TİCİS TÜRKİYE · 14.09.2026
14 September 2026 · Weekly publication · TİCİS assessment
The target may have a strong balance sheet, an attractive price and available financing. One question can still remain unanswered: does the investment require screening or approval before completion? TİCİS recommends addressing this alongside price negotiations.
What is changing?
The Commission’s 26 June 2026 statement says the revised framework covers indirect investment and EU companies ultimately controlled outside the EU. Sensitive areas include critical technology, energy, transport and finance.
European Commission — 26.06.2026
According to the Council, screening decisions remain a national responsibility. Entry into force and application are separate: the new rules provide an 18-month transition after entry into force. Check existing national requirements and the new framework’s status at the transaction date.
Council of the EU — 08.06.2026
Does every acquisition face the same review?
This publication does not mean every European company or factory acquisition automatically requires approval. Nor should the EU framework be read as applying to every non-EU country in Europe. Initial assessment must address the specific country and transaction.
Give your legal adviser the target’s activities, the proposed shareholding, voting and management rights, the investor’s ownership chain and the transaction structure. Do not assume identical treatment for share purchases, asset acquisitions and new facilities. Include the factory’s products and technology rather than relying on its registered business name.
Why is incorporating in the EU not a complete answer?
If a Turkish investor plans to acquire through an EU company it controls, preparation should not stop at the buyer’s registered address. TİCİS recommends documenting actual control from the outset and asking local counsel to assess the structure. Do not commit on the assumption that incorporation removes screening considerations.
Prepare before paying a deposit or making a binding offer
An initial file should describe the buyer and target, direct and indirect owners, control rights, target activities, proposed price, funding source and expected completion date. This is a TİCİS preparation checklist, not a universal statutory document list.
Ask local counsel for a written assessment of notification requirements, whether completion must await approval and which missing information could affect timing. A deadline experienced in an earlier investment is not a guarantee for a new deal.
Coordinate the contract and financing timetable
TİCİS recommends addressing required approvals, responsibilities, cooperation with filings, the final completion deadline and the consequences of refusal during contract preparation. Deposit repayment conditions should be explicit; transaction counsel should draft the applicable provisions.
Assess financing-offer validity, exchange-rate exposure, advisory expenses and waiting costs on one timeline. Agreement between buyer and seller does not itself complete the regulatory process. Plan payment and transfer of control alongside the approval assessment.
TİCİS assessment: feasibility belongs in the valuation
In our view, an attractive price must be assessed together with the ability to complete the transaction. Begin with a short country, sector and ownership review when selecting the target. Then coordinate legal, finance and commercial teams around one schedule. This can reveal uncertainties that price discussions alone overlook.
This publication provides general information and TİCİS commercial analysis. Confirm transaction-specific approvals, notifications, waiting obligations and contractual conditions with the competent national authority and local legal counsel.