As of January 1, 2025, real estate investment trusts are required to distribute at least 50% of the income derived from their real estate activities as dividends within the prescribed period in order to benefit from the corporate income tax exemption. Failure to make the distribution on time does not merely constitute a breach of a condition; it also results in the loss of the exemption.
Corporate Income Tax General Communiqué Serial No. 25, published on May 24, 2026, clarified several important uncertainties. It stated that the profit distribution requirement would not apply where the real estate activity or the overall activity results in a loss.
However, the existence of distributable profit does not necessarily mean that such profit can always be distributed within the prescribed period. Legal or factual obstacles arising outside the company’s control may, in some cases, make profit distribution impossible.
The force majeure events listed in Article 13 of the Tax Procedure Law are not exhaustive. The expression “similar circumstances” included in the provision allows situations not expressly listed in the law to be considered within the scope of force majeure depending on the specific circumstances of the case. We can also see that this approach has occasionally been adopted in the Tax Administration’s private ruling practice, where events arising outside the taxpayer’s control and effectively preventing the timely fulfilment of a statutory obligation have been assessed without being limited strictly to the examples listed in the law.
One notable example is the private ruling issued by the Istanbul Tax Office on March 18, 2020, numbered 62030549-125[5-2019/406]-E.308436. Due to controls carried out by the German tax authorities, part of the income derived from a foreign subsidiary could not be transferred to Türkiye within the period prescribed by law, and this was accepted as a force majeure event within the scope of Article 13 of the Tax Procedure Law. In this case, the Tax Administration treated an event not expressly listed in the law as force majeure in relation to the failure to fulfil, within the prescribed period, a condition attached to a corporate income tax exemption.
This approach raises the same question for REITs: Can the force majeure provisions apply where an event outside the control of the REIT makes profit distribution legally or factually impossible?
For example, a measure that effectively prevents the distribution, a court decision preventing the implementation of a profit distribution resolution, or an extraordinary event that seriously disrupts the company’s activities may be considered within this framework.
By contrast, it appears considerably more difficult to treat cash-flow shortages, financing difficulties, failure to obtain the necessary resolution at the general assembly, or management disputes in the same manner. These are generally risks that fall within the company’s own operational and organisational sphere.
There is no specific regulation governing the application of force majeure provisions to the profit distribution requirement applicable to REITs. Therefore, in exceptional cases where profit distribution genuinely becomes impossible due to circumstances outside the company’s control, I believe that the force majeure provisions of the Tax Procedure Law should be assessed in light of the specific circumstances of the case rather than automatically concluding that the exemption has been lost.

Sources
Corporate Income Tax Law, Article 5/1-d.
Amendments introduced by Law No. 7524 concerning REITs and real estate investment funds.
Sections of the Corporate Income Tax General Communiqué relating to the income exemption applicable to REITs and real estate investment funds.
Turkish Commercial Code provisions concerning profit distribution and the determination of distributable profit.
Tax Procedure Law provisions on force majeure — only if this discussion is retained in the article.