The Capital Markets Board (CMB), known in Turkish as Sermaye Piyasası Kurulu (SPK), is Türkiye’s principal securities regulator. Established under Capital Markets Law No. 2499 and re-codified under Law No. 6362, the CMB has rule-making and supervisory authority over public offerings, capital-market instruments, investment funds, portfolio management companies, brokerage firms, independent auditors, and: since the 2024 amendments: crypto-asset service providers operating in or targeting Türkiye.
The CMB issues primary regulation in the form of Communiqués (Tebliğ), guidance, and standardized forms. Its consent or registration is required for most regulated activities, including IPO and follow-on offering prospectuses, private placement to qualified investors, fund formation (Girişim Sermayesi Yatırım Fonu: GSYF / Business Special Funds: BSGF), portfolio management licensing, crowdfunding platform authorization, and crypto-asset service provider licensing under Communiqué III-35/B.1.
For technology founders and venture funds, the CMB matters in several specific contexts: when a Turkish fund is being structured (GSYF/BSGF approval and reporting), when capital is being raised from qualified investors at scale, when a crowdfunding round is being conducted through a licensed platform under Communiqué III-35/A.2, and when a crypto-asset service is being delivered to Turkish residents. The CMB also enforces anti-market-manipulation rules, insider-trading prohibitions, and disclosure obligations of publicly traded companies.
Internationally, the CMB is a member of IOSCO and participates in cross-border enforcement cooperation through MMoU arrangements. For inbound investment from outside Türkiye, CMB clearance is typically required where the transaction involves the offering, sale, or distribution of capital-market instruments to Turkish residents. Outbound: where Turkish issuers approach foreign markets: the CMB’s role is more limited, but reporting obligations still apply for listed companies.
The CMB sits within Türkiye’s broader financial regulatory architecture alongside the Banking Regulation and Supervision Agency (BDDK), the Central Bank (TCMB), and the Treasury and Finance Ministry. Coordination between these regulators is particularly active in fintech, payments, crypto-asset, and cross-border investment topics.
References
- Turkish Law No. 6698 on the Protection of Personal Data (KVKK)
- Personal Data Protection Authority of Türkiye
- Turkish Capital Markets Law No. 6362
- Turkish Capital Markets Board (SPK)
- Turkish Banking Regulation and Supervision Agency (BDDK)
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