Obligatory Direct Sales Authorization Certificate applicable to those engaged in activities as independent representatives, distributors, consultants, and under similar names, receiving benefits such as commissions, premiums, incentives, and awards

The Regulation on Direct Sales (“Regulation”) was published in the Official Gazette dated 08.08.2025, and numbered 32980, and entered into force except for the following provisions which will become effective on 01.01.2026: (i) the total amount of commissions, premiums, and similar benefits provided by the direct sales company to direct sellers, excluding retail sales profit, shall not exceed fifty percent of the company’s annual net sales of goods or services subject to direct sales, and (ii) the total amount of benefits such as commissions, premiums, incentives, and awards paid by the direct sales company due to the participation of new direct sellers in the system, excluding retail sales profit, shall not exceed thirty percent of all benefits distributed in the relevant calendar year.

With the Regulation, specifically regulating direct selling systems, which are mostly composed of female entrepreneurs, the definition of direct sales is also regulated for the first time in parallel with consumer protection legislation: “sales in which the direct seller gains a benefit as a result of the consumer purchasing goods or services from the direct seller or from the direct sales company for which the seller acts as an intermediary.”

In terms of scope, the Regulation, which applies to the seller or provider who sells goods or services to the consumer within the direct sales system, defines the direct sales system as “a sales system established by a direct sales company where a direct seller, acting as independent representative, distributor, consultant, and under similar names, receives benefits such as commissions, premiums, incentives, and awards, and sells or markets goods or services to the consumer, without being employed under an employment contract”; and the direct sales company is defined as “the seller or provider who sells goods or services to the consumer within the direct sales system.”

The direct seller is responsible to the direct sales company for the exercise of rights granted to the consumer by the Regulation and for the fulfillment of its other obligations towards the consumer, and the direct sales company is jointly and severally liable with the direct seller.

The sale of capital market instruments as defined in the Capital Markets Law No. 6362 and crypto assets through the direct sales system is prohibited. It should be noted that the Capital Markets Board, in an earlier bulletin, prohibited peer-to-peer (p2p) transactions among direct users; therefore, no different regulation is applicable for the crypto market.

Direct Sales Authorization Certificate

Direct sales companies must obtain a direct sales authorization certificate from the General Directorate of Consumer Protection and Market Surveillance (“General Directorate”) in order to operate. The authorization certificate is valid for three years.

Companies engaged in direct sales activities must be joint stock companies and have a paid-up capital of at least TL 10,000,000. In addition, in order to ensure financial security, these companies are required to deposit TL 3,000,000 into one of the blocked accounts opened at banks based in Turkey.

Direct sales companies engaged in direct sales activities before the publication date of the Regulation may continue their activities until their authorization certificate applications are issued by the General Directorate. These companies must align their company structures and activities with the procedures and principles set forth in this Regulation and apply for a direct sales authorization certificate by 30.01 2026.

Right of Withdrawal

In direct sales, separate from the provisions regarding preliminary notice and the form and mandatory content of the contract regulated by the relevant legislation on the sale of goods or services, it is mandatory to provide the consumer with an information form, either in written form or via a permanent data storage medium, whose content is determined in the Regulation. Consumers are granted a right of withdrawal of 30 days without giving any reason and without paying any penalty. If the information form is not provided to the consumer, or is provided as incomplete or inaccurate, this period is extended to 1 year. It is sufficient to notify the direct seller or the direct sales company in writing or via a permanent data storage medium regarding the exercise of the right of withdrawal before the expiry of the right of withdrawal period.

Exceptional cases in which the right of withdrawal cannot be exercised are also regulated in the Regulation.

This Regulation, focusing on consumer protection, sets out measures to prevent direct sales systems from turning into pyramid schemes and aims to ensure that direct sales systems operate in a transparent, fair, and reliable manner.