A right of purchase lets the holder acquire a property on the terms agreed in the contract; a right of repurchase lets the person who transferred the property take it back. Where a valid contract exists, the right has been exercised in time and the counter-performance has been made, but the owner still does not transfer the title, an action to compel registration arises. If the property is later sold to another person, the land registry annotation becomes particularly important.
These rights do not by themselves transfer the property to the holder. Concluding the contract, exercising the right, registering an annotation and registering ownership are four separate stages. In particular, the belief that “ten years have not passed, so I can take back the title in any case” is misleading: the contract may set a shorter period, the annotation period may have expired, or the payment conditions may not have been met. 12
How are purchase, repurchase and pre-emption rights distinguished?
Right of purchase: a pre-agreed authority to buy
The right of purchase, known in practice as iştira hakkı, allows the holder to conclude the sale by a unilateral declaration of intent consistent with the contract. It is not required that the owner first sell to someone else. The property, the holder, the period of use and the price or the method of determining the price must be clear. A vague record of a meeting saying “it will be sold if it comes to that” cannot be treated as a genuine right of purchase.
Right of repurchase: returning to the transferred property
The right of repurchase, or vefa right, allows the person who transferred the property to buy it back on the agreed terms. It is not the same legal route as rescinding the sale; when the right is exercised, a debt to transfer the property back arises. For this reason the original transfer of ownership and the repurchase agreement are reviewed together.
As a rule, the statutory pre-emption right becomes usable when the property or a share is sold to a third person. The statutory three-month periods and the upper limits tied to the date of sale do not transfer directly to purchase and repurchase contracts. For an action a co-owner brings because of a sale, the separate time-limit table in the pre-emption right guide should be used.
| Right | Situation that triggers its use | First document to review |
|---|---|---|
| Purchase | Exercise of the purchase authority granted in the contract | Official contract and conditions of use |
| Repurchase | Buying back a property previously transferred | Original transfer, repurchase agreement and payment schedule |
| Statutory pre-emption | Sale of a share to a third person | Co-ownership record, sale and notary notice |
| Contractual pre-emption | Sale on terms consistent with the contract | Written contract, annotation and sale terms |
What form is required for the contract to be valid?
Under TBK Article 237, contracts for the purchase and repurchase of immovable property are not valid unless they are made in the official form. A paper bearing the parties’ signatures, a bank letter or exchanged messages do not count as an official contract for that reason alone. The difference between signature certification and a deed drawn up before an official is also important. The nature of the act performed by the competent authority and the original contract file are examined. 2
A lack of form may have serious consequences, particularly after the property has been transferred to third parties. Registering an annotation does not cure every defect of an invalid contract. The validity of the contract and the effect of the annotation on third parties are separate legal questions. Details can be found in the article on registration of title based on a promise-to-sell agreement.
How did the 2026 Court of Cassation decision deal with the lack of form?
In 7th Civil Chamber of the Court of Cassation (Yargıtay 7. Hukuk Dairesi), March 4, 2026, E.2025/3369, K.2026/1254 the court examined a repurchase agreement made with a bank. The plaintiff had transferred a property and a right of repurchase had been granted until a set date; the dispute concerned the repurchase price and registration. The lower courts dismissed the case because the agreement had not been made in the official form. 3
Considering that the plaintiff had relied on the contract and performed the obligation, and that the bank had raised no objection as to form, the chamber found it contrary to the principle of good faith to dismiss the case at this stage solely on the ground of the lack of form. The decision was quashed. The chamber asked that the repurchase price be determined under the contract terms and deposited, and that a decision be given in light of the result.
This decision does not mean that every ordinary written vefa agreement is valid. Nor can it be concluded that the agreement is official merely because the bank is a state-owned bank. The decisive points were the concrete performance process and the assessment, under TMK Article 2, of relying on the form defect. Compliance with the required form from the outset remains the basic rule.
What does a land registry annotation provide, and what does it not?
Under TMK Article 736, purchase and repurchase rights entered as annotations in the land registry may be exercised against every subsequent owner within the period stated in the annotation. Thus a person who later acquires the property is also bound by the personal right strengthened by the annotation. The annotation does not make the holder the owner directly; it gives the effect that allows the request for registration to be directed at the later owner. 1
A contract without an annotation may create obligations between the parties. However, the outcome of a claim for specific performance against a third person who acquired the property cannot be guaranteed without examining that person’s legal position and any other causes of action. The claim against the original owner for compensation and the claim against the subsequent owner for title must be kept separate.
Looking only at whether the annotation is visible today is not enough. Its date, duration and content must be reviewed, along with whether it was cancelled, whether it existed at the time of transfer and whether the holder gave any consent. Old land registry copies and transaction documents are therefore as valuable as the current record. In this respect, the article on third-party good faith can also be read alongside.
Ten-year periods and the final day under the contract
TBK Article 238 provides that purchase, repurchase and pre-emption rights arising from a contract may be agreed for ten years at most. TMK Article 736 states that the effect of an annotation ends, in every case, ten years after the date of the annotation. These two provisions complement each other; the duration of the contract and the effect of the annotation on third parties need not share the same starting date. 12
For example, if the contract provides for a two-year period of use, the ten-year statutory ceiling does not automatically give the parties eight more years. Likewise, a notice sent on the last day may reach the other party later, which may lead to a dispute over whether the right was exercised in time. If the condition for exercise also involves payment or the delivery of certain documents, these are examined separately.
| Period or date | Why it should be recorded separately |
|---|---|
| Date the contract was concluded | For the maximum contract term and the applicable law |
| Last day of exercise under the contract | So that the right can be validly exercised |
| Date of the annotation and its stated period | To determine its binding effect on later owners |
| Date the notice reached the other party | So that the intent to exercise was declared in time |
| Date payment is due | For performance of the counter-obligation under the contract |
| Period set by the court for deposit | To monitor the payment obligation in the proceedings |
The period for exercising the right is not the same as the limitation period that may apply to the registration claim arising after timely exercise. Without assessing the content of the contract, when performance can be demanded, possession and the legal nature of the dispute, a single starting date should not be assigned to all files. The explanations in the article on limitation periods and preclusive periods may also be used for comparison.
How is the repurchase price determined?
First, the price terms of the contract are read. A fixed amount, the original sale price, the appraisal value or another calculation method may have been agreed. It must be clarified which date, which property and which debts the price in the contract refers to. When a mortgaged property is transferred to a bank, confusing the loan debt, interest, costs and the repurchase amount can produce an incorrect calculation.
In the 2026 decision discussed above, the chamber also did not automatically accept the value at the date of the formal notice or of the action that the plaintiff requested; it asked for the price to be determined according to the contract terms. This approach shows that the new market value rule in pre-emption actions should not be carried over automatically to repurchase actions. 3
In a price dispute, bank receipts (dekont), debt statements, expert appraisals and the amounts stated by the other party are gathered. The expert report should show which contract clause was applied and how. A spreadsheet that shows only the result and hides the intermediate steps does not make the report reviewable. If the court has ordered a deposit, the amount, the place and the deadline must be tracked separately.
Parties, court and claims in a registration action
The basis of the registration claim is TMK Article 716 and the specific contract. If transfer of ownership is sought, the current registered owner must be identified. If the annotation has no effect against a subsequent owner, or if the contract binds only the original owner, there is a risk that the title claim is directed at the wrong person. A claim for the price or for damages for breach of the contract may be directed at a different debtor. 1
For actions concerning the property itself, the court where the property is located has exclusive jurisdiction. As to subject-matter jurisdiction, the civil court of first instance is the general court, but special situations such as consumer or commercial relationships are assessed separately. The participation of a bank does not by itself turn every case into a commercial action; the capacity of the parties and the nature of the transaction are decisive. Any additional claims for money must also be examined to determine whether mediation is a condition precedent to litigation. 45
If registration is impossible and a claim for damages is being considered, the order of the claims, the type of loss and the defendant must be set out clearly. An alternative claim (terditli talep) does not ensure that the title and the full value of the property are collected together to cover the same loss. Where there is a need for temporary protection, an interim injunction restricting the transfer of the title may be requested; granting it depends on prima facie proof and other conditions. For details, the article on applying a registration judgment in the land registry once it becomes final may also be read.
Does the right pass to heirs, and can it be transferred to someone else?
Under TBK Article 239, unless otherwise agreed, these rights arising from a contract cannot be assigned, but they pass by inheritance. If the contract allows assignment, the transfer must comply with the form required for the creation of the right. Accordingly, the document held by a person who says “I bought the right” and whether the original contract permits transfer are reviewed together. In the case of inheritance, the position of all heirs and the representation of the estate are also reviewed. 2
How should the document file be set up before a dispute?
The first file should contain the official contract and its annexes; the second the historical land registry record and the annotation documents; the third the notices and proof of delivery; and the fourth the payment account. Marking which condition each document proves makes it possible to answer the other side’s defenses, such as “the period has passed”, “the price was not paid” or “the new owner is not bound”, with specific evidence.
If the parcel number of the property in the contract has changed because of a zoning implementation, the link between the old and new parcels must also be established. Ruling with the old parcel number without establishing to which new record the annotation was carried over may cause enforcement problems. This issue can be assessed together with the technical record review in the land registry guide after the annulment of a zoning implementation. In relation to this subject, the article on registration of property acquired informally may also be consulted.
Conclusion
Registration based on purchase and repurchase rights depends on a valid contract that is exercised on time and in accordance with its terms. The official form, the annotation, the time limit and the price do not replace one another. The enforceability against a later owner and the liability of the original contracting party for damages must be established separately. The 2026 Court of Cassation decision shows the importance of good faith in the concrete performance process, but it does not remove the need to draw up the contract in the required form from the outset.
Frequently Asked Questions
Are vefa and repurchase rights the same?
Yes. Vefa is the traditional term for a repurchase right. The scope of the right depends on the contract terms as well as on its name.
Does registering an annotation make me the owner?
No. An annotation strengthens the effect of the personal right against subsequent owners. Ownership additionally requires a valid transfer and registration, or a registration judgment.
Can a case be won with an ordinary written vefa contract?
The general rule is the official form. There are exceptional assessments relating to concrete performance and good faith, but it cannot be accepted that an ordinary written agreement is always valid.
If the contract says two years, can I wait ten years?
No. Ten years is the statutory maximum. A shorter period agreed in the contract does not extend automatically.
Does the market value rule for pre-emption also apply to repurchase?
Not automatically. In a repurchase, the price terms of the contract or the method of determining the price are reviewed first.
Is a repurchase right exercised only by filing a lawsuit?
Unlike statutory pre-emption, it may also be exercised, subject to the terms of the contract, by a notice of exercise that reaches the other party. If the owner refuses to cooperate, an action to compel registration is required.
Does the right end when the holder dies?
Under TBK Article 239, unless otherwise agreed, it passes by inheritance. Personal provisions in the contract and the need for the heirs to act together are examined separately.
Sources and legal bases
- Law No. 4721 Turkish Civil Code, Articles 2, 716, 735–736.
- Law No. 6098 Turkish Code of Obligations, Articles 237–239; general provisions on breach of obligation and limitation periods.
- 7th Civil Chamber of the Court of Cassation (Yargıtay 7. Hukuk Dairesi), March 4, 2026, E.2025/3369, K.2026/1254. The full text on Ara Karar was reviewed; it is a secondary source.
- Law No. 6100 Code of Civil Procedure (Hukuk Muhakemeleri Kanunu), Articles 2, 12, 111, 125 and 389 et seq.
- Law No. 6325 on Mediation in Civil Disputes (Hukuk Uyuşmazlıklarında Arabuluculuk Kanunu), Articles 17/B, 18/A–18/B. Sources last accessed: October 13, 2026.