# How to Liquidate a Company: A Step-by-Step Guide to Closing Down and Avoiding Ex Officio Deregistration

> How sole proprietorships and capital companies are closed down through voluntary liquidation, what ex officio deregistration (resen terk) means, and the steps to follow when closing a business.

Source: https://sinemyavuz.com.tr/en/blog/company-liquidation-guide-turkey
Category: Company Formation
Published: 2026-09-17
Updated: 2026-09-17
Author: Sinem Yavuz, Certified Public Accountant (SMMM) — SMMM Sinem Yavuz: Finance, Accounting & Advisory Office

Opening a company well matters — but closing it properly matters just as much. A closure that isn't handled correctly can create liabilities that surface years later.

## How Do You Close a Sole Proprietorship?

For a sole proprietorship, the process is relatively simple: you file a notice of cessation with the tax office, cancel any unused documents (invoices, delivery notes, etc.), and close your registration with the relevant chamber and, if applicable, your SGK workplace record. Registration isn't considered closed until final VAT and income tax returns for the last period have been filed in full.

## How Does Liquidation Work for Limited and Joint-Stock Companies?

For capital companies, closure is handled through a multi-stage process called liquidation:

1. **Liquidation resolution:** The general assembly resolves to liquidate the company and appoint a liquidator; this resolution is registered and announced through the trade registry.
2. **Call to creditors:** The company's creditors are invited to declare their claims within a set notice period.
3. **Liquidation balance sheet:** All of the company's assets and liabilities are liquidated — debts are paid, receivables collected.
4. **Final balance sheet and returns:** A final corporate tax return is filed for the liquidation period.
5. **Deregistration:** Once liquidation is complete, the company is struck from the trade registry and its legal personality ends.

This process varies with the size of the company and its number of creditors and debtors, but always requires a minimum timeframe because of the statutory notice period to creditors.

## What Is Ex Officio Deregistration, and Why Is It Risky?

Ex officio deregistration (resen terk) happens when a taxpayer has actually stopped operating but never files a notice of cessation — the tax administration then closes the registration itself, based on its own field inspection and findings. It might look like the problem has resolved itself, but resen terk is disadvantageous for the taxpayer: returns for the intervening period can be treated as never filed, penalty risk follows, and re-registering later can become more difficult. That's why any taxpayer who stops operating should file a proper cessation or liquidation notice before falling into ex officio deregistration.

## Points Often Overlooked at Closure

- Vehicles, real estate or bank accounts still registered to the company not being liquidated before closure
- Severance/notice pay and SGK termination notifications for employees not being handled in full
- Books and records not being retained for the statutory retention period
- Overlooking that partners can retain certain liabilities even after liquidation is complete

## How We Support You Through Closure

Whether it's closing a sole proprietorship or liquidating a capital company, we plan the entire process from start to finish, handling all notifications to the tax office, trade registry and SGK on your behalf, and eliminating the risk of falling into ex officio deregistration. Preparing the liquidation balance sheet and final returns correctly also minimizes any future liability risk for partners.