Law No. 8/2001
Regulating Direct Foreign Capital Investment in the State of Kuwait Having reviewed:

1. The Constitution,
2. Decree No. 3/1955, concerning Kuwait income tax, and the laws amending thereto,
3. Kuwait Chamber of Commerce Law issued in 1959,
4. Law No. 15/1960 issuing the commercial companies Act and the laws amending thereto,
5. Law No. 16/1960 issuing the penal code and the laws amending thereto,
6. Law No. 4/1962 concerning patents, industrial drawings and mock-ups as amended by law No. 3/2001,
7. Law No. 33/1964 on expropriation and temporary possession for public interest.
8. Law No. 36/1964 regulating commercial agencies and laws amending thereto,
9. Law No. 32/1968 concerning currency, Central Bank of Kuwait and regulating of the banking profession and laws amending thereto,
10. Law No. 32/1969 regulating commercial enterprises licensing and laws amending thereto,
11. Law Decree No. 68/1980 issuing the commercial law and laws amending thereto,
12. Law No. 58/1982 ratifying the GCC Unified Economic Agreement,
13. Law No. 56/1996 issuing the Industry Act.
14. Law No. 19/2000 on the support of national labor and encouraging their employment in non governmental sector.
15. The National Assembly approved the law of the following provisions, and we have sanctioned and issuing it.

Definitions
(Article 1)
The following terms shall have the meanings assigned against each:

Minister: Minister of Commerce & Industry.
Invested Foreign Capital:
 

• Foreign money, securities and commercial papers transferred to Kuwait.
• Machinery, equipment, transportation means, raw materials and commodities imported from abroad for investment purposes.
• Incorporeal moral rights such as patents, trade marks, licenses and registered trade names, engineering and technical designs.
• Profits and earnings of the invested foreign capital if increased to foreign capital or employed in new investment enterprises.

Foreign Investor: A natural or legal person who holds a nationality other than Kuwaiti.
Foreign Investment: Investment of foreign capital in an activity licensed in accordance with the provisions hereof.
Enterprise: Any economic activity or enterprise subject to the provisions of this law.
Investment Committee: The Foreign Capital Investment Committee established under the provisions of Article (5) hereof.

Chapter one

On Foreign Capital Investment

(Article 2)

Without prejudice to the provisions of Article (3) hereof, the Council of Ministers shall determine the economic activities and enterprises that the foreign investor is allowed to undertake within the State of Kuwait whether independently or in participation with the national capital in conformity with the State's general policy and approved economic development plans.

(Article 3)

A license is issued to the foreign investor for undertaking an economic activities or enterprises via an order by the Minister pursuant to the investment Committee's recommendation, and following the approval of the competent authorities.
License application must be decided within a maximum period of eight months from the date of submission. In case of rejection, the decision must be justified in writing.
Provisions of Clause 1 of Article 23 and provisions of Article 24 of Law Decree No. 68/1980 referred to herein above shall not apply to such license.
Any commitment to invest one of natural resources or public utilities shall be made only pursuant to a law and shall be for a limited period. Preliminary procedures shall guarantee the facilitation of searches, inspection, detection and the achievement of openness and competition.
Such agreements, contracts or obligations granted prior to the execution of the Constitution or this Law may only be renewed or amended pursuant to a law.

(Article 4)

In exclusion of the provisions of Article 68 of Law No. 15 of 1960 referred to a license may be given by order of the Minister upon the recommendation of Investment Committee to incorporate Kuwaiti companies where the share of foreigners therein shall be 100% of their capital in accordance with the conditions and circumstances placed by the Council of Ministers.

Chapter Two

The Foreign Capital Investment Committee

(Article 5)

A committee called The Foreign Capital Investment Committee shall be formed under the chairmanship of the Minister, the formation of which shall be issued pursuant to an order by the Council of Ministers. Committee members shall include experts representing the private sector as well as representatives of Kuwait Chamber of Commerce & Industry.
The head of the (KFIB) indicated in Article 7 hereof, shall act as General-Secretary of the Committee. The Committee's business shall be regulated pursuant to an order to be issued by the Minister, while the remuneration of its members shall be determined via the order of Council of Ministers.

(Article 6)

The Investment Committee shall be engaged in the following:
 

• Study applications for investment and submit recommendations thereof.
• Promote for investment opportunities available in the country and take the initiative to attract foreign investors.
• Grant privileges to encourage the foreign investor and Kuwait private sector to make investments in accordance with Article (13) hereof in co-ordination with the competent authorities, with special emphasis on encouraging the Kuwaiti private sector.
• Facilitate the enterprise's license and registration procedures and eliminate obstacles that may encounter its erection.
• Impose a method for monitoring, follow-up and assessing the performance of foreign investments in the country, to identify any obstacles facing such investments and to surmount the same.
• Investigate the complaints raised by foreign investors and other concerned parties as a result of implementing the provisions of this law, and submit its reports thereon to competent authorities.
• Impose the penalties stipulated in Article (15) hereof.
• Prepare draft regulations required for the implementation of the stipulations of this law.
• Consider matters referred to it by the Minister in respect to the implementation of the provisions hereof.
• Prepare periodic statistical reports on foreign investment activities as well as an annual report on licensed investment enterprises together by indicating obstacles facing the entry of foreign investments into the country and ways to remedy the same. Such report shall be submitted to the Council of Ministers within a period not exceeding the end of March of every year.

(Article 7)

A bureau called Kuwait Foreign Investment Bureau – (KFIB) shall be set up to act as the executive staff of the Foreign Capital Investment Committee, to be formed pursuant to an order issued by the Minister which order shall also specify the working rules thereof. The head of this bureau shall be appointed via a decree to be issued pursuant to the Minister's nomination.

The (KFIB) shall receive license applications, complete the same in conjunction with concerned authorities, conduct the required studies and submit suggestions thereon, to be placed before the Investment Committee for deciding thereon within a grace period not exceeding four months from the application date. Such period may be extended to a similar period via an order of the Minister to be justified in writing.

• The Inform international markets about the enterprises placed for investment and highlight the benefits enjoyed by the foreign capital investment in the country.
• Provide all necessary information, clarifications and statistics requested by foreign investors.
• Follow up execution of licensed enterprises and eliminate the obstacles and difficulties which may confront such enterprises.
• Coordinate with the concerned authorities in order to facilitate the foreign investor's entry and residence in the country as well as foreign dealers having business connections with them.

Chapter Three

Secured Guarantees for Foreign Investment

(Article 8)

Foreign enterprises licensed under the provisions of this law may not be confiscated or nationalized. Expropriation may only be made for public interest in accordance with the laws applicable and against a compensation equivalent to the enterprise's real economic value at the time of expropriation. Such value shall be estimated according to the economic situation prior to any threat of expropriation. Further the due compensation shall be paid without delay.

 (Article 9)

Without prejudice to the provisions of Article (3) hereof, this law shall apply to existing investments belonging to a foreign capital in conformity with the stipulations of this law, provided that the privileges, exemptions and guarantees accorded to such investments under the provisions hereof shall be not less than those previously granted to the said existing investments. Applications with regard to the benefiting from the privileges stipulated herein should be submitted by the foreign investor to the Investment Committee for due consideration.

(Article 10)

Foreign investor licensed under the provisions of this law shall not be subject to any amendment stipulated herein prejudicing his interests. However, expansions of existing investment made following the enforcement of such amendment shall be excepted.

(Article 11)

1. The Foreign investor has the right to transfer his investment in full or in part or to another foreign investor, or to national investor, or relinquish the same to his national partner in case of partnership, in accordance with law and license stipulations.
2.  In case of transferring a foreign investment in part or entirely to another foreign investor, this latter investor shall substitute the former to the extent of the ownership transferred him by the former. Further the investment shall continue to be treated according to the provisions of this law.

(Article 12)

The foreign investor has the right to transfer abroad his profits, capital, and compensation stipulated in Article (8) hereof.
Further, non-Kuwaiti workers in the enterprise, and dealers therewith existing outside Kuwait may also transfer their savings and dues abroad.

Chapter Four  

Privileges and Obligations of Foreign Investment

(Article 13)

The Investment Committee may grant foreign investments all or part of the following privileges:
 

• Exemption from income tax or any other taxes for a period not exceeding ten years from starting the actual operation of the enterprise as well as exempting every new investment in the same enterprise from such taxes for a period equivalent to that granted to the original investment when the enterprise was established.
• Benefit from the privileges supplied under double taxation avoidance agreements as well as investment encouragement and protection agreements.
• Total or partial exemption from customs duties on the following imports:
  ::  Machinery, equipment, and spare parts required for construction, expansion and development.
  ::  Raw materials, semi-processed goods, wrapping and packaging materials and such other materials required for production purposes.
• Allotment of lands and real estates required for investment purpose in-accordance with the laws and regulations applicable in the State of Kuwait.
• Recruitment of required foreign labor in accordance with the laws and regulations applicable in the country. The Council of Ministers shall issue a decision determining the ratio of national labor in respect of the enterprises subject to the provisions of this law.
  Granting of the privileges indicated in this Article shall be in line with the economic development plans as well as the number of Kuwaiti workers in the enterprise and with due observance of the provisions of the said Law No. 19/2000 appointing the national labor.

(Article 14)

The foreign investor undertakes to protect the environment safety, comply with the public order and morality as well as the instructions relating to the security, public hygiene and third party safety.

Chapter Five 

Penalties

(Article 15)

In case the foreign investor breaches the provisions hereof, license conditions, the processed laws or rules in the country; the Investment Committee may apply one of the following penalties against him:-
1. Notice.
2. Warning.
3. Deprivation from benefits granted wholly or partially to him. However, the foreign investor shall amend the breach that may request reconsideration of the deprivation decision.
4. Administrative suspension of the enterprise for a certain period.
Further, the court may, upon the request of the Investment Committee, rule on canceling the license and liquidating the investment.

Without prejudice to the foreign investor's right to resort to courts, the foreign investor may complain to the Council of Ministers against the penalties for in Clauses 3, 4 within thirty days from the date he is notified of the penalty decision. In case of rejecting the complaint, the decision must be justified in writing. The complaint not officially replied within sixty days from the filing date shall be deemed as rejected. Enforcement of the penalty shall not relieve the foreign investor from the civil and penal liability, whenever applicable.

Chapter Six

Concluding Provisions

(Article 16)

The Kuwaiti Courts alone shall be competent to consider whatever disputes arising between foreign investment enterprises and third parties. However, the parties may agree to refer such dispute to arbitration.

(Article 17)

Under the provisions hereof the foreign investor shall enjoy the coverage of the principles of equality and confidentiality of technical, economic and financial information connected with the enterprise, as well as preservation of investment initiatives in accordance with the provisions of the relevant applicable laws.
Without prejudice to any more severe penalty stipulated by any other law, any person divulging any information he become aware of due to the functions of his job and relating to the investment initiative, technical, economic or financial aspects of foreign investment, made under the provisions hereof, shall be punished by imprisonment for a period not exceeding one year and a maximum fine of Ten Thousand Kuwaiti Dinar, or by either penalty, except in such cases wherein the said disclosure is permitted by law.

(Article 18)

The Minister shall submit to the National Assembly a copy of the annual report stipulated by Clause (10) of Article 6 hereof within thirty days from presentation date to the Council of Ministers.
Further, the Minister shall submit to the National Assembly every six months a periodic statement comprising all the applications submitted in accordance with Articles (3, 4, 9) hereof and the orders issued in this regard.

(Article 19)

In the context of foreign investment, all issues not particularly provided for herein shall be subject to the provisions of the laws and regulations applicable in the State of Kuwait, provided that there would not be conflict with the provisions hereof.

(Article 20)

The provisions of this law shall be applied to the economic activities and enterprises engaged by the national investor having no foreign partner whenever they fall within the activities and enterprises determined by the Council of Ministers pursuant to Article (2) hereof.

(Article 21)

The Minister shall issue the Executive By-Laws and orders required for the implementation of the provisions hereof within six months of enforcement.

(Article 22)

The Prime Minister and Ministers, each within his own competence, shall implement this law.                           

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Amir of Kuwait
Jaber Al-Ahmed Al-Sabah

Issued at Bayan Palace
On Muharram 23rd, 1422 A.H.
Corresponding to: 17 April 2001 A.D.

Explanatory Memorandum to Law No. 8/2001
Regulating Direct Investment of Foreign Capital in the State of Kuwait
Jaber Al-Ahmed Al-Sabah

In the course of globalization and liberalization of trade as well as the privatization policy, both advanced and developing states started to lay down such programs and policies that would expand the private sector's role and minimize reliance on the public sector in the production of commodities and services. This would contribute to achieving better distribution and more efficient management of the available economic resources as well as create work opportunities for the national labor through providing the private sector with investment opportunities, which help in curtailing the migration of the national capitals abroad. This also represents one of the effective tools for treating the continuous deficit in the State's public budget.
With the view to encourage foreign investment in the state of Kuwait, stress its significant role in the economic development projects and in bridging the gap in resources and potentials that may not be available in the country, and in order to expand the investment base, and to gain advanced technology as well as the management and the marketing expertise enjoyed by international companies, the accompanying law has been prepared comprising six chapters under the following titles:
Chapter One: On Foreign Capital Investment.
Chapter Two: The Foreign Capital Investment Committee.
Chapter Three: Guarantees secured for foreign investment.
Chapter Four: Privileges and obligations of the foreign investment.
Chapter Five: Penalties.
Chapter Six: Concluding provisions.

Article one deals with defining the terms and expressions used in the law. Thus it contains definitions of such terms as the Minister, Invested Foreign Capital, Foreign Investor, Foreign Investment, Enterprise, and Investment Committee. The definition of such terms and expressions helps users of this law to identify and construe the provisions contained therein without difficulty.

Article Two stipulates that the determination of the economic activities and enterprises allowed to be undertaken by the investor shall rest with the Council of Ministers in accordance with the State's general policy and approved economic development plans, whether such investments were undertaken independently or in participation with the national capital. Thus, nothing contained in the law would hinder the Council of Ministers to expand the list of economic activities and enterprises which are subject to the provision hereof or similarly to reduce the said list as deemed appropriate in the light of the adopted economic development plans.

Article Three names the authority entrusted with the issuance of required licenses for practicing the economic activities and enterprises, via the Minister of Commerce & Industry, pursuant to the Investment Committee's recommendation following the approval of the competent authorities.
The term "competent authorities" means such authorities concerned with the investment activity to be licensed such as Ministry of Higher Education in the field of establishing private universities, and Ministry of health in the field of hospitals…. Further, this article stipulates that license application shall be decided within a maximum period of eight months from the date of submission. It also specifies, in the light of the provisions of Article Seven, that Investment Committee must decide on the licensing application within a period not exceeding four months from the date of submission. Such period may be extended by an order or Minister of Commerce & Industry. In case of rejection, it stipulates that the rejection decision must be justified in writing, so that the investor is aware of the reasons for the rejection.

Furthermore, Article Three stipulates that provisions of Clause 1 of Article 23 and Article 24 of the Commerce Law shall not apply to such licenses, as they are not found to be in conformity with the desired goal of this law, namely the encouragement of foreign capital. It is supposed that the Minister of Commerce and Industry must, upon granting license to the foreign investor, comply with the stipulations of the Constitution, particularly Article 152 and 153 thereof. The said articles stipulate that any commitment to grant the concession for investing natural resources or public utilities shall only be made pursuant to a law and any monopoly shall only be granted via a law and for a limited period.

The Financial and Economic Affairs Committee at the National Assembly has consulted the Assembly's Legislative and Legal Affairs Committee about the meaning of the terms "a natural resource" and "a public utility" stated in Article 152 of the Constitution. The reply states that according to historically well established origin of the stipulation, the ''natural resources'' intended by the Constitutional Legislator in this article, for which commitment to their investment may only be granted through a law to be issued in each case separately, mean such natural resources that constitute national wealth such as petroleum. However, other natural resources such as gravel, sand and fisheries are not covered by the provision.

Further, the reply conceives that reference to ''public utilities'' contained in the Constitutional text mean the main public utilities and not the secondary ones. It also states that Article 152 of the Constitution applies only to onerous contracts which are distinguished from other contracts in the sense that contractor is authorized to enjoy the public authority's privileges and rights.

The said committee adds that the Constitution does not require issuance of a special law in case the State offers in lease a state-owned utility to a private party, or entrusts a private entity with the management of a state-owned utility, or with construction and management of a new utility, provided that the ownership of such utility should devolve to the State after the lapse of a certain period on B.O.T. basis. However the foregoing stipulation shall not apply to cases governed by an onerous contract, which contract is complete, comprising all its principal components and concerns a main national utility.

Article (3) hereof also prohibits renewal or amendment of any agreements, contracts or obligations granted prior to the issuing of the Constitution or this law, unless such action is introduced by law.

Article Four is concerned with a key provision that deals with a significant aspect of investment, which is the foreigners' ownership of corporate shares. Under this provision, foreigners are authorized to hold any equity shares in companies established pursuant to the provisions of this law, which can be as high as 100% of the company's capital. However, this is contingent upon due compliance with the terms and conditions determined by the Council of Ministers. Issuance of the licensing orders is vested in the Minister of Commerce and Industry pursuant to a recommendation by the Foreign Capital Investment Committee.

However, it is noted that with regard to foreign banks, the approval of the Central Bank of Kuwait is required as a preview to establishing the foreign bank, as the Central Bank of Kuwait is the competent authority which controls the banking system in the State of Kuwait in accordance with (Article 15) of Law no. 32/1968. The said law (Article 26) also stipulates that establishment applications must be presented to the board of Central Bank of Kuwait which will decide on the necessary recommendation before proceeding with the establishment procedures.
Further, the banking institutions may embark on their business only after registration at the banks Register at the Central Bank of Kuwait (Article 59). All such provisions shall remain valid as they are complementary to the provisions of Article Four hereof.

Article Five addresses the establishment of the Foreign Capital Investment Committee, while it refers the formation of the said Committee, to the Council of Minister's resolution, provided that the committee is chaired by the Minister of Commerce and Industry.

The Committee members shall include experts representing the private sector, and Kuwait Chamber of Commerce and Industry, which reflects keenness on the representation of the private sector in this Committee. The wording of the provision of this Article stipulates that the Committee should include representatives not only from the Kuwait Chamber of Commerce and Industry but also from the private sector not belonging to the Chamber. The number of the Investment Committee's members and mode of their selection shall be determined by the Council of Ministers, with one restriction, namely that the Committee shall include representatives of Kuwait Chamber of Commerce and Industry as well as members representing the private sector outside the Chamber. The term ''representatives'' means one or more representatives. Further, the provision's wording allows participation of government sectors representatives in the Committee, in numbers and mode as deemed appropriate by the Council of Ministers to enable the Committee to dispense its duties in the best possible manner.

This Article also provides that the head of (KFIB), indicated in Article (7) hereof, will assume the functions of the Committee's Secretary-General. The remuneration of the Investment Committee members shall be determined via an order by the Council of Ministers while the Minister of Commerce and Industry shall issue the order regulating the Committee's business.

Article Six determines the functions of the Foreign Capital Investment Committee which basically originate from the objectives sought by the law.

Article Seven provides for the establishment of the (KFIB) which is entrusted with the function of Executive Body that serves the Committee. It stipulates that the said bureau shall be formed pursuant to the Minister of Commerce and Industry's order. The jurisdictions of the said bureau are determined by this provision which also stipulates that the bureau head shall be appointed via a decree issued pursuant to the nomination of Minister of Commerce and Industry.

Article Eight prohibits absolute confiscation or nationalization of any licensed foreign enterprise under the provisions of this law. This prohibition is contingent on the lack of the public interest element in respect of expropriation. These guarantees are meant to make the foreign investor aware that his funds will be secured in the country and not vulnerable to any investment risks such as those facing investments in other countries. The provision distinguishes between the confiscation and nationalization on one hand, and expropriation for the public interest on the other hand. Thus, it prohibits absolute confiscation and nationalization while making expropriation for public interest's sake contingent on justifiable reasons and against fair compensations in accordance with the laws enforced in the state.

The provision of Article Eight not only indicates that the compensation to be received by the foreign investor in case of expropriation must be fair, but also laid down the rules according to which such compensation is determined where it must be equivalent to the enterprise's real economic value at the time of expropriation and before any signs of expropriation which might adversely affect the real value of the enterprise. The provision also mandates prompt payment of compensation.

Article Nine extends the provisions of the law to cover the investments currently existing so they could benefit from the new provisions and guarantees provided for herein, but without prejudice to the privileges already obtained by the investor.

Article Ten provides a key stipulation that deals with the security provided to the foreign investor, which represents his protection against any amendments which may be introduced to the exiting laws under which is enterprise was established. The article stipulates that the new amendments shall not apply to the investor licensed under the provisions of this law. However, expansions to the enterprise made under the newly introduced law shall become subject to its provisions with immediate effect.

Article Eleven stipulates, among other securities enjoyed by the investor, his priority right to transfer his investment to another foreign or Kuwaiti national investor, or otherwise to assign the enterprise to his foreign partner. However, these measures should be effected in compliance with the applicable laws and regulations. The legislator treats the transferee foreign investor, who has been assigned the enterprise by the original investor, on a par with the original investor as far as the provisions of this law are concerned.

Article Twelve allows the foreign investor to repatriate his profits and capital as well as the compensations stipulated in Clause 2, Article 8 of this law, as such repatriation constitutes the objective of the investment. Thus, no restrictions have been imposed on such remittances, an aspect that represents a significant guarantee to the investor.

Article Thirteen lists the benefits and exemptions granted to the investor. These benefits relate to tax exemption, avoidance of double taxation, exemption from customs duties, allotment of land and real estate, recruitment of foreign labour, etc... However, it authorizes the Investment Committee to grant all or part of such benefits according to the economic development plans and the number of Kuwaiti workers in the enterprise in compliance with the provisions of Law no. 19/2000. Concerning the recruitment of the national labour. With the intention of protecting national manpower, and in addition to the foregoing, this Article stipulates that an order to be issued by the Council of Ministers, shall specify the national labour ratio to be undertaken by each enterprise which is subject to the provisions hereof.

Article Fourteen provides that the foreign investor must comply with the protection of the environment against pollution, and observe the public order and morals. Further, the foreign investor must comply with the instructions relating to security, public hygiene and third party safety. Such compliance includes all laws and regulations issued in this regard, which specify type of violation, offender and penalties.

Article Fifteen prescribes the penalties that may be imposed on the foreign investor violating the provisions of this law or the conditions under which the respective license was granted. The Investment Committee is named as the competent authority to impose such penalties.

The Article allows for grievance against penalties No. 3 and 4 to be submitted to the Council of Ministers including deprivation from privileges and administrative suspension of the enterprise. Grievance against such penalties should be filed within thirty days from the date on which the investor is notified with the penalty decision. Further, the said Article stipulates that the lapse of sixty days the date on which the grievance application has been filed without deciding on the same shall imply rejection thereof. It also stipulates that imposition of the penalty shall not relieve the foreign investor from the civil and penal liability should their conditions apply. It is noted from this provision that the Investment Committee is not empowered to impose the penalty of cancellation of license and liquidation of investment, since such procedure is vested in the court upon the request of Investment Committee due to the grave consequences of license cancellation for both the investor's enterprise and workers. The provision also indicates that submitting grievance before the Council of Ministers against privileges denial and administrative suspense penalties shall not infringe on the investor's right to recourse directly to the judiciary instead of resorting to the former method if his interest dictates such course.

Article Sixteen of the law asserts that Kuwaiti courts alone are the competent authority to consider any dispute arising between the foreign investment enterprises and third parties, however, as an exception, it allows agreement between the parties to refer such dispute to local or international arbitration panels. In implementation of the provisions hereof, third parties mean governmental bodies, public and private natural and corporate persons.

Article Seventeen stipulates that the foreign investment shall enjoy the coverage of the basic principles governing investments, namely confidentiality of information and protection of investment initiatives, contingent on the provisions of the applicable laws in the State of Kuwait. Further, it provides for penalties to be imposed on anyone disclosing information obtained by reason of his job and relating to the investment initiative or to the technical aspects of the foreign investment. The term ''principles of equality'' cited in the beginning of this article aims to emphasize the principle of equality between the national and foreign investors before the law in terms of general rights and obligations, particularly in the application of this article, via in the confidentiality of technical information related to the enterprise and preservation of the investment initiatives.

Article Eighteen stipulates that the Ministry of Commerce and Industry shall submit to the National Assembly a copy of the annual report referred to in clause 10 of Article 6 within thirty days from the date on which such report is presented to the Council of Ministers. Pursuant to this article, Minister of Commerce and Industry shall, every six months, submit to the National Assembly a periodic statement on all applications submitted in accordance with Article 3 (licensing applications submitted by a foreign investor), Article 4 (licensing applications for incorporating Kuwaiti Companies in participation with foreign capital), and Article 9 (applications submitted by existing investments upon promulgation of this law, aiming of benefiting from the privileges stipulated therein). Under this article, the National Assembly will remain fully informed on all aspects of foreign investment in Kuwait on a periodic basis.

Article Nineteen stipulates that the provisions of laws and regulations enforced in the State shall be applicable to the foreign investment in all such cases not particularly provided for herein, provided that such shall not result in conflict with the provisions hereof.

Article Twenty stipulates that the Kuwaiti national investor shall be subject to the provisions hereof in such cases where he is engaged in economic enterprises and enterprises without having a foreign partner whenever they fall within the enterprises and enterprises determined by the Council of Ministers in implementation of Article Two hereof. This means that the enterprise carried out by a Kuwaiti national severally with no foreign partnership shall enjoy all the privileges, exemptions and guarantees accorded to the foreign investor pursuant to this law whenever the national enterprise is licensed under the provisions hereof. Further, this provision provides for the settlement of the national capital and helps in curtailing its migration abroad. Naturally, identical enterprises made within the same framework must have similar privileges.

Article Twenty One stipulates that issuance of the executive by-law of this law shall be vested in the Minister of Commerce and Industry within six months from the date of enforcement.

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Ministerial Resolution No. 23 of 2003
Issuance the Executive Regulation Of Law No. 8 of 2001

On Regulating Direct Investment of Foreign Capital in the State of Kuwait

The Minister of Commerce & Industry,
- Having perused the law No. 8 of 2001 on regulating direct investment of foreign capital in the State of Kuwait.
- The decree No. 305 of 2002 appointing the head of Kuwait Foreign Investment Bureau.
- The resolution of the Council of Ministers No. 990 of 2001 on the formation of the Foreign Capital Investment Committee.
- The Ministerial Resolution No. 134 of 2002 on the organizing the Act of the Foreign Capital Investment Committee.
- The Ministerial Resolution No. 16 of 2003 on the formation and system of Kuwait Foreign Investment Bureau.

Article (1)

The provisions of the executive regulation of the law No. 8 of 2001 on the regulation of direct investment of foreign capital in the State of Kuwait, whose texts are herewith enclosed, will take effect.

Article (2)

The officials – each within his field of concern – must implement this resolution and it will take effect as from the date it is published in the official Gazette.

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Minister of Commerce & Industry
Salah Abdulredha Khourshid

Issued on: 3 Zulhjah 1423AH
Corresponding to: 4/2/2003

Executive Regulation of Law No. 8 of 2001
On Regulating Direct Investment of Foreign Capital in the State of Kuwait

Definitions
Article (1)

Upon the implementation of the provisions of this regulation the following terms will have the meaning opposite of each:
 

• Minister: The Minister of Commerce & Industry.
• Committee: Foreign Capital Investment Committee.
• Bureau (KFIB): Kuwait Foreign Investment Bureau (KFIB).
• Bureau Head: Head of (KFIB) and the Secretary-General of Foreign Capital Investment Committee.
• Law: Law no. 8 of 2001 on regulating direct investment of foreign capital in the State of Kuwait.
• Invested foreign capital:
  1- Foreign bank notes, securities and commercial papers remitted to the country.
  2- The machinery, equipment, means of transportation, raw materials and necessary commodities brought from abroad for investment purposes.
  3- Corporal rights, such as patents, trade marks, licenses, registered commercial names and engineering and technological designs.
  4- Profits and gains of the foreign invested capital – if it is added to the foreign capital or employed in the construction of new investment enterprises.
• Foreign investor: The natural or corporal person who holds a non – Kuwaiti nationality.
• Foreign Investment: The employment of foreign capital in a business that is licensed in accordance with the provisions of law.
• Enterprise: Any economic activity or enterprise conforms to the provisions of the law.
• Investment license: A license granted as per a resolution from the Minister pursuant to the recommendations of the Committee, after obtaining the approval of the concerned authorities, whereby the holder will have the right – in accordance with the legal and technical stipulations – to practice the economic activities of the enterprise in the manner provided for under the law.
• Investment record: The record wherein the data pertaining to the investment enterprise or the resultant changes will be entered.

Chapter One

Investment Licenses

Article (2)

The applicant for the investment license will apply to the owner of the enterprise or to his legal representative, using the form already prepared for this purpose by the (KFIB), to construct new enterprises or to extend or upgrade currently existing enterprises. The form should be made in the name of the bureau head, containing the following details:
 

• Capacity of the applicant (foreign investor or his legal representative) and his partners in the enterprise.
• The contact details (postal address, telephone and fax numbers, e-mail, if any).
• Type of the invested activity and the purpose of the same.
• Headquarters and management center of the enterprise.
• Official true copy of the memorandum of association and articles of association of the company.
•  Work plan, including details about sources of finance, total and paid up capital, raw materials, local and foreign marketing, the economic, environmental and social impact of the enterprise on the state.
• Specific time table for completion of the enterprise.
• Qualifications and potentialities of the investor to execute the enterprise.
• Statement of the national and foreign man power, along with the percentage of each within the prospective of the enterprise, taking the resolution of the Council of Ministers, which was promulgated under article 13 of the law, into account.
• The orders relevant to the import of the requirements of the enterprise.
• An indication whether it will be resorted to arbitration in case of any dispute that may arise between foreign investment enterprises and third parties or not. The license applicant will submit a receipt including the number and date of application.
  The data of submitting the application will be considered as the date when these data and documents were completed.

Article (3)

Taking the provisions of articles 3 and 7 of the law into account, the (KFIB) must study the application for licenses submitted to it and it must submit necessary proposals in this respect within a maximum of one month from the date when the application was submitted. The Committee must decide the proposed suggestions within a period of not more than four months from the date of submission of the application. However this period may be extended for similar period as per grounded resolution from the Minister.

Article (4)

Taking the provision of article 2 the law and the resolution of the Council of Ministers implementing the same into account, investment licenses will be granted to the enterprise as per the resolution of the Minister in accordance with the provisions of the law.

Article (5)

The investment license for the construction of any new project or making any amendments to the currently existing enterprises, either to develop or to make modifications to the same, will be issued as per a resolution from the Minister. It will include the data relevant to the license and the term of the enterprise. The resolution granting the investment license must indicate the period of incorporation of the enterprise as from the date of issue of the resolution granting the license.

Article (6)

In case the application for investment license is approved, the (KFIB) will advise all concerned authorities of the resolution issued in this respect. In case the application for the license is rejected, the resolution of rejection must be in written and grounded. In all cases the applicant must be advised of the resolution, either it is approving or rejecting the application or extending the grace period, within a maximum of 15 days from its date of issue.

Article (7)

The owners of the licensed enterprises must oblige the same conditions and objectives set forth in the investment license. No amendments may be made to such enterprises unless pursuant to the recommendation of the Committee and the approval of Minister.

Article (8)

Upon rejecting the application for investment license, the applicant may not apply for new license for the same enterprise unless after the elapse of one year from the date of rejection.

Chapter Two

Investment Record

Article (9)

All licenses will be entered in the (investment record). Applications for entry or deletion of entry or suspension of activity must be entered in the record using the forms already prepared for this purpose. The supporting documents and statements must be attached to the applications and the applicant will receive a receipt containing entry number and date.

Article (10)

The application for entry in the investment record must be submitted within a maximum of one month from the date of obtaining the license. The application must include the following documents and statements:
 

• Name, nature, address, headquarters of the management center of the enterprise.
• Name of the owner and manager of the enterprise.
  All details already entered in the investment record in addition to entry date and number as well as all legal acts pertaining to the enterprise will be published in the official Gazette, within one month from the date of entry.

 Article (11)

The enterprise owner must advise the (KFIB), within one month of being
aware of the following provisions and resolutions issued in this respect:
1- The judgments declaring bankruptcy or cancellations of the same as well as the judgments relating to suspending the stay for payment of debts.
2- The judgments relating to rehabilitation.
3- The judgments and resolutions relating to attachment on the enterprise or removal in the same enterprise.
4- The judgments and resolutions relating to cancellations of the license, liquidation of the enterprise, appointment and dismiss of receivers.
Every concerned party may advise the (KFIB) of the above referred to judgments and resolutions and it will be entered in the investment record.

Article (12)

The enterprise owner his legal representative, legal heirs or the legal liquidators- as the case might be – may apply for deletion of the entry under the following circumstances:
1- Permanent suspension of the business of the enterprise.
2- Liquidation of the enterprise.
3- Cancellation of the license.

The application for deletion must be made within one month from the date grounding the same. The application must include the following details:
1- Name, nationality and domicile of the applicant for cancellation.
2- Name and entry number of the enterprise.
3- Reason of deletion and necessary substantiating documents.
The applicant will be granted a certificate indicating that the deletion was made and it will be published in the official Gazette within one month from the date of deletion.

Chapter Three

Control of Enterprises and Following Execution Up

Article (13)

As soon as of being advised of the license, the foreign investor must undertake the executive procedures and steps of the enterprise in accordance with the time table already submitted by him to the (KFIB). During all stages of executing the enterprise he must provide the (KFIB) with detailed follow up reports of the time table, every six months. It is provided that such reports must include statements about all steps that were made and the hindrances that faced execution, if any. The (KFIB) will prepare periodical reports every six months or if need arises regarding the progress of executing the licensed enterprises and it will submit the same to the Committee along with its recommendations in this respect. If the investor expresses reasonable grounds that prevent undertaking the executive procedures of the enterprise, in accordance with the time table, the Committee may extend the grace period already fixed in these time table, for periods totally not exceeding one year.

Article (14)

The owner of every enterprise must provide the (KFIB), within 3 months from the start date of every fiscal year, with a copy of his balance sheet, profits and losses account of the enterprise during the previous year approved by an auditor.

Chapter Four

Guarantees, Privileges, Facilities and Exemptions

Article (15)

In case the foreign investor desires to transfer the capital or profits of the enterprise or the compensation already provided for under article 8 of the law, then all applicable laws and resolutions in this respect will be applied on him.

Article (16)

Applications for granting all or some privileges already provided for under the law to foreign investment must be submitted to the bureau, including the starting date of production or practicing activity. Following verifications of these facts the (KFIB) must prepare a report including its opinion and submit it to the Committee to resolve accordingly in accordance with the provisions of law.

Article (17)

Upon granting the privileges and exemptions to the enterprise, the Committee may take the following into account:
1- Modern technology and administration as well as practical, technical and marketing expertise.
2- Extending and activating the role of the Kuwaiti private sector.
3- Creating job opportunities for national labor force and training for them.
4- Economic development plans and the targeted sectors.
5- Location.

Chapter Five

Penalties

Article (18)

In case the foreign investor violates the provisions of the law and this regulation or the conditions of the license or the applicable laws and regulations of the country, the (KFIB) will prepare a report in this respect and present it to the Committee along with the opinion of the (KFIB) in this respect. The Committee may impose any of the penalties already provided for under the law, in case it holds that the violation is established against the foreign investor.
If the Committee holds that the issue entails cancellation of the license and liquidation of the investment, it may present the same to the court who may rule cancellation of the license and liquidation of the investment.

Article (19)

Petitions against the above referred to penalties under items 3 & 4 of article 15 of the law will be made as per summons to be submitted by the foreign investor to the (KFIB) indicating the subject, reasons of the petitions and requests of the investor. However this must be made within the prescribed dates and in accordance with the procedures already set forth under the law. The (KFIB) must present the petitions to the Committee for study and preparing a report including its opinion regarding the petitions. The Committee will submit the petitions to the Council of Ministers for consideration and adopting a resolution in this respect.

Chapter Six

Final provisions

Article (20)

The national investor who does not have foreign partner and who desires to obtain the privileges already prescribed under the law may apply for it. In addition, the (KFIB) must prepare a report including its opinion regarding this application.
Further the (KFIB) will submit the application to the Committee in order to take appropriate recommendation in this respect and to present the same to the Minister.

Article (21)

The application of the foreign investor, the owner of the currently existing enterprise, who desires to benefit from the privileges already provided for under the law, must be submitted to the (KFIB). The (KFIB) must prepare a report including its opinion concerning the application and present the same to the Committee in order to take appropriate recommendations in this respect within a period of four months from submitting the application, Further the application must be presented to the Minister. However the privileges, exemptions and guarantees granted to him under the provision of the law must not be less than those already prescribed for him.

Article (22)

The owner of every enterprise who has previously obtained an investment license to practice economic activity before enforceability of the law may apply for entry in the investment record, using the forms that are prepared by the (KFIB) in this respect, before the expiry date of his investment license or within a maximum of one year from the applicable date of this regulation, whichever comes first.

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Council of Ministers Resolution No. (1006/1) year 2003
Regarding economic activities and enterprises which foreign investors are allowed to undertake in the State of Kuwait

A license is issued by an order of the Minister of Commerce & Industry upon the Investment Committee recommendation and following the approval of the competent authorities in accordance with procedures, conditions, and rules stipulated in Article 3 of the said law No. 8/2001, a foreign investor may carry out economic activities and enterprises in the following fields:

• Industries except for enterprises related to Oil,Gas exploration or production.
• Construction, operation and management of Infrastructure enterprise in the fields of water, power, drainage and communications.
• Banks, investment corporations and foreign exchange companies which the Central Bank of Kuwait agrees to consider incorporation thereof.
• Insurance companies which Ministry of Commerce & Industry agrees to incorporate.
• Information Technology and Software Development.
• Hospital and Medicines manufacturing.
• Land, sea and air transport.
• Tourism, hotels, and entertainment.
• Culture, information and marketing except for issuance of newspapers and magazines and opening of publishing houses.
• Integrated housing projects and zones development except for real estate speculation.
•  Real Estate investment through foreign investor subscription to the Kuwait shareholding companies as per the provisions of law No. 20/2002.

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Council of Ministers Resolution No.(738/9) year 2008 Regarding adding

  economic activities and enterprises which foreign investor are allowed to undertake in the state of Kuwait

•  Storage and logistic services.

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Council of Ministers Resolution No.(1067/8) year 2009 Regarding adding

  economic activities and enterprises which foreign investor are allowed to undertake in the state of Kuwait 

• Environmental activities. 

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Council of Ministers resolution No. (1006/2) year 2003
Regarding the incorporation of Kuwaiti Companies where foreigners possess 100% of their capital

By virtue of Minister of Commerce & Industry order upon the recommendation of Investment Committee, a license is issued to incorporate Kuwait shareholding closed companies where the share of foreigners therein shall be 100% of their capital in accordance with the following conditions and terms:

• The company's capital shall be sufficient to achieve its objectives and shall be fully subscribed to by the founders.
• In corporation thereof shall fulfill the procedures, rules and conditions contained in law No. 15/1960 regarding these companies.
•  A company shall proceed with its activity or enterprises shown in the Council of Ministers resolution No. 1006/1 of the year 2003 referred thereto, subject to the fact that a company incorporation would result in the achievement of one or more of the following objectives:
  :: Transfer of modern technology and administration and practical, technical and marketing expertise.
  :: Expansion and activation of the role of Kuwait private sector.
  :: Creation of job opportunities for national labours and contribution to training thereof.
  :: Support of national products exports.