Changes to Qualified Investor Status Following the CMB’s Announcement of 26 October 2026
The Capital Markets Board of Türkiye (the “CMB”) announced significant changes to the monetary thresholds applicable to professional client and qualified investor status in a press release dated 26 October 2026. These changes directly affect investor classification under Turkish capital markets legislation and the eligibility requirements for accessing certain investment instruments.
According to the CMB’s announcement, the minimum financial assets required for individuals seeking to be classified as professional clients upon request have increased from TRY 10,000,000 to TRY 50,000,000, while the applicable transaction volume threshold has risen from TRY 5,000,000 to TRY 25,000,000. The CMB also announced revisions to the financial thresholds applicable to the classification of legal entities as professional clients.
The amendments extend beyond professional client classification and also affect the requirements for qualified investor status. As stated in the CMB’s press release, the qualified investor criteria established by reference to professional investor provisions in various communiqués have been revised accordingly. In addition, the specific exemption previously applicable to the sale of participation units in real estate investment funds and venture capital investment funds has been abolished.
1. Increase in the Monetary Thresholds for Professional Client Status
Under the CMB’s announcement of 26 October 2026, the financial asset and transaction volume requirements for persons seeking professional client classification upon request have been substantially increased. The minimum financial asset threshold has risen from TRY 10 million to TRY 50 million, while the transaction volume threshold has increased from TRY 5 million to TRY 25 million.
Both thresholds have therefore increased fivefold, making the financial requirements for obtaining professional client status more stringent.
Professional client status is relevant to investor classification under Turkish capital markets legislation and may affect the regulatory framework governing dealings with investment firms. However, the revised thresholds should not be treated as universally sufficient or mandatory conditions for all investors. The applicable criteria must be determined by reference to the investor’s classification, the scope of the relevant regulation and any additional statutory or regulatory requirements.
The CMB also stated that the monetary thresholds applicable to legal entities seeking professional client status have been revised. As the press release does not specify the new amounts applicable to legal entities, these must be determined by reference to the relevant regulatory instruments.
2. Implications for Qualified Investor Status
The amendments also extend to the eligibility requirements for qualified investor status through cross-references to the provisions governing professional investors.
Under Turkish capital markets legislation, access to certain investment instruments may be restricted to investors who qualify as qualified investors. Accordingly, changes to the monetary criteria governing professional client and professional investor status may also affect qualified investor eligibility where the relevant regulations incorporate those criteria by reference.
The CMB’s press release of 26 October 2026 expressly confirms that the qualified investor requirements established by reference to professional investor provisions in various communiqués have also been revised. Investors must therefore consider not only the rules governing professional client classification but also the specific regulatory requirements applicable to the financial products in which they intend to invest.
The position of existing qualified investors must be assessed in light of the applicable legislation and any transitional provisions. The press release alone does not establish that all existing investor classifications automatically cease to be valid or that all ongoing transactions are affected in the same manner.
3. Removal of the Exemption Applicable to Real Estate Investment Funds and Venture Capital Investment Funds
The amendments also abolish the previous exemption applicable to real estate investment funds (“REIFs”) and venture capital investment funds (“VCIFs”).
As stated in the CMB’s press release, a specific exemption had been introduced for qualified investors acquiring participation units in these funds under Principle Decision No. i-SPK.37.7, adopted pursuant to Board Resolution No. 65/2354 dated 18 December 2025. The CMB’s announcement of 26 October 2026 confirms that this exemption has been abolished. Consequently, investors acquiring participation units in REIFs and VCIFs will also be subject to the general monetary thresholds prescribed for qualified investors under the applicable legislation.
Prospective investors in these funds should verify whether they satisfy the revised qualified investor requirements. Assessments conducted under the previous exemption may no longer be applicable under the new framework. Each proposed investment should therefore be reviewed individually against the legislation currently in force.
Investment in a real estate investment fund and the direct acquisition of immovable property are legally distinct transactions. The changes announced by the CMB concern fund participation units and investor classification under capital markets legislation. They should not, therefore, be interpreted as a general amendment to the minimum investment amount applicable to direct acquisitions of immovable property.
Similarly, the amendments do not, in themselves, alter the requirements for acquiring Turkish citizenship by investment through the purchase of immovable property. Investments made under Turkish citizenship legislation and investments in capital markets instruments must be assessed separately under their respective legal frameworks.
The removal of the exemption previously applicable to investors in real estate investment funds (“REIFs”) and venture capital investment funds (“VCIFs”) under the CMB’s decision of 26 October 2026 is also relevant to foreign investors seeking to acquire Turkish citizenship by investment. The requirements to acquire fund participation units worth at least USD 500,000 and to hold such units for a minimum period of three years remain unchanged. However, foreign investors intending to invest in these funds must also satisfy the revised eligibility requirements for qualified investor status.
4. Practical Implications of the Amendments
Investors and investment firms should review their existing positions in light of the increased monetary thresholds and the removal of the exemption. In particular, persons intending to invest in REIFs or VCIFs should determine whether they meet the revised qualified investor requirements and how those requirements apply to their individual circumstances.
This assessment should establish the regulatory basis on which an investor is classified as a professional client or qualified investor, how the relevant financial asset and transaction volume criteria apply in the particular case, and whether any product-specific provisions govern the proposed investment.
For ongoing investment transactions and existing investor classifications, the effective date of the amendments and any applicable transitional provisions must also be examined. An increase in the monetary thresholds does not necessarily mean that the legal position of every existing investment relationship has changed. Such matters should instead be assessed individually by reference to the relevant CMB resolutions and applicable regulatory provisions.
The fivefold increase in the financial asset and transaction volume thresholds announced by the CMB on 26 October 2026 represents a significant development in Turkish capital markets regulation. The increase in the minimum financial asset threshold from TRY 10 million to TRY 50 million and in the transaction volume threshold from TRY 5 million to TRY 25 million also affects qualified investor eligibility through the relevant regulatory cross-references to professional investor provisions.
The removal of the exemption previously applicable to the sale of participation units in REIFs and VCIFs is particularly relevant to prospective investors in these funds. Existing investor classifications and proposed transactions may consequently require reassessment under the amended regulatory framework.
The application of these amendments may differ depending on the investor’s status and the nature of the investment. Product-specific requirements and any applicable transitional provisions must therefore be taken into account when determining professional client or qualified investor status.
At NEXPO LEGAL, we assess the legal implications of regulatory changes for investors’ existing classifications and proposed transactions on a case-by-case basis. Investors and companies are advised to seek legal advice to determine how the new requirements apply to their particular circumstances under the legislation currently in force.
