What is a GSYF (Venture Capital Investment Fund)?
A GSYF (Girişim Sermayesi Yatırım Fonu, Venture Capital Investment Fund) is Türkiye’s regulated vehicle for pooled venture and private-equity investing: a fund without legal personality, established by a licensed portfolio management company under Capital Markets Board (SPK) rules (Communiqué III-52.4), whose units can be sold only to qualified investors. Since the SPK decision of 26 October 2026, the general qualified investor amounts also apply to GSYF units: for individuals, TRY 50 million in financial assets (what changed).
How it works
The portfolio management company founds and manages the fund; assets are held by a custodian; investors subscribe to participation units. At least 80% of the fund’s total value must be venture-capital investments as defined in the communiqué (51% where direct SME investments exceed 10%); target limited companies must convert to joint-stock companies within one year, and venture companies established abroad may make up to 15% of the fund. The fund is supervised by the SPK, must have an information document, and reports periodically.
Why it became the default Turkish vehicle
Tax is the engine: the fund’s portfolio earnings are exempt from corporate income tax, and corporate investors have been able to benefit from deductions on amounts committed to GSYFs, while certain institutional pools are required or incentivized to allocate to venture funds. Compared with an offshore SPV, a GSYF offers onshore regulatory legitimacy: at the cost of SPK oversight, qualified-investor limits and portfolio restrictions.
How a GSYF is set up
The fund is established under SPK Communiqué III-52.4 by a portfolio management company or a venture capital portfolio management company. The process starts with submitting the fund’s internal regulation (içtüzük) for Board approval; the issuance document is then approved and units are sold only to qualified investors. Fund assets are held by the portfolio custodian. The fund may be set up for a fixed term, with the investment period and the exit period defined in the internal regulation. The relationship between the founder, the investment committee and any adviser is governed by the fund documents; in practice this is the Turkish structure closest to the GP-LP model.
Tax treatment in detail
Under Article 5/1-d of the Corporate Tax Law (Law No. 5520), the fund’s earnings from portfolio management are exempt from corporate tax. On the investor side, the venture capital fund mechanism introduced by Article 325/A of the Tax Procedure Law (Law No. 213) allows corporate taxpayers to set aside a fund not exceeding 10% of their declared income and 20% of their equity, and to deduct that amount under Article 10/1-g of the Corporate Tax Law; the amount set aside must be used to acquire GSYF participation units. How gains on units are taxed at investor level depends on the investor’s status and should be modelled before the fund is set up.
GSYF vs. offshore LP or single-deal SPV
A Cayman or Delaware LP offers documents foreign LPs are used to and a flexible distribution waterfall; a GSYF offers access to domestic institutional capital, Turkish tax advantages and the legitimacy that comes with SPK supervision. Funds with mainly Turkish institutional investors choose a GSYF, while funds with mainly foreign LPs prefer structures that run an offshore main fund in parallel with a Turkish GSYF. An SPV set up for a single investment is a vehicle, not a fund: it is not subject to SPK regulation, but it does not benefit from the tax advantages either.
GSYF vs. GSYO?
A GSYO (venture capital investment company) is a corporate, publicly-listable structure; a GSYF is a contractual fund for qualified investors managed by a portfolio management company. Most new Turkish venture vehicles launch as GSYFs because setup is faster and distribution is private.
Can foreign investors invest in a GSYF?
Yes, if they meet the qualified-investor definition; the fund itself remains a Turkish capital-markets institution, which some cross-border LPs prefer to combine with an offshore feeder.
Setting up a GSYF, from the portfolio management company to the fund rules and CMB filings, is part of our fund formation work.
Related: capital commitment, carried interest.
Sources. Tax Procedure Law No. 213. Statute links open the official consolidated Turkish texts on mevzuat.gov.tr.