Law No. (1) of 2019 on Regulating Non-Qatari Capital Investment in Economic Activities

قانون رقم (١) لسنة ٢٠١٩ on Regulating Non-Qatari Capital Investment in Economic Activities

We, Tamim bin Hamad Al Thani, Amir of the State of Qatar,

Having reviewed the Constitution, and Law No. (13) of 2000 on Regulating Non-Qatari Capital Investment in Economic Activities, and its amendments, and Law No. (8) of 2002 concerning the Regulation of Commercial Agents' Activities, as amended by Law No. (2) of 2016, and the Customs Law issued by Law No. (40) of 2002, and the Income Tax Law issued by Law No. (24) of 2018, and the Commercial Companies Law issued by Law No. (11) of 2015, and upon the proposal of the Minister of Commerce and Industry, and upon the draft law submitted by the Council of Ministers, after consulting the Shura Council,

We have enacted the following Law:

Chapter One Definitions

Article (1)

In the application of the provisions of this Law, the following words and expressions shall have the meanings indicated alongside each of them, unless the context requires otherwise:

The Ministry: The Ministry of Commerce and Industry. The Minister: The Minister of Commerce and Industry. The Competent Administration: The administrative unit within the Ministry. Non-Qatari Investor: The person who invests their funds in one of the projects authorized for investment under this Law. Non-Qatari Capital: The monetary, in-kind funds, or rights with financial value invested by a non-Qatari in the State of Qatar, including:

1. Funds transferred to the State through licensed banks and financial companies.
2. In-kind assets imported for investment purposes in accordance with this Law.
3. Profits, revenues, and reserves resulting from investing non-Qatari capital in the project, if used to increase this project's capital or invested in one of the authorized projects under this Law.
4. Intangible rights, such as licenses, patents, and trademarks registered in the State. The Company: Any company established in accordance with the provisions of the aforementioned Commercial Companies Law.

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Chapter Two Regulations on Non-Qatari Capital Investment

Article (2)

Without prejudice to legislation governing the practice of commercial activities and professions by non-Qataris, and Article (4) of this Law, the non-Qatari investor may invest in all economic sectors up to 100% of capital, as determined by the Executive Regulations of this Law.

Article (3)

Applications for approval of non-Qatari shareholding exceeding 49% of company capital, in accordance with Article (2) of this Law, shall be submitted to the Competent Administration on the form prepared for this purpose, accompanied by supporting documents as determined by the Administration, after payment of the prescribed fees. The Competent Administration shall rule on the application within fifteen days from the date of receiving the required documents, and notify the concerned party thereof by registered letter or any other means indicating knowledge, and the expiration of this period without a response shall be deemed an implicit rejection of the application. The applicant whose request was rejected may appeal the Administration's decision to the Minister within fifteen days from the date of learning of the rejection decision, or from the date the application is deemed rejected. The Minister shall rule on the appeal within thirty days from its submission, and the expiration of this period without ruling shall be deemed an implicit rejection, and the Minister's decision on the appeal shall be final. The Executive Regulations of this Law shall specify the mechanism for ruling on investors' applications in accordance with this Article.

Article (4)

The non-Qatari investor is prohibited from investing in the following sectors: a. Banks and insurance companies, except those exempted by a Council of Ministers decision. b. Commercial agencies. c. Any other sectors subject to a Council of Ministers decision.

Article (5)

Non-Qatari companies associated with executing work contracts in the State shall comply with the following regulations:

1. The contract shall be executed through the company's branch in the State.
2. The contract shall be with one of the ministries, government entities, authorities, public institutions, or companies and institutions in which the State participates.
3. Registration in the Commercial Register and obtaining a commercial license for the company's branch through which the contract is executed in the State, after awarding the work and before signing the contract.
4. Fulfilling all requirements of the competent authorities in the State according to the legislation applied by these authorities throughout the contract execution period.
5. Renewal of the Commercial Register entry and renewal of licenses issued to the company's branch, throughout the contract period. The Council of Ministers may, upon the Minister's proposal, amend these regulations by addition, deletion, or merger.

Article (6)

In the absence of a specific provision in this Law, the rules governing obtaining licenses for non-Qatari investors to practice any of the authorized investment activities shall follow the laws in force in the State for that activity.

Article (7)

The non-Qatari investor may own a percentage not exceeding 49% of the capital of Qatari joint-stock companies listed on the Qatar Stock Exchange, after Ministry approval of the proposed percentage in the company's memorandum and articles of association. The investor may also own a percentage exceeding this limit, with the Council of Ministers' approval upon the Minister's proposal.

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Chapter Three Investment Incentives

Article (8)

Land necessary for the non-Qatari investor to establish their investment project may be allocated by lease or usufruct right, in accordance with the laws in force on this matter.

Article (9)

The non-Qatari investor may import for their investment project what is needed for its establishment, operation, or expansion, in accordance with the laws in force in the State.

Article (10)

Non-Qatari investment projects may be exempted from income tax in accordance with the regulations, procedures, and periods specified in the aforementioned Income Tax Law.

Article (11)

Non-Qatari investment projects are exempt from customs duties on their imports of machinery and equipment necessary for their establishment, and non-Qatari investment projects in the industrial sector are exempt from customs duties on their imports of raw and semi-finished materials necessary for production that are not available in local markets.

Article (12)

The Council of Ministers may, upon the Minister's proposal, grant investment projects incentives and benefits in addition to those specified in this Law.

Article (13)

Non-Qatari investments, whether direct or indirect, are not subject to expropriation or any similar measure, unless for public interest, in a non-discriminatory manner, and against fair and adequate compensation according to procedures applied to citizens.

Article (14)

1. The non-Qatari investor enjoys the freedom to carry out all transfers related to their investments to and from abroad without delay, including: a. Investment returns. b. Proceeds from the sale or liquidation of all or part of the investment. c. Proceeds from the settlement of investment disputes. d. Compensation specified in Article (13) of this Law.
2. Transfers shall be made in any convertible currency, at the exchange rate prevailing on the transfer date.

Article (15)

The non-Qatari investor may transfer ownership of their investment to another investor or relinquish it to their national partner in case of joint participation, subject to the laws and legislation in force. In this case, the investment shall continue to be treated in accordance with this Law, provided that the new investor continues working on the project and succeeds to the rights and obligations of the previous investor.

Article (16)

Except for labor disputes, the non-Qatari investor may agree to resolve any dispute arising between them and others through arbitration or any other approved dispute resolution mechanism, in accordance with the law.

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Chapter Four General Provisions

Article (17)

The non-Qatari investor is obligated to preserve environmental integrity from pollution, comply with laws, regulations, and instructions related to public safety and health, and refrain from acts that may affect the State's public order or public morals.

Article (18)

The provisions of this Law do not affect the benefits, tax exemptions, and other guarantees and incentives granted to existing companies and establishments at the time of its implementation, and these companies and establishments shall retain those benefits, exemptions, guarantees, and incentives in accordance with the derived legislation, agreements, and contracts.

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Chapter Five Penalties and Final Provisions

Article (19)

The Competent Administration shall notify the non-Qatari investor upon violation of any provision of this Law, to rectify the violation within a period not exceeding three months from the notification date. In case of failure to rectify, the Competent Administration shall cancel the license issued to the project and strike off the company or branch registration from the Commercial Register, as applicable, while notifying relevant government authorities regarding the investment project to take their measures. The concerned party may appeal to the Minister against the license cancellation and strike-off decision, and the same provisions and procedures specified in Article (3) of this Law shall apply to the appeal.

Article (20)

Without prejudice to any heavier penalty stipulated in another law, anyone who practices or participates in an economic activity in violation of this Law shall be subject to a fine not exceeding 500,000 (five hundred thousand) Riyals.

Article (21)

The legal entity shall be subject to the penalty specified in the preceding article for acts committed in violation of this Law, if the offense is committed by one of its employees on its behalf or for its account, without prejudice to the criminal liability of the natural person subordinate to it.

Article (22)

Ministry employees, who are authorized by a decision of the Public Prosecutor in agreement with the Minister to hold the status of judicial police officers, shall record and prove crimes committed in violation of this Law.

Article (23)

The Minister shall determine by decision the fees for services paid in accordance with this Law.

Article (24)

The Minister shall issue the Executive Regulations and all necessary regulations and decisions to implement this Law, and until their issuance, currently applicable decisions shall remain in force to the extent that they do not conflict with its provisions.

Article (25)

The provisions of this Law do not apply to:

1. Companies and individuals to whom the State entrusts the extraction, exploitation, or management of natural resources, under a concession or special agreement, except to the extent not conflicting with the provisions of the concession contract or special agreement.
2. Companies established or participated in by the Government and other public institutions, and companies in which the State participates with a share of not less than 51% or less, provided with Council of Ministers' approval, in cooperation with non-Qatari investors, in accordance with the aforementioned Commercial Companies Law.
3. Companies and individuals licensed by QatarEnergy to conduct any petroleum operations, or those targeting investment in the oil, gas, and petrochemicals sector.

Article (26)

The aforementioned Law No. (13) of 2000 is repealed.

Article (27)

All competent authorities shall implement this Law, each within their respective jurisdiction. It shall be published in the Official Gazette.

Tamim bin Hamad Al Thani Amir of the State of Qatar

Issued at the Diwan Amiri on: 1/5/1440 AH Corresponding to: 7/1/2019 AD