Company registration in Saudi Arabia

The Kingdom of Saudi Arabia is a monarchy located in the Arabian Peninsula that is one of the largest oil producers in the world. This country strongly encourages foreign investments, innovations, and new technologies. It is comparatively easy to conduct business in this jurisdiction provided that you are familiar with all local customs and legal formalities. If you wish to carry out the registration of a company in Saudi Arabia, this may be arranged in one of these registration forms.

Major Forms of Legal and Business Presence

If you wish to establish your business presence in this jurisdiction, the following business registration forms are available:

• Limited Liability Company – a body corporate that is legally separated from its shareholders who don’t bear any liability in excess of contributions made to this entity. The statutory capital for this enterprise comprises SAR 500,000. One shareholder at least is required for this type of entity. But, the maximum number of members shall not exceed 50. Both natural and legal persons are allowed to be members of this entity. Shares can be transferred subject to certain restrictions.
• Joint-Stock Company – an enterprise that is designated for involving external financing and is legally authorized to distribute its shares to interested persons freely. At least two shareholders are necessary to found this entity. The basic amount of chartered capital for it is SAR 500,000. But, there is also an option of incorporating a single-member company for which the amount of its chartered capital should be at least SAR 5,000,000. Shares can be transferred without any restrictions.
• General Partnership – an option for joint doing business where two or more business partners unite their resources and business effort and bear the unlimited liability for the results of the joint business operation. There are no requirements for the amount of chartered capital in this case.
• Limited Partnership – an option for joint doing business that makes it easier involving investments. It is required for such a partnership to have (i) at least one general partner whose liability is not restricted in any way but who manages this joint business activity, and (ii) limited partners who contribute monetary funds, are liable within these amounts only and don't participate in the managerial tasks concerning such joint activity.
• Branch – an option of doing business in Saudi Arabia available for a non-resident company. It is required to invest around SAR 500,000. The branch may conduct commercial activities only within the scope provided by its license. An entity that registers such a branch office bears the entire liability for the results of its operation in Saudi Arabia.
• Representative Office – an option suitable for conducting marketing and promotional activities only for a foreign company. It is prohibited for the representative office to be engaged in commercial and trading activities. Registration is compulsory in this case.

Registration Requirements and Steps

If you wish to create a company in Saudi Arabia, this business goal may be easily reached after passing the next basic registration steps:

1. Clarifying business objectives you intend to realize using a local vehicle and making your business plan.
2. Collecting details about future founders, beneficiaries, and officials of the company.
3. Choosing and checking a business name for the future enterprise.
4. Arranging a future official business address for this entity.
5. Paying up an initial chartered capital.
6. Drafting statutory documents and registration forms.
7. Submitting the set of required registration documents to the registrar. All information about local companies is contained in the Commercial Register.
8. Registration for tax and social security purposes.
9. Opening a corporate bank account for the Saudi Arabian entity.
10. Applying for and receiving special licenses and permits (required for defined types of regulated activities).

If you wish to have precise guidance on how to establish a company in Saudi Arabia in your concrete case, contact Prifinance specialists for your personal consultation.

Legal and Regulatory Framework

The legal system of Saudi Arabia is based on French, Egyptian, and customary law. It should be stated that during the last years the local government has made significant steps for decreasing the number of bureaucratic formalities and expanding the scope of online services. Such reforms were also related to simplifying the procedure of incorporation and maintenance of companies. As a consequence, company registration in Saudi Arabia and other related procedures takes less time, for instance:

• Reserving an entity’s name and lodging statutory documents – 5-6 days approximately.
• Opening a corporate bank account – 1-2 days.
• Making an entity’s seal – 1 day.
• Registration for employment purposes – 1 day.
• Registration for tax purposes – 3 days.
• Registration with a respective municipality for the purpose of getting a respective business license – 1 day

Regardless of the simplicity of starting and doing business in this jurisdiction, enterprises fully owned by foreign investors still remain the exception rather than the norm. It is advisable to engage a local partner who is familiar with the peculiarities of the local business and cultural environment. This business cooperation may also open benefits of double-tax and other economic treaties that cannot be assigned to companies fully owned by foreigners. Still, 100% foreign ownership is legally allowed.

If we speak about regulated types of activities, certain peculiarities exist here. For instance, there are no legal demands for the share of a local Saudi Arabian partner and the amount of chartered capital for an entity. Among licensed operations are these ones:

• insurance and reinsurance
• communications.
• property investment and financing.
• management of construction projects
• public transport.
• activities of holding companies.
• real estate

Some other commercial transactions are also regulated. If you wish for more precise consultation in this regard, contact our specialists.

The principal legal acts regulating the process of incorporating companies in Saudi Arabia are the Companies Act and the Foreign Investment Act. Major state authorities that foreign entrepreneurs may deal with while starting and doing business in this jurisdiction are the Ministry of Commerce, the Ministry of Human Resources and Social Development, the Saudi Arabian General Investment Authority, and the General Authority of Zakat and Tax, and the Capital Market Authority.

Tax System of Saudi Arabia

If you wish to register a company in Saudi Arabia, the following tax highlights can help with making a choice in favor of this or another jurisdiction:

• Corporate income tax (CIT) rate – 20%
• Personal income tax – not applicable
• Value-added tax rate – 15%
• Withholding tax rates – (i) dividends – 5% (ii) interests – 5% (iii) royalties – 15%
• Capital gains tax rates – (i) corporate – (a) basic - subject to the standard CIT rate (b) for non-residents – 20% (ii) personal – not applicable

Prifinance specialists will be glad to consult you in detail on tax matters related to enterprise registration in Saudi Arabia as well as to conduct more precise calculations.

Advantages of the Jurisdiction

Before you create a company in Saudi Arabia, review whether these advantages of the jurisdiction suit your business objectives well:

• The jurisdiction has prioritized crude oil production, petrochemical, and ammonium industries.
• Saudi Arabia enjoys the advantages of membership in the UN, WTO, OPEC, GCC, G20.
• The country has developed real estate, health care, construction, and education sectors.
• The procedure of company registration is simple and straightforward.
• Financial incentives for non-resident investors, including the provision of access to various financial programs (the Arab Fund for Economic and Social Development, the Arab Monetary Fund, the Arab Trade Financing Program, the Inter-Arab Investment Guarantee Corporation, the Islamic Development Bank, etc.) are available.
• Various tax incentives (tax holidays, exemptions, tax concessions, etc.) exist here.
• Zero restrictions on capital repatriation characterize this jurisdiction too.

How Prifinance Specialists May Help You

We offer prompt company registration and bank account opening services in Saudi Arabia and worldwide. New registration and ready-made options. Provide extensive details for more precise consultations and suggestions that can be effective for your future project.