Introduction

Employers provide training to their employees both to improve the quality of their workforce and to ensure that the investment made in such training benefits the employment relationship for a certain period of time. For this reason, contractual provisions under which an employee undertakes to remain employed for a certain period after receiving training and, if they leave before the expiry of that period, to reimburse all or part of the training costs are frequently encountered in practice.

As a rule, such provisions are not prohibited under Turkish law. However, their validity is assessed not by reference to the wording used in the contract, but by reference to the economic function of the provision and its effect on the employee. Training costs that were actually incurred by the employer, can be documented, and provide the employee with professional qualifications may be reclaimed under certain conditions. By contrast, provisions that effectively prevent the employee from leaving employment, impose a fixed and excessive amount, or cannot be linked to actual costs carry the risk of invalidity or judicial reduction.

Concept and Practical Use

A penalty clause for training costs may be described, in general terms, as an arrangement whereby the employee undertakes to remain employed for a certain period in consideration of training financed by the employer and agrees to reimburse certain training costs if they leave employment before the expiry of that period. In practice, this structure is often regulated through a separate training undertaking or a specific clause inserted into the employment agreement.

The point to be noted here is that merely characterizing the provision as “reimbursement of expenses” does not, in itself, alter its legal consequences. If the provision creates pressure on the employee not to exercise their right of termination, then, regardless of how it is labelled, it must be reviewed under the rules governing penalty clauses and the protective principles specific to employment law.

A Brief Comparative Law Perspective

Training cost reimbursement provisions are currently debated not only under Turkish law, but also in many other legal systems. In the United States, these provisions are discussed particularly under the headings of “training repayment agreement provisions” (TRAPs) or “stay-or-pay” arrangements, with a focus on whether they restrict employee mobility in a manner similar to non-compete covenants. Although it is not possible to refer to a general and uniform prohibition at the federal level, the validity of such provisions has been significantly restricted in certain states.

In the United Kingdom and Europe, the approach is shaped more by the principle of proportionality. The general tendency is that provisions based on actual and documented costs, decreasing over time, and not effectively eliminating the employee’s freedom to change jobs are more defensible. As regards mandatory training, compliance training, and training that the employer is legally required to provide, passing the costs on to the employee is generally accepted only to a more limited extent.

This comparative picture is also relevant for Turkish law. Although Turkish law proceeds from different concepts and legal provisions, the practical outcome is similar: a training cost reimbursement provision can survive scrutiny only if it is structured not as a sanctioning mechanism tying the employee to the employer, but as a genuine and proportionate cost reimbursement mechanism.

Difference from “Training Compensation” in Football Law

To avoid terminological confusion, it should be noted that the concept of “training compensation” used in sports law is different from the subject of this article. Under FIFA regulations, training compensation is a special redistribution mechanism operating between clubs for the benefit of clubs that train young players. By contrast, the training cost reimbursement provision discussed in general employment law is based on the individual contractual relationship between the employer and the employee.

General Framework under Turkish Law

Absence of a specific regulation

Turkish employment legislation does not contain a detailed and standalone regulation specifically governing the reimbursement of training costs. Therefore, the matter is assessed within the framework of the Turkish Code of Obligations (“TCO”), the Labour Law, and the case law of the Court of Cassation.

In this framework, the short answer is as follows: penalty clauses for training costs are not, as a rule, invalid under Turkish law. However, such clauses are subject to strict validity review.

Penalty clause and reciprocity

Pursuant to Article 420 of the TCO, penalty clauses imposed solely against the employee are invalid. When this provision is assessed together with the employment law principle of interpretation in favor of the employee, the reciprocity requirement comes to the fore in the practice of the Court of Cassation. Accordingly, the employee’s liability must not exceed the employer’s liability, and a unilateral and disproportionate sanction must not be imposed on the employee. In addition, pursuant to Article 182/3 of the TCO, the judge may ex officio reduce a penalty clause deemed excessive.

A penalty clause for training costs has a special position in terms of this reciprocity requirement. To the extent that training financed by the employer provides the employee with economic value and professional qualifications, it may be regarded as the employer’s counter-performance. For this reason, the Court of Cassation accepts that, under certain conditions, a penalty clause for training costs will not be considered as being “solely against the employee” (General Assembly of Civil Chambers, 20.12.2017, E. 2015/2885, K. 2017/2033).

Minimum service commitment

In practice, training cost reimbursement provisions are often linked to a certain minimum period of service. In other words, it is possible to provide for a reasonable and proportionate minimum service commitment following the training. The Court of Cassation may consider a minimum service commitment as a valid basis for a training cost reimbursement provision, provided that the requirements of reciprocity and proportionality are preserved (22nd Civil Chamber, 05.05.2016, E. 2015/12412, K. 2016/13607).

Validity Criteria

The case law of the Court of Cassation indicates that certain conditions must be assessed together for a penalty clause for training costs to be enforceable. These conditions may be summarized as follows:

• There must be actual, employee-specific and provable costs. The training costs must be attributable to the relevant employee and must be proven by invoices, receipts, certificates of attendance or similar written evidence. The employer cannot claim a fixed amount without demonstrating the concrete cost (9th Civil Chamber, 30.03.2017, E. 2017/19244, K. 2017/5337). In collective trainings, the total cost must be divided by the number of participants (9th Civil Chamber, 12.05.2015, E. 2014/4189, K. 2015/17512).
• The recoverable cost items are limited. The salary paid during the training is the statutory consideration of the employment relationship and cannot be reclaimed. Student salaries, advertising expenses or general overhead costs may likewise not be passed on to the employee (9th Civil Chamber, 25.02.2010, E. 2008/18992, K. 2010/4977). The cost of mandatory occupational health and safety trainings also cannot be imposed on the employee pursuant to Article 17/7 of Law No. 6331 (22nd Civil Chamber, 15.02.2016, E. 2014/31712, K. 2016/3830).
• The claim must be limited to the actual cost. The amount that may be reclaimed must not exceed the documented training cost. Therefore, a training cost clause must be structured not as an independent penalty amount aimed at deterring the employee from leaving, but as a reimbursement mechanism linked to actual costs.
• A pro rata reduction must be applied. The period worked after the training must be taken into account, and the reimbursement obligation must be reduced proportionately to that period. If the committed period has been fully completed, no reimbursement may be claimed. The Court of Cassation accepts that proven training costs may be claimed after being set off proportionately against the period worked (22nd Civil Chamber, 16.04.2013, E. 2012/19985, K. 2013/7969).
• The minimum service period must be reasonable. The commitment period must be proportionate to the cost, duration and nature of the training, and to the professional benefit it provides to the employee. Longer periods may be defensible for high-cost or overseas trainings, whereas long commitment periods are risky for low-cost or routine trainings.
• The training must provide a genuine improvement in qualifications. The training must provide the employee with professional knowledge, skills or certification that has market value. Routine orientation, onboarding, on-the-job explanations or the employer’s ordinary operational briefings should not be considered within this scope.
• Excessive amounts may be reduced by the judge. Pursuant to Article 182/3 of the TCO, the judge may ex officio reduce a penalty clause deemed excessive. In this assessment, the employee’s last salary, economic situation, the training cost and the commitment period are considered together.

Consequences Depending on the Reason for Termination

Whether a training cost reimbursement obligation arises depends on the reason for termination. The main determining criterion is which party’s conduct or sphere of risk caused the training investment to become unrecovered.

• In the event of the employee’s resignation or unjust termination, a reimbursement obligation may, as a rule, arise (9th Civil Chamber, 28.03.2012, E. 2009/49506, K. 2012/10500).
• If the employee terminates the employment agreement for just cause under Article 24/II of the Labor Law, the employee cannot be held liable for training costs even if the agreement provides otherwise. For example, in cases involving just cause attributable to the employer, such as non-payment of wages, no reimbursement obligation arises.
• In the event of the employer’s unjust or invalid termination, the employer cannot claim reimbursement from the employee, since the employer itself has caused the training investment to become unrecovered through its own termination.
• In the event of the employer’s termination for just cause based on the employee’s fault, the outcome must be assessed according to the structure of the agreement and the specific circumstances of the case.

Points to Consider from a Contract Drafting Perspective

If a training cost reimbursement clause is to be used in employment relationships governed by Turkish law, the clause must be drafted in a clear, proportionate manner and linked to concrete costs. In this respect, particular attention should be paid to the following points:

• The obligation should be linked to a reasonable minimum service commitment.
• Reimbursement should be limited only to actual and invoiced out-of-pocket costs; salary paid during the training, general overhead costs and mandatory trainings should be excluded.
• A clear pro rata reduction table should be provided; the amount to be reimbursed should decrease as the period worked increases and should be reduced to zero at the end of the commitment period.
• The employee’s termination for just cause and the employer’s unjust or invalid termination should be expressly regulated as cases that do not give rise to any reimbursement obligation.
• Routine orientation, onboarding or ordinary operational trainings should not be included within the scope of reimbursement.
• Excessively high amounts or lengthy commitment periods that would effectively eliminate the employee’s freedom to change jobs should be avoided.
• Drafting the clause as “reimbursement”, “expense reimbursement” or under a similar label does not, in itself, prevent review under Article 420 and Article 182/3 of the TCO. Courts will look at the function of the provision, not its title.

Conclusion

Turkish law does not, as a rule, prohibit penalty clauses for training costs. However, for such clauses to be valid and enforceable, they must be based on an actual and documented training investment, the amount claimed must be limited to the actual cost, the obligation must decrease proportionately to the period worked, and the clause must not effectively eliminate the employee’s right to terminate for just cause or freedom to change jobs.

Therefore, training cost reimbursement clauses should be designed not as a general sanctioning mechanism to retain employees, but as a limited and proportionate expense reimbursement mechanism protecting a concrete training investment. Otherwise, the clause may be deemed entirely invalid, or the amount to be applied may be significantly reduced by the judge.