Qatar

Doing Business in Qatar

Introduction

Qatar is one of the smaller Gulf States in terms of population and geographical area, but boasts the third largest gas reserves in the world. This abundance of natural resources, the recent legal liberalisation, economic diversification and a burgeoning economy opens many opportunities for investment.

Foreign investors are welcomed, and various incentives are available to attract foreign capital, including tax breaks and exemptions from customs duty. Foreign investors can transfer their investments, and profits can be repatriated, as can proceeds of sale and capital on liquidation.

Foreign Investment Restrictions

Foreign investors may only invest in Qatar in accordance with the provisions of the Foreign Investment Law.

Foreign investors may invest in all parts of the national economy (other than those set out below) with a Qatari partner who must own at least 51% of the enterprise.

Foreign investors may not invest in commercial agencies or, broadly speaking, real estate. Approval from the Council of Ministers is required for foreign investment in banking or insurance.

The Ministry of Economy and Commerce may permit foreign investors to own more than 49% of a company in specified sectors, namely agriculture, industry, health, education, tourism, and the development of natural resources, energy or mining.

Foreign capital is guaranteed against expropriation (although the state may acquire assets for public benefit on a non-discriminatory basis, provided the full economic value of the asset is paid).

A foreign company which is performing a specific contract in Qatar may set up a branch office if the project ”facilitates the performance of a public service or utility”.

  • A foreign company operating in Qatar under a Qatari government concession to extract, exploit or manage the State’s national resources is exempt from the Foreign Investment Law. In practice, this covers all the oil majors.
  • A company formed by a foreign entity with the government or a government entity will be subject to special rules.

Establishing a Company

  • A company is the normal vehicle to set up an on-going business
  • Various exemptions are available to attract foreign capital
  • In almost all cases a Qatari partner will be required

Branch office

A branch office is used where a foreign company is performing a specific contract in Qatar.

The branch is authorised by the Ministry of Economy and Commerce where the project ”facilitates the performance of a public service or utility”:

  • No need for a Qatari partner
  • The branch is only entitled to perform the specific contract for which it is registered
  • The branch will be fully taxable unless it is granted a special exemption
  • A special regime applies to branches of foreign engineering consultancy firms

Commercial Agency

A foreign company does not establish a presence in Qatar, instead an agent is appointed to market goods and services within Qatar. Exclusive agencies must be registered and are governed by Qatari agency law. Under a registered agency, commission is payable on all sales of the products within the territory even if the sales are not due to the activities of the agent. It is difficult to terminate a registered agency—compensation is payable upon the termination of the agency as well as on the expiry of a fixed term agency.

Representative Trade Office

There is a new method of establishing a ”shop window” in Qatar:

  • The method can be used to promote a foreign company in Qatar and introduce it to Qatari companies and projects
  • The method cannot be used to contract or to do business in Qatar. Business must be carried out by a foreign entity (where the contract can be performed substantially outside Qatar) or by a company or branch authorised to do business in Qatar

Company Structures

Limited Liability Companies (LLCs) are the most attractive vehicles to foreign investors. (Other possible legal entities under Qatari law are the Simple Partnership, the Joint Partnership and the Qatari Shareholding Company (QSC)—however, foreign participation in these bodies is restricted.)

Limited Liability Company

  • Minimum capital of QR 200,000
  • Must have at least 51% Qatari ownership, unless an exemption has been obtained
  • The parties’ profit shares do not necessarily have to reflect their shareholdings
  • 10% of each year’s net profits must be kept within a company until the reserve stands at 50% of the share capital
  • May not raise capital by public subscription and may not issue freely transferable shares or bonds
  • Shares may only be transferred after they have first been offered to the other shareholders by way of pre-emption, unless the other shareholders have agreed to waive their right
  • May not carry out banking or insurance business or provide investment advice or investment services to third parties

Commercial Registration and Other formalities

Virtually, all companies use a ”facilitator” or ”government liaison officer” to carry out all the necessary registration formalities. This will include obtaining residence permits; driving licences; telephone, power and water connections. A facilitator will know all the relevant procedures and requirements and will help minimise frustration when setting up.

Company Formation

The following are necessary to incorporate a company and obtain a commercial registration:

  • Memorandum and Articles of Association in Arabic which conform with the standard form prepared by the Ministry of Economy and Commerce
  • Notarised, authenticated and consularised copies of the foreign company’s Certificate of Incorporation, Memorandum and Articles of Association
  • Documents indicating the deposit of the share capital at a bank
  • A lease contract for the office of the company
  • Chamber of Commerce registration

Once the company has been incorporated and the commercial registration issued, the share capital can be released to the company’s directors or the general manager for the purposes of running the company. The following licences must then also be obtained:

  1. Municipal licence
  2. Signage licence
  3. Employer’s Immigration Department identity card

Branch Office

The following are required to establish a branch office and obtain a commercial registration:

  • Authorisation from the Ministry of Economy and Commerce to establish a branch
  • Notarised, authenticated and consularised copies of the foreign company’s Certificate of Incorporation and Memorandum and Articles of Association
  • A notarised, authenticated and consularised power of attorney from the foreign company to the manager of the branch
  • A copy of the contract in respect of which it is sought to establish the branch office
  • Chamber of Commerce registration
  • A lease contract for the office of the company

Once the branch has been approved and the commercial registration issued, the following licences must also be obtained:

  1. Municipal licence
  2. Signage licence
  3. Employer’s Immigration Department identity card

If applicable, the company or branch will also need to be entered in the Importers’ Register and/or Contractors’ Register.

Tax

Companies

Income tax is levied on businesses other than those wholly owned by GCC nationals.

Income tax is charged on all profits arising in Qatar, including profits on the sale of the company’s assets.

The share of profits of the Qatari or GCC partner in a business is exempt from tax.

An income tax exemption can be granted for a period of up to 10 years for major projects if they meet certain criteria.

Some countries have double tax treaties with Qatar. If not, unilateral relief may be available; for example, UK unilateral relief is available against UK taxes where Qatari income tax has been paid.

The corporate tax laws in the State of Qatar have changed from a sliding scale determined by profits to a flat rate. The tax rate is now 10% of taxable income (turnover minus costs) during the taxable year.

Individuals

There is no income tax on personal salaries.

Customs Duty

The new GCC customs duty is 5% on most items. Exemptions from customs duty can be obtained for the import of equipment relating to particular projects as well as primary or semi-manufactured materials that are not available locally. In addition to customs duty, legalisation fees are payable on import documentation.

Staff

An initiative that aims to increase the number of Qatari nationals in the public sector workforce is in place; this new Labour Law introduces ”Qatarisation” initiatives for private sector entities. The employment of Qatari nationals is one of the criteria taken into account when tax exemptions are granted.

  • All contracts of employment are governed by the Labour Law
  • They must be in Arabic and approved by the Labour Department
  • Companies will need to obtain residence and work permits for their expatriate staff. A new Labour Department Committee has been established to supervise applications for bringing in foreign workers
  • All expatriate employees must be sponsored by their employer who is responsible for them while they are in Qatar

Premises

  • Ownership of land by foreigners is restricted
  • Land for projects can be given to foreign investors on long term leases for periods of up to 60 years which may be renewed
  • A recent law now permits foreigners to own properties in three new developments for the first time

Commercial Contracts

  • Once a business entity has been established, it will need to protect its interests when contracting with other entities
  • The parties to an international contract are free to choose the law and jurisdiction which will govern that contract. (If they do not choose an applicable law, the contract will be governed by the Qatari Civil Code.)
  • The parties may also agree in writing to refer disputes to arbitration

Intellectual Properties

Traditionally, intellectual property rights were not as well protected in Qatar as foreign investors were used to; however, new trademark and copyright laws were enacted in 2002.

Trademarks

  • Trademarks can be registered at the Trademark Office
  • Registrations are valid for 10 years from the date of filing (renewable)
  • Trademarks can be cancelled if not used for periods of five consecutive years in Qatar
  • If the international classification of goods and services is used, a separate application must be made for each class
  • Non-Qataris have the same rights as Qataris provided that their country treats Qatar reciprocally

Copyright

The Qatari copyright law protects original literary and artistic works including computer programs and databases that are creative in the selection and arrangement of their subject matter.

Protection extends to, amongst others, non-Qataris whose work is first published in Qatar or is published in another country and then published in Qatar within 30 days of the first publication date, and to works protected by international agreements.

Patents

There is no Qatari patent law—cautionary notices can be published in the press.

A GCC patent can be obtained by filing at the Patent Office in Riyadh, Saudi Arabia.

Culture and Customs

It is advisable to provide staff in Qatar, as well as those back at your head office, a briefing on local culture and customs. When setting up, a local facilitator can be extremely useful to guide our clients through the system and advise them on cultural issues. However, it is also vital to have a well-briefed representative from your organisation on the ground to work alongside your facilitator and/or local partner.

Disclaimer 
Whilst every effort has been made to ensure that the details contained herein are correct and up-to-date, it does not constitute legal or other professional advice. IQTESADI does not accept any responsibility, legal or otherwise, for any errors or omission.