Recent Changes Regarding the Determination of Companies Subject to Independent Auditing

The Decision Amending the Decision on Determination of Companies Subject to Independent Auditing ("Amendment Decision") was published in the Official Gazette dated March 17, 2026.

With the Amendment Decision, which entered into force as of its publication date to be applied to accounting periods starting on or after 1 January 2026, companies that are not included in the lists (I) and (II) annexed to the Decision on the Determination of Companies Subject to Independent Audit (the “Decision”) will fall within the scope of independent audit if they exceed the threshold values of at least two of the following three criteria successively in two consecutive accounting periods:

• Assets worth over TRY 500 million (previously TRY 300 million)
• Net annual sales over TRY 1 billion (previously TRY 600 million)
• Number of employees more than 150 (no change)

The list numbered (I), attached to the Decision, includes companies subject to the regulation and supervision of the Capital Markets Board, companies subject to the regulation and supervision authority of the Banking Regulation and Supervision Agency, as well as insurance, reinsurance, and pension companies, the enterprises engaged in precious metal production or trade, general stores, and media service providers.

With the Amendment Decision, state economic enterprises operating within the scope of Decree Law No. 233 on State Economic Enterprises and their subsidiaries, as well as companies established domestically under the Natural Gas Market Law No. 4646, in which more than 50% of the share capital is directly or indirectly held by public economic enterprises, have also been included within the scope of list (I). Accordingly, such entities have become obliged to appoint an independent auditor without being subject to any threshold criteria.

In general, the amendments made in the Decision, particularly the increase in thresholds for total assets and net sales revenue, will result in a narrowing of the scope of companies required to appoint independent auditors among those not listed in lists (I) and (II).

Therefore, in order to avoid any incompliance, it is very important that the new thresholds and scope changes are evaluated for the accounting periods starting on and after January 1, 2026 and that the companies within the scope fulfill their obligations to appoint an independent auditor.