issued in relation to each single case of sending commercial notifications
without registration in the Notification Management System.

4. Registration in VERBIS (Registration system of data controllers)

E-commerce implies the mandatory collection and storage of personal data of buyers for
confirmation of purchase, invoicing, delivery of goods and other commercial purposes. According to
Article 10 of the Law No. 6563 “On the Regulation of Electronic Commerce, service providers are
responsible for the storage and security of buyers’ personal data.
Along with this, according to the Law on the Protection of Personal Data No. 6698, individuals
and legal entities receiving and storing personal data of citizens of the Republic of Turkey, as well as
determining the purposes of using the received personal data, are called the “data controller” and are
under the obligation to register with Veri Sorumluları Sicil Sistemi (abbreviated – VERBIS, Eng. Data
controller registration system).
The collection, storage and use of personal data of citizens without registration with VERBIS
entails an administrative fine of 5,000 to 1 million liras, as well as criminal liability in the presence of
corpus delicti under the Turkish Criminal Code No. 5237.

5. Receiving the “Seal of Trust” (Güven Damgası)

According to the Communique of the Turkish Ministry of Commerce on The Seal Of Trust in
E-commerce dated May 6, 2017, published in the Official Gazette No. 30088, the seal of trust can be
obtained by providers of goods and services who have fulfilled the conditions regarding the minimum
security and quality of services through e-commerce. Obtaining the seal of trust is optional, but obtaining
it will increase the competitiveness of the e-commerce platform, as it provides consumers with
assurances regarding compliance with the security conditions in transactions carried out on the platform.
E-commerce platforms wishing to obtain a seal of trust must at least meet the following
requirements:
• Ensure that all types of transactions involving personal data and payment information are
performed on the website using EV SSL and on the mobile application using SSL;
• Take necessary precautions by obtaining Class A or B penetration testing certifications;
• Confirm the compliance of the activity with the provisions of the Law on Bank Cards and
Credit Cards; The Law on the Regulation of Internet Publications and the Fight against Crimes
Committed Through These Publications; Payment Systems Law; Consumer Protection Law; The Law
on the Regulation of Electronic Commerce; Of the Law on the Protection of Personal Data, as well as
compliance with secondary regulatory legal acts adopted on the basis of the mentioned laws.
• Take action on content that may adversely affect the physical, mental, moral, psychological
and social development of children in the e-commerce environment.
• Detailed information on the content, material, dimensions, purposes of use, warranties,
measures of technical support of the goods, as well as information on visual elements that make it
possible to understand the actual dimensions of goods subject to electronic commerce, the delivery time
of the order to the buyer. Providing permanent information about the status of the order.
• Providing an opportunity to communicate with customer service so that the buyer can receive
information about his order and transmit inquiries and complaints, at least using one of the methods of
communication – via the Internet or by telephone. Ensure effective management of inquiries and
complaints.
• Confirm that the authorized persons of the e-commerce platform did not commit crimes against
the security of the state, intentional crimes against the constitutional order, did not commit theft,
extortion, bribery, theft, fraud, abuse of trust. Confirm that the authorized persons of the e-commerce
platform were not found guilty of bankruptcy, rigging a tender, rigging the execution of the law,
laundering assets obtained as a result of crime, smuggling or crimes through the use of information
technology.
Thus, obtaining a seal of trust guarantees customers the safety of the e-commerce platform and
thereby serves as a tool for consumers to trust the platform and the Providers of goods and services
presented on the platform.

6. Settlement of legal, administrative and organizational issues

Along with the measures required to be taken in connection with the aforementioned regulatory
legal acts, for the smooth operation of the e-commerce platform, a number of legal, administrative and
organizational issues of a mandatory and voluntary nature need to be resolved. Among the main issues
are the following:
• Contract of sale. First of all, there is a need to draw up a legally competent contract for the
sale of goods and services. Due to the fact that the jurisdiction of Turkey will apply to the contracts, it
is important to take into account the provisions of the Turkish Code of Obligations No. 6098 and the
Law on Consumer Protection No. 6502 when preparing the contract.
• Terms of exchange and return of products. It is necessary to take into account the specifics
of Turkish legislation on the terms, conditions and methods of return and exchange of products.
• Issues of payment, provision of installments. It is necessary to establish an agreement with
banks regarding electronic payment systems; the possibility of providing an installment plan; the
possibility of payment upon delivery of the goods (payment at the door / kapıda ödeme – the buyer pays
for the goods after reviewing it upon delivery).
• Arrangements with couriers. The competitiveness of e-commerce product providers often
depends on the speed of order delivery. In this regard, it is important to establish an efficient
transportation channel.
• Well-coordinated work with a financial consultant (accountant). The issues of integrating the
electronic invoicing system, timely submission of monthly, quarterly, annual returns, obtaining tax
rebates, timely payment of taxes, repatriation of profits when opening a branch of a foreign company
must be resolved with an accountant.
• Marketing and advertising. When preparing advertising texts, videos, voiceovers, it is
necessary to work out the material for compliance with the requirements of Turkish legislation regarding
advertising.

III. ELECTRONIC COMMERCE IN TURKEY USING INTERMEDIARIES PROVIDING ELECTRONIC COMMERCE PLATFORMS (MARKETPLACES)

Due to the popularity of certain e-commerce platforms among consumers, small, medium and
even large businesses in most cases use the services of intermediaries that provide e-commerce platforms
for a commission on sales. It should be noted that representatives of large businesses with their own ecommerce platforms do not neglect the services of intermediary platforms.
Today, the leading e-commerce platforms in Turkey are Trendyol, Hepsiburada, GittiGidiyor,
N11, Sahibinden.com, YemekSepeti, CicekSepeti, Akakçe.com, Cimri.com
The advantages of the Intermediary E-Commerce Platforms are:
• The provider of goods and services directs its resources to the development of a product /
service, since there is no need to invest in the creation of its own e-commerce platform and the
establishment of technical issues.
• The “Seal of Trust” is received by the Mediator.
• A wide client base, accumulated through constant advertising campaigns and marketing
strategies of the Reseller.
• Support of Providers in resolving organizational issues with carriers and banks.
• The Provider’s Helpdesk can provide basic legal and financial support.
• Support for Providers in organizing the processes of selling goods and services and further
customer service on exchange, return, complaints and wishes.
• The Intermediary provides an opportunity for the Provider to test the competitiveness of their
goods and services at minimal cost.
However, when conducting e-commerce using intermediaries providing e-commerce platforms,
providers of goods and services, in accordance with the above information, will also be required to:

Open a company or a branch in Turkey

According to article 5 of the Communique of the Ministry of Commerce on Service Providers
And Intermediaries Of Service Providers In E-Commerce, when selling goods and services through the
use of intermediaries providing e-commerce platforms, providers of goods and services are obliged to
provide Intermediaries, in addition to general information about the company, KEP address and
MERSIS number owned exclusively by legal entities registered in Turkey.

Register in VERBIS (Data Controller Registration System)

Taking into account the fact that the personal data of the buyers received by the Intermediary
when making a purchase is transferred to the Provider of goods and services for further processing of
the order, respectively, the personal data of the buyers are processed by both the Intermediary and the
Provider. In view of this, according to article 10 of the Law on Regulation of Electronic Commerce, the
Provider of goods and services and the Intermediary are separately responsible for the storage and
security of personal data of buyers. Along with this, we recall that according to the Law on the Protection
of Personal Data No. 6698, individuals and legal entities that receive and store personal data of citizens
of the Republic of Turkey, as well as those determining the purpose of using the received personal data,
are called “data controller” and are under the obligation to register in VERBIS.

Register in İleti Yönetim Sistemi (Notification Management System)

Unlike registration in VERBIS, registration of providers of goods and services with İleti
Yönetim Sistemi is mandatory if it is necessary to send electronic notifications of a commercial nature
to consumers.

IV. ELECTRONIC COMMERCE THROUGH FOREIGN ELECTRONIC COMMERCIAL PLATFORMS

Turkey, being among the leaders of the global e-commerce market in terms of sales, is quite an
attractive country in terms of foreign e-commerce platforms. Turkish legislation does not provide for
the obligation to register a branch / representative office for foreign e-commerce platforms in Turkey,
which allows these platforms to freely develop their business with the involvement of Turkish
consumers. Thus, it is possible to carry out e-commerce in Turkey by popularizing the already existing
foreign platform among Turkish consumers.
However, the provisions of the Law on the Protection of Personal Data also apply to foreign
legal entities and individuals processing data of Turkish citizens, respectively, when carrying out
activities in relation to Turkish consumers through foreign e-commerce platforms, platform owners and
providers of goods and services will need to register with VERBIS as a data controller.
Finally, we note that due to the rather large turnover of e-commerce through foreign platforms,
in order to support the competitiveness of national e-commerce platforms, on May 16, 2019, in the
Official Gazette No. 30775, the Decision of the President of the Republic of Turkey “On Amendments
to the Decision on the Application of Certain Provisions Law No. 4458 on Customs” was published.
According to the provisions of the Decision, goods arriving in Turkey by post or express cargo are taxed
at 20% of the value of the goods, if the goods arrive from EU countries, the tax rate is 18%. The tax is
levied on the consumer who receives products that have arrived from a foreign country.
TO SUM UP, we want to highlight both the legal and economic feasibility of implementing ecommerce in Turkey through the use of intermediaries providing e-commerce platforms. This will allow
Service Providers to study the Turkish market and consumers, get initial support in organizing sales and
test the competitiveness of the goods and services offered with the lowest financial and time costs.
For detailed information on e-commerce issues of your concern in Turkey, as well as other
aspects of Turkish law, please contact the following e-mail address: info@aigerimbikmaz.com

Yours faithfully,

Aigerim Sabit Bıkmaz, LL.M.

28 April 2021, Ankara