Suing Turkey’s Capital Markets Board (SPK): Challenging Its Decisions and Claiming Compensation for Supervisory Failure

After losses on the scale of Turkey’s 2026 market manipulation and fund cases, investors and their counsel ask two questions about the regulator. Can SPK’s decisions, such as the liquidation of 131 funds, trading bans or the suspension of brokerages, be challenged? And can the Capital Markets Board, or the State, be held liable for losses that better supervision might have prevented? Turkish law answers both through the administrative courts. Every act and action of the administration is open to judicial review, and the administration must compensate loss arising from its acts and actions (Constitution Art. 125). SPK is a public legal entity whose decisions are reviewed by the administrative courts (Capital Markets Law Arts. 117 and 134), and compensation claims arising from its decisions and actions must be brought against SPK itself, not against its members or staff (Art. 133(4)). This guide explains the annulment action and the full remedy action, the 60-day and one-year time limits, stay of execution, who may sue, what evidence is available, and the further route to the Constitutional Court. It does not suggest that SPK acted unlawfully in the 2026 cases. It reflects the legislation in force as at 25 October 2026.

SPK’s legal status

The Capital Markets Board (Sermaye Piyasası Kurulu, “SPK”) is a public legal entity with administrative and financial autonomy, established to carry out the duties and exercise the powers given to it by the Capital Markets Law and related legislation (Capital Markets Law Art. 117(1)). It performs its duties independently and under its own responsibility; its decisions are not subject to review of expediency, and no organ, authority or person may give it orders or instructions to influence its decisions (Art. 117(2)). The law places SPK’s seat in Istanbul (Art. 117(1)), with Ankara remaining its seat until the relocation is completed (Transitional Art. 7(5)).

Being independent does not place SPK beyond the courts. Every act and action of the administration is open to judicial review (Constitution Art. 125), and administrative actions against SPK’s decisions are heard by the administrative courts and treated as urgent matters (Capital Markets Law Art. 134(1)). The courts review legality only: they may not review expediency, or give judgments that restrict the performance of executive duties, have the character of an administrative act, or remove the administration’s discretion (Constitution Art. 125; Administrative Procedure Law No. 2577 Art. 2(2)).

Annulment and full remedy actions

Where an administrative act infringes a person’s rights, that person may bring a full remedy action directly, bring annulment and full remedy actions together, or first bring an annulment action and then, within the time limit after the decision on it is served, a full remedy action for the loss; the right to apply to the administration under Art. 11 is preserved (Administrative Procedure Law Art. 12). Where the loss arises from an administrative action rather than an act, the claimant must first apply to the administration within one year of learning of the action, and in any event within five years of it; if the application is rejected, or not answered within thirty days, the action may be brought within the time limit (Art. 13(1)).

Which court hears the case

Administrative actions against SPK’s decisions are heard by the administrative courts (Capital Markets Law Art. 134(1)). Unless a law provides otherwise, the competent administrative court is the court of the place where the authority that made the act is located (Administrative Procedure Law Art. 32(1)); venue in administrative cases is a matter of public order (Art. 32(2)). For full remedy actions other than those arising from administrative contracts, the competent court is, in order, the court competent to decide the administrative dispute that caused the loss, the court of the place where the service was performed or the action taken, and otherwise the court of the claimant’s residence (Art. 36).

Regulatory acts of ministries and public bodies that apply nationwide, such as SPK’s communiqués, are challenged at first instance before the Council of State (Danıştay) (Law No. 2575 on the Council of State Art. 24(1)(c)). Appeals are described below.

Time limits

Unless a special law provides a different period, the time limit for bringing an action before the Council of State and the administrative courts is sixty days (Administrative Procedure Law Art. 7(1)). In administrative disputes it runs from the day after written notification (Art. 7(2)(a)); the Constitution likewise provides that time for actions against administrative acts runs from written notification (Art. 125). For regulatory acts that must be published, time runs from the day after publication, but those concerned may also challenge the regulatory act, the act applying it, or both, when it is applied to them; the fact that the regulatory act was not annulled does not prevent annulment of the act applying it (Art. 7(4)).

Stay of execution

Bringing an action does not suspend the administrative act (Administrative Procedure Law Art. 27(1)). The court may order a stay of execution, with reasons, where implementing the act would cause damage that is difficult or impossible to remedy and the act is manifestly unlawful, both conditions being met together; as a rule the decision is taken after the administration’s defence is received or the time for it has passed (Art. 27(2); Constitution Art. 125). The decision must state why the act is manifestly unlawful and what irreparable damage would result (Art. 27(2)). A stay is granted against security, although security may be waived according to the circumstances (Art. 27(6)). A decision on a stay request may be objected to once, within seven days of service, and the decision on the objection is final (Art. 27(7)).

How an administrative case proceeds

Administrative courts follow a written procedure, and the examination is carried out on the documents (Administrative Procedure Law Art. 1(2)). The court conducts every kind of examination in the cases before it of its own motion, and may require the parties and other bodies to send the documents and give the information it considers necessary within a set period; those concerned must comply (Art. 20(1)). If a party does not comply with an interim decision, the court decides in advance, and states in the interim decision, what effect this will have on the judgment (Art. 20(2)). For investors, this power is important: much of the evidence about what SPK knew and did is in SPK’s own files, and the court can order it to be produced.

Requesting information from SPK

Everyone has the right to obtain information from public bodies (Right to Information Law No. 4982 Art. 4(1)). Foreigners resident in Turkey and foreign legal entities operating in Turkey may use the law, on the basis of reciprocity, for information concerning themselves or their field of activity (Art. 4(2)). Public bodies must provide access within fifteen working days, or within thirty working days where another unit or body must be consulted, with the extension and its reasons notified in writing (Art. 11(1)). A refusal may be objected to before the Information Review Board within fifteen days of service, before going to court; the Board decides within thirty working days, and the objection stops the time limit for the administrative action (Art. 13).

The law has important exceptions for this context. Information on administrative investigations whose disclosure would endanger the investigation, and information on criminal investigations and prosecutions whose disclosure would hinder them or prejudice a fair trial, are outside its scope (Arts. 19 and 20), as are commercial secrets and commercial and financial information provided to public bodies on condition of confidentiality (Art. 23). The provisions of procedural laws, including the Administrative Procedure Law, are reserved (Art. 20). A foreign institution without a presence in Turkey will usually rely on the court’s powers under Administrative Procedure Law Art. 20 and on access to the criminal file rather than on Law No. 4982.

A practical sequence for investors

1. Identify the decision or omission. Distinguish SPK decisions addressed to the investor or affecting its interests (annulment, Art. 2(1)(a)) from actions or omissions said to have caused loss (full remedy, Arts. 2(1)(b) and 13).
2. Fix the start of each time limit. Written notification or publication for decisions (Art. 7); the date the investor learned of the action for the one-year prior application (Art. 13(1)).
3. Apply to SPK where required or useful. A prior application is required for loss caused by actions (Art. 13(1)); an application to withdraw or change a decision stops time (Art. 11).
4. Ask for a stay where the decision is still being implemented. Both irreparable damage and manifest illegality must be shown, and security may be required (Art. 27(2) and (6)).
5. Use the court’s power to obtain documents. Request that the court order SPK and other bodies to produce the relevant files (Art. 20(1)).
6. Run the civil and criminal routes in parallel. A claim against the regulator does not stop limitation on claims against issuers, directors, auditors and manipulators.

SPK decisions that concern investors

Many of SPK’s decisions in the 2026 cases are addressed to others: portfolio management companies, brokerages, or individuals subject to trading bans. Whether an investor can challenge such a decision depends on whether its own interests are infringed (Administrative Procedure Law Art. 2(1)(a)), which the court assesses in each case. The table shows the main kinds of decision and the questions they raise.

The detailed rules on trading bans and SPK enforcement are explained in Market Manipulation under Turkish Law, and the liquidation regime in our fund liquidation guide.

Compensation for supervisory failure

The Constitution provides that the administration must compensate loss arising from its acts and actions (Art. 125). Claims for compensation arising from faults committed by public officials in exercising their powers may be brought only against the administration, subject to recourse against the officials, in accordance with the forms and conditions set by law (Art. 129). For SPK, the Capital Markets Law applies that principle expressly: every compensation or receivable claim brought against the chairman, members or staff of SPK because of SPK’s decisions, actions and acts relating to its statutory duties, whether during their term or after they leave, is deemed brought against SPK, and the respondent is SPK (Art. 133(4)). If SPK pays under a final judgment, it may claim the amount from the persons concerned only after a court decision finding them at fault has become final (Art. 133(4)).

In Turkish administrative case law, the liability of a regulator for its supervision is generally assessed under the concept of service fault (hizmet kusuru): the claimant must show that the public service was not performed, was performed badly or was performed late, that it suffered loss, and that the loss was caused by that fault. Several features make such claims demanding in securities cases:

• Legality, not expediency. SPK’s decisions are not subject to review of expediency (Capital Markets Law Art. 117(2)), and the courts review legality only (Constitution Art. 125; Administrative Procedure Law Art. 2(2)). A claim must point to a failure to act as the law required, not to a different policy choice.
• Causation and third parties. The immediate cause of investors’ losses in manipulation cases is the conduct of those who manipulated prices or made misleading disclosures. The claimant must show how the supervisory fault contributed to its own loss.
• Time limits. Where the claim is based on SPK’s actions or omissions rather than a specific decision, the prior application to SPK must be made within one year of learning of them and five years of the action (Administrative Procedure Law Art. 13(1)).

A claim against the regulator does not replace claims against the persons primarily responsible. It is usually considered alongside the civil claims described in our legal guide for foreign institutional investors, including claims against directors and auditors.

After a judgment against SPK

The administration must act in accordance with the merits and stay decisions of the Council of State, the regional administrative courts and the administrative courts without delay, and in no case later than thirty days after the decision is served on it (Administrative Procedure Law Art. 28(1)). In cases ordering payment of a specific sum, the amount awarded, together with lawyer’s fees and costs, is paid to the bank account the claimant notifies in writing (Art. 28(2)). Where the administration does not act in accordance with a decision, an action for pecuniary and non-pecuniary damages may be brought against it (Art. 28(3)); where public officials fail to comply in time, the damages action may be brought only against the administration concerned (Art. 28(4)). In damages cases, interest is added for the period between service of the decision and payment (Art. 28(6)).

For matters the Administrative Procedure Law does not regulate, such as security, representation by lawyers, experts, preservation of evidence and costs, the Code of Civil Procedure applies (Art. 31(1)). Foreign institutions should therefore expect the civil procedure rules on powers of attorney (Code of Civil Procedure Arts. 74 and 76) to apply in administrative cases as well.

Claims to the Investor Compensation Center

Where SPK stops the activities of an investment firm and decides that its investors are to be compensated, the Investor Compensation Center (YTM), a public legal entity (Capital Markets Law Art. 83), pays investors for the cash and capital market instruments the firm fails to return. Claims are made to YTM in writing and are time-barred one year after the compensation decision is announced (Art. 85(1)). YTM pays within three months of determining the beneficiaries and amounts, extendable by up to three months with SPK’s approval (Art. 85(2)). Claims are calculated on the cash and instruments the firm has not returned; instruments held for investors are distributed to them first, and set-off rights of the firm are taken into account (Art. 85(3)). YTM is subrogated to investors’ rights to the extent of its payments (Art. 85(4)). Losses from price movements and investment advice are not covered (Art. 84(2)).

Claims and complaints against SPK officials

Because of Art. 133(4), investors cannot sue SPK’s chairman, members or staff personally for compensation arising from SPK’s decisions and actions; the claim lies against SPK. Criminal complaints are also subject to a special procedure. Investigations into offences allegedly committed by the chairman and members in connection with their duties require the permission of the relevant Minister, and for staff the permission of the chairman (Capital Markets Law Art. 133(1)). Permission may be given only where there are clear and sufficient indications that the person acted with intent to obtain a benefit or to harm SPK and obtained a benefit as a result (Art. 133(2)). Decisions granting or refusing permission are served on those concerned and may be objected to before the Council of State within fifteen days; even where permission is given, the investigation cannot begin until the objection period has passed or the objection has been decided (Art. 133(2)).

Evidence in cases against SPK

SPK’s chairman, members and staff must keep confidential the secrets they learn in their duties (Capital Markets Law Art. 135(1)). Confidential information and documents SPK obtains may, however, be used in public offerings, authorisations, supervision, compliance monitoring and in the hearing of administrative actions brought against SPK’s decisions (Art. 135(2)). Information SPK provides to foreign counterpart regulators under memoranda of understanding is not covered by the confidentiality rule in Art. 135(1) (Art. 135(2)).

In practice, much of the evidence relevant to investors is also found in SPK’s public bulletins, in the criminal file once the investor has access to it (Criminal Procedure Code Art. 153), and in the issuers’ disclosures on the Public Disclosure Platform. How investors access the criminal file is explained in Joining a Criminal Case in Turkey as a Foreign Investor.

After the administrative courts

Anyone may apply to the Constitutional Court claiming that public authority has violated one of the fundamental rights and freedoms guaranteed by the Constitution that fall within the scope of the European Convention on Human Rights and its protocols to which Turkey is party (Constitution Art. 148; Law No. 6216 Art. 45(1)). All administrative and judicial remedies must first be exhausted (Art. 45(2)), and the application must be made within thirty days of exhaustion (Art. 47(5)). Regulatory administrative acts cannot be challenged directly by individual application (Art. 45(3)).

Beyond Turkey, applications to the European Court of Human Rights may be lodged by any person, non-governmental organisation or group of individuals claiming to be the victim of a violation by a State party (European Convention on Human Rights Art. 34), only after domestic remedies have been exhausted and within four months of the final domestic decision (Art. 35(1)). The protection of property under Article 1 of Protocol No. 1 is the provision typically invoked in investment-related applications.

For state-owned and public investors, the exclusion of public legal persons in Art. 46(2) needs to be considered at the outset. Whether and how it applies to a foreign state-owned investor is a question to be assessed on the investor’s own legal form.

Deadlines

Frequently asked questions

Can investors sue the Capital Markets Board in Turkey?

Yes, in the administrative courts. Actions against SPK’s decisions are heard by the administrative courts as urgent matters (Capital Markets Law Art. 134(1)), and compensation claims arising from SPK’s decisions and actions are brought against SPK (Art. 133(4)).

Can SPK board members or staff be sued personally?

No. Compensation claims arising from SPK’s decisions, actions and acts are deemed brought against SPK, which may then seek recourse from individuals only after a final court finding of their fault (Art. 133(4); Constitution Art. 129).

How long does an investor have to challenge an SPK decision?

Sixty days from written notification, unless a special law provides otherwise; for published regulatory acts, from publication or when the act is applied (Administrative Procedure Law Art. 7).

Can SPK be liable for failing to prevent manipulation?

The administration must compensate loss arising from its acts and actions (Constitution Art. 125). The claimant must show a fault in the service, its own loss and the causal link, taking into account that the manipulators’ conduct is the immediate cause. Where the claim concerns actions or omissions, SPK must first be asked to pay within one year of learning of them (Administrative Procedure Law Art. 13(1)).

Can a court suspend an SPK decision while the case is pending?

Yes, if implementation would cause damage difficult or impossible to remedy and the decision is manifestly unlawful; a stay is normally granted against security (Administrative Procedure Law Art. 27(2) and (6)).

Where are challenges to SPK communiqués brought?

Regulatory acts of public bodies that apply nationwide are challenged at first instance before the Council of State (Law No. 2575 Art. 24(1)(c)).

Can a foreign institution apply to the Turkish Constitutional Court?

A private-law legal person may apply only for violations of its own rights, after exhausting remedies and within thirty days (Law No. 6216 Arts. 45–47). Public legal persons cannot apply (Art. 46(2)).

Can the court order SPK to produce its files?

Yes. Administrative courts examine cases of their own motion and may require the parties and other bodies to send documents and information within a set period (Administrative Procedure Law Art. 20(1)).

Does bringing an action stop an SPK decision from being implemented?

No. Bringing an action does not suspend the act; a stay of execution must be requested and granted (Administrative Procedure Law Art. 27(1)–(2)).

How quickly must SPK comply with a judgment?

Without delay, and in no case later than thirty days after the decision is served on it (Art. 28(1)). If it does not comply, a damages action may be brought against it (Art. 28(3)).

Can a foreign institution without a presence in Turkey use the Right to Information Law?

The law extends to foreigners resident in Turkey and foreign legal entities operating in Turkey, for information concerning them or their field of activity, on the basis of reciprocity (Law No. 4982 Art. 4(2)). Others usually rely on the court’s power to order documents in the administrative case.

Does the Investor Compensation Center pay for manipulation losses?

No. It covers cash and instruments an investment firm fails to return where SPK has made a compensation decision; losses from price movements and investment advice are excluded (Capital Markets Law Arts. 84(2) and 85).

Can a criminal complaint be filed against SPK staff?

Yes, but investigations require permission from the Minister for chairman and members and from the chairman for staff, and permission requires clear indications of intent and benefit (Capital Markets Law Art. 133(1)–(2)).

Related guides

• Turkey’s 2026 Fund and Market Manipulation Crisis: Legal Guide for Foreign Institutional Investors — the entry point to this series
• Turkish Bond Defaults: Bondholders’ Boards and Enforcement
• Continuous Disclosure in Turkey: Inside Information and Delayed Disclosure
• How a Securities Lawsuit Proceeds in Turkey
• Limitation Periods for Investor Claims in Turkey
• Concealed Profit Transfers and Controlling Shareholder Liability
• Claims Against Brokers, Custodians and Portfolio Managers in Turkey
• When a Turkish Issuer or Broker Becomes Insolvent
• Obtaining and Preserving Evidence in Turkey for Securities Claims — preservation, document production and the criminal file
• Shareholder Rights in Turkish Listed Companies after the 2026 Crisis — general meetings, release, annulment and exit rights
• Insider Dealing in Turkey: Capital Markets Law Article 106 — trading on non-public information
• Calculating Damages in Turkish Securities Claims — loss, interest and currency
• Suing in Turkey or Abroad: Jurisdiction and Enforcement — forum choice and enforcement of foreign judgments and awards
• Suing Directors and Auditors of Turkish Listed Companies
• Can Foreign Investors Bring a Class Action in Turkey?
• Freezing Assets in Turkey for Investor Claims
• Market Manipulation under Turkish Law: Article 107 and SPK Enforcement
• Joining a Criminal Case in Turkey as a Foreign Investor
• Turkey’s 2026 Fund Liquidation: Legal Guide for Foreign Investors and Companies
• Norway’s Wealth Fund and Turkey’s Market Manipulation Crisis
• Representing Foreign Institutional Investors in Turkish Capital Markets Disputes
• Legal Guide for Foreign Investors in Turkey (Türkiye) 2026