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Doing Business in Qatar

Second Edition

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2 Latham & Watkins | Doing Business in Qatar

Latham & Watkins | Doing Business in Qatar

Contents

A. IntroductIon .....................................................................................1

i The Economy of Qatar and Country Background ii Government and Legal System iii Key Regulatory Entities

B. EStABLIShIng A LEgAL PrESEncE In QAtAr................................4

i Incorporating a Local Entity Under the Commercial Companies Law ii Foreign Investors iii Incorporating or Registering With the QFC iv ObtainingaLicenceforaTemporaryBranchorRepresentativeOffice v Incorporating or Registering within the Qatar Science and Technology Park (QSTP) vi Entering into a Commercial Agency Relationship vii Appointing a Distributor viii Appointing a Commercial Representative

c. gEnErAL LEgAL conSIdErAtIonS .................................................8

i Doing Business with the Public Sector ii Import Regulations iii Foreign Exchange Controls and Anti-Money Laundering iv Taxation v Real Property vi Immigration vii Employment Law viii Intellectual Property ix Governing Law and Dispute Resolution

d. InItIAL PuBLIc oFFErIngS ..............................................................13

i Which Market? ii Entities Permitted to List iii Applicable Rules and Regulations

SchEduLES .............................................................................................14

EndnotES ................................................................................................18


this guide provides an overview of the principal legal factors for foreign investors considering doing business in Qatar.

Please note that this guide is for general guidance only and is not intended to be an exhaustive review of the laws of the State of Qatar or the Qatar Financial Centre (the QFC). This guide does not contain definitive legal advice and specific legal advice should always be obtained. Latham & Watkins LLP does not accept any responsibility for any loss, howsoever caused, sustained by any person using this guide.

A. IntroductIon

(i) the Economy of Qatar and country Background

Qatar is one of the most prosperous countries in the world and has the fastest growing economy in the Gulf Cooperation Council (the GCC). Qatar’s real GDP compounded annual growth rate was 13.9 per cent between 2007 and 2011. Much of the growth in the economyhasbeendrivenbyanexpansionintheproductionofoil,liquefiednaturalgas(LNG) and condensates, coupled with increases in hydrocarbon prices, with the oil and gas sector constituting 51.7 per cent of Qatar’s total nominal GDP in 2010. Qatar has also been diversifying its economy by allowing further development in both the real estate and construction sectors. Qatar has witnessed a substantial increase in economic growth andreturnsdueinparttoinvestmentintheinfrastructure,tourism,financialservicesandpetrochemicals sectors. Consequently, the non-oil and gas sector contributed 48.3 per cent of Qatar’s nominal GDP in 2010 compared with 39.6 per cent in 2003.

Qatar Petroleum (QP), which is wholly owned by the State of Qatar (the State) and the State’s primary source of revenue, is responsible for all phases of the oil and gas industry in Qatar. Qatar is estimaged to be amongst the top 20 largest global oil producer and is now the leading LNG producing country in the world exporting approximately 77.1 million tonnesofLNGin2011.ThroughitsflagshipQatargasandRasGasLNGprojects,Qatarhasdeveloped its LNG business through strategic partnerships with a number of the world’s leading oil and gas companies, including ConocoPhillips, ExxonMobil, Shell and Total.

In recent years, Qatar has used its budget surpluses to diversify and modernise the economy through increased spending on infrastructure, social programs, healthcare and education. Qatar’s economic growth has also enabled it to diversify its economy through domestic and international investment into different classes of assets. In 2005, the State established the Qatar Investment Authority (QIA) to propose and implement investments forQatar’sgrowingfinancialreserves,bothdomesticallyandabroad.

The 2010 consensus conducted by the Qatar Statistics Authority estimated that the population of Qatar was approximately 1,699,435, which represents an approximate 128.4 percentincreasefromthe2004consensuspopulationfigureof744,029.Accordingtothe2010 consensus, approximately 73.7 per cent of the country’s population resides in Doha.1 Like other GCC nations, non-Qatari nationals make up the majority of the populationin Qatar.

Qatar shares a land and maritime border with the Kingdom of Saudi Arabia and maritime boundaries with the Kingdom of Bahrain, the United Arab Emirates and Iran. In addition to the capital city, Doha, Qatar’s key industrial cities include Ras Laffan City (located north of Doha) and Mesaieed Industrial City (located south of Doha).

More recently, Qatar has distinguished itself from other GCC nations by focusing on hostingsportingeventsandbecomingamajorhubforsportsentertainmentintheregion.Notably, Qatar hosted the 2006 Asian Games, the 2010 IAAF World Indoor Championships and the 2011 AFC Asian Cup. In 2010, Qatar won the right to host the FIFA 2022 World Cupwhichwillnecessitatemajorinfrastructureworksincludingtheconstructionofupto

Latham & Watkins | Doing Business in Qatar 2

12 new stadiums as well as new roads and transportation facilities. In 2011, the Emir of Qatar issued Resolution No. (27) of 2011 establishing the Supreme Committee for Qatar 2022. The Supreme Committee for Qatar 2022 is intended to be the primary governmental authority responsible for planning and executing the works necessary to host the FIFA 2022 World Cup. In addition, Doha is expected to submit a bid for the right to host the 2024 Olympics.

(ii) government and Legal System

Qatar gained full independence in 1971 and has been ruled since June 1995 by the Emir His Highness Sheikh Hamad bin Khalifa Al-Thani. The hereditary successor to the Emir is the Emir’s fourth son, the Heir Apparent His Highness Sheikh Tamim bin Hamad bin Khalifa Al-Thani.

The permanent Qatar Constitution (the Constitution) came into effect in 2005, replacing the constitution that had been created shortly after independence. The Constitution separates powers between the executive branch, which is comprised of the Emir with assistance from his cabinet (the Council of Ministers), the legislature (the Advisory Council) and thejudiciary.TheConstitutionguaranteesallresidentsofQatarequalitybeforethelaw,regardless of their origin, language, religion or gender. The Constitution assures personal freedom and privacy, guarantees freedom of expression, association and the media, and prohibits any amendment to individual rights and public liberties (except for the purposes of granting additional rights and guarantees).

TheConstitutionalsoguaranteesthefullindependenceofQatar’sjudiciary,whichhasasupreme council (the Supreme Council) to oversee the proper functioning of Qatari courts and their relatedagencies.The judiciary inQatarwasoriginallyestablished in1972asan independent body and divided into a civil and commercial court system, as well as aShari’ahcourtsystemthatadministeredIslamiclaw.In2003,certainnewlawsunifiedthecivilandcommercialcourtsandtheShari’ahcourtintoasinglejudicialbody.Qataricourts determine civil and commercial disputes in accordance with Qatari legislation. If no legislation is available with respect to a particular matter, Qatari civil and commercial courts will look to, among other things, Shari’ah law and established commercial practices.

The Qatari court system is based on a centralised and hierarchical civil-law model. Qatari courts are made of preliminary courts, an appeal court, a Court of Cassation and the Supreme Constitutional Court. Decisions of preliminary courts may be appealed to the appeal court on points of fact and law, while decisions of the appeal court may be appealed to the Court of Cassation on points of law only. The Supreme Constitutional Court presides only on certain issues of law such as the legitimacy of laws and regulations under the Constitution. Its rulings, decisions and interpretations are final and binding on Stateauthorities. The chief of the Court of Cassation is appointed by Emiri decree, while all other judgesareappointedbyEmiridecreeupontherecommendationoftheSupremeCouncil.

Following the establishment of the QFC in 2005, QFC Law No. (7) of 2005 set forth a legal and regulatory regime that is intended to be parallel to and separate from the Qatari legal system (except with respect to matters not governed by QFC laws, such as criminal law).TheQFChas itsownrulesandregulationsapplicable to,amongothers,financialservices companies, and which cover such topics as anti-money laundering, contracts and insolvency. Despite the existence of these QFC laws and regulations, Qatari civil law continuestoapplyintheQFCexceptwhenitisexplicitlyexcluded,conflictswith,orrelatesto matters not dealt with under QFC laws and regulations.

In accordance with the rules and regulations of the QFC, the Qatar Financial Centre RegulatoryAuthority(QFCRA)regulates,licencesandsupervisesbanking,financialandinsurance related businesses carried on, in or from the QFC in accordance with legislative principles of an international standard, modeled closely on those used in London and other majorfinancialcentres.


(iii) Key regulatory Entities

(a) Ministry of Business and trade

The Ministry of Business and Trade (the MoBT) is Qatar’s key commercial and insurance regulator and the scope of its authority is wide-ranging. Among other things, the MOBT is responsible for the planning and execution of the State’s general budget, monitoring the Government’s accounts and expenditure, evaluating and implementing taxation policy, coordinating with the Qatar Central Bank with respect to monetary policy, approving new commercial registrations and approving the registration of trademarks.

(b) Qatar Exchange

In June 2009, Qatar Holding LLC (QH), a wholly owned subsidiary of the QIA, and NYSE Euronext formed a strategic partnership. This came about following the US$200 million acquisition by NYSE Euronext of a 20 per cent stake in the Qatar Exchange (the QE) (known prior to the transaction as the Doha Securities Market or DSM). QH retained an 80 per cent stake in the QE. The QE currently lists equity securities only. As of January 2011,therewere42companieslistedprimarilyfromthebankingandfinancialservices,insurance and industrial sectors.

(c) Qatar central Bank

The Qatar Central Bank (the QCB) was established in 1993 and operates in coordination with the Ministry of Economy and Finance. The QCB is managed by a board of directors and chaired by its governor.

In its supervisory capacity, the QCB oversees the activities of all of Qatar’s commercial banksandnon-bankingfinancialinstitutions(withtheexceptionofinsurancecompanies)withaviewtominimisingbankingandfinancialriskinQatar’sfinancialsector.TheQCBconducts regular inspections of and reviews reports and other mandatory data submitted by commercial banks, including monthly capital adequacy compliance reports.

Qatar’s monetary policy is formulated by the QCB to, among other things, regulate interest rates,maintainthestabilityoftheQatarRiyalandcontrolinflation.WhiletheQCBoperatesin coordinationwith theMinistry of Economy and Finance, it is not subject to politicalinterference in its management of monetary policy.

(d) Qatar Financial Markets Authority

The Qatar Financial Markets Authority (the QFMA) was established in 2005 as an independent regulatory authority for Qatar’s capital markets. The QFMA is mandated to (i) regulate and supervise the QE and the securities industry in Qatar and (ii) implement a new regulatory framework for Qatar’s capital markets and securities industry based on internationalbestpractices.TheQFMA’sprimaryobjective is toensuremarket integrityand transparency through impartial monitoring and independent regulation of Qatar’s capital markets. The QFMA also sets regulatory policy for the securities markets, drafts and issues relevant rules and regulations, oversees admission to listing and enforces relevant laws and regulations applicable to market participants.

(e) Qatar Financial centre Authority / Qatar Financial centre regulatory Authority

TheQFCwasestablished in2005with theobjectiveofattracting internationalfinancialserviceproviderstoQatar.UnlikeotherfinancialcentresintheMiddleEast,theQFChasno physical boundaries and QFC-registered entities may conduct business internationally andthroughoutQatar.QFC-registeredentitiescan locateanywhere inQatar,subject toapproval by the QFC and the Council of Ministers. Much of Doha is already authorised as a “QFC zone” and the authorisation process is generally straightforward. The Qatar Financial Centre Authority (the QFCA) is the commercial arm of the QFC and is responsible for the licencing, registration and incorporation of QFC entities amongst other things. The QFCRA is the independent regulatory arm of the QFC. Any QFC entity that is engaged in


a regulated activity (including banking, asset management and insurance activities) must be authorised to conduct such activity by the QFCRA. The QFCRA has a broad range of regulatorypowerstoauthorise,superviseanddisciplineQFCfirmsandindividuals.

B. EStABLIShIng A LEgAL PrESEncE In QAtAr

The following commercial arrangements may be used by a foreign investor to establish a legal presence and conduct business activities in Qatar:

• incorporatingalocalentityunder(LawNo.(5)of2002)(theCommercial Companies Law);

• obtainingalicenceforatemporarybranchorrepresentativeoffice;

• incorporatingorregisteringwiththeQFC;

• incorporatingorregisteringintheQatarScienceandTechnologyPark(theQSTP);

• appointingacommercialagent;

• appointingadistributor;or

• appointingacommercialrepresentative.

Further details are set out in Sections B(i) to B(viii) below and a matrix providing a summary of the main characteristics of these different options is set out in Schedule 1.

(i) Incorporating a Local Entity under the commercial companies Law

All entities incorporated in Qatar (other than QFC entities, as described in Section B(iii))must be established under the Commercial Companies Law. The Commercial Companies Law permits the establishment of the following types of entities to conduct commercial activities in Qatar:

• limitedliabilitycompany;

• generalpartnership;

• simplelimitedpartnership;

• limitedpartnershipwithshares;

• unincorporatedjointventure;

• jointstockcompany(publicorprivate);and

• single-personcompany.

Schedule2summarisesthekeydifferencesbetweenthedifferentformsofentityidentifiedabove.

Foreign investors often opt to incorporate a limited liability company (LLC)2 because it requires a relatively small amount of capital (not less than QR 200,000)3, it can be established reasonably quickly and the liability of its shareholders is generally limited to the amount of share capital that they have committed. Nonetheless, LLCs will not be appropriate for all types of business activity as the Commercial Companies Law provides that LLCs cannot undertake banking or insurance activities nor can they make investments on behalf of third parties (either as principal or agent). Furthermore, LLCs may not offer their shares for public subscription.

When entering into a joint venturewith aGovernment orGovernment-owned entity, itis customary for the parties to establish a private joint stock company incorporated inaccordance with Article 68 of the Commercial Companies Law. The qualifying factor for incorporating a so-called Article 68 company is that at least one of the company’s shareholders must be a Governmental organisation that either (1) is fully owned by the


Government or owned by the Government with at least a 51 per cent shareholding or (2) has received a waiver from the Council of Ministers from this requirement. An Article 68 company may contract out of provisions of the Commercial Companies Law through its memorandum and articles of association and, therefore, may govern itself in any way that the shareholders wish.

(ii) Foreign Investors

Law No. (13) of 2000 (the Foreign Investment Law) applies to non-Qatari natural or legal persons (a non-Qatari legal person is an entity which is not wholly owned by a Qatari national).ThisdefinitionincludesGCCnationalswhoarenotQatarinationals.

The Foreign Investment Law places two main restrictions on foreign investors who wish to establish a legal presence in Qatar: (1) the percentage of foreign ownership permitted; and (2) the types of business in which foreign investors can invest.4

(a) Maximum Equity Participation

Article 2(1) of the Foreign Investment Law restricts foreign ownership to a maximum of 49 per cent of a company’s capital. However, Article 2(2) of the Foreign Investment Law (as amended by Law No.(1) of 2010) provides that foreign investors may own up to 100 per cent of the capital if:

• The entity operates in the following sectors: agriculture, industry, healthcare, education, tourism, exploitation and development of natural resources, energy or mining, consultancy services, technical and information technology, cultural, sports and entertainment services or distribution services

• TheprojectcontributestoQatar’sdevelopmentplans5

AlthoughtheMinisterofBusinessandTradeisofficiallyresponsibleforgivingauthorisationunder Article 2(2) of the Foreign Investment Law, the determination of the acceptable percentage of foreign ownership is generally left to the Minister covering the relevant sector. For example, if the investment is in the energy or mining sectors, the Minister of Energy and Industry will determine the percentage of foreign ownership. This is normally determined on a case-by-case basis.

ForeigncompanieswishingtoinvestinsectorsnotspecificallymentionedinArticle2(2)ofthe Foreign Investment Law may be permitted 100 per cent ownership on a case-by-case basis, upon approval by the Minister of Business and Trade. In practice, such approval is rare.

Notwithstandingthe49percentforeignownershipcap,foreigninvestorshaveflexibilitytopreservesignificantcontroloveranLLCbyincludingprotectiveprovisionsinitsoperatingagreements. Such provisions could, for example, confer on the foreign investor the power to appoint a certain number of general managers (equivalent to directors under US and Englishlaw),therighttomorethan49percentofthecompany’sprofits,therightofvetoover certain decisions and the right to retain ownership of any trade name.

(b) the Proxy Law

Law No. (25) of 2004 (the Proxy Law) prohibits any natural or legal person in Qatar from “harboring” a non-Qatari. The language of the Proxy Law has a wide scope of application and seeks to, amongst other things, restrict the ability of foreign investors to use a Qatari natural person or entity to circumvent restrictions and requirements applicable to foreign investors under Qatari law.

(c) types of Business

Foreign investment in the banking and insurance sectors is only permitted on a case-by-case basis upon the prior approval of the Council of Ministers. Foreign investment in commercial agencies and trading in real estate is not generally permitted.6


Foreign investors who wish to engage in engineering activities, including engineering consultancy, are governed by Law No. 19 of 2005 (Engineering Law). Under this law, foreignengineeringfirmsarepermittedtoregistertemporarybranchesinQatar.Thereare,however,strictregistrationrequirements.Ifaforeignfirmcannotmeettheserequirements,theEngineeringLawstatesthatforeigninvestorscanestablishalocalengineeringfirmasajointventurewithaQataripartner,withamaximumof49percentforeignownership.TheregistrationrequirementsforengineeringfirmsareregulatedbytheUrbanPlanningandDevelopment Authority.

(iii) Incorporating or registering Within the QFc

Entities licenced by the QFC and operating under the auspices of the QFC may be fully owned by non-Qatari natural or legal persons. Full repatriation of profits and capital isexpressly permitted for QFC entities. Entities wishing to operate from the QFC must be engagedinspecificQFC-permittedactivities.Amoredetaileddescriptionofthepermittedactivities and the licencing and authorisation process is set out below:

(a) Permitted Activities for QFc Entities

Only entities performing certain limited activities are allowed to operate within the QFC. Permitted activities fall into two broad categories:

• regulated activities: the QFCRA authorises QFC entities to conduct regulated activities from within the QFC. These regulated activities include activities relating to financial services, insurance reinsurance, assetmanagement, funds administration,funds advisory, pension funds, the provision of credit, brokerage services, financialagency,corporatefinanceadvisoryandcustodianservices

• non-regulated activities: the QFCA may licence QFC entities to conduct permitted activities, which are considered non-regulated activities, from within the QFC. These non-regulated activities include ship broking, ship agency services, classificationservices, grading services, company administration services, the business of holding companies, the formation, operation and administration of trusts and professional advisory services (including accounting, audit, tax, consulting and legal services)

(b) Licencing and Authorisation Process in the QFc

An entity engaged in a permitted activity can establish a legal presence in the QFC by incorporating a company or partnership, or by registering a branch of a non-QFC entity. Such incorporation or registration must be undertaken through the QFC Companies Registration Office.TheQFCpermitstheestablishmentofvarioustypesoflegalentityincludinglimitedliability companies, protected cell companies, both general and limited partnerships (including branches of a non-QFC partnership), and the transfer of incorporation to the QFC. A comparison of these different options is set out in Schedule 3.

All QFC entities must be licenced by the QFCA7.

In addition, all entities engaged in regulated activities must be authorised by the QFCRA.8 Entities seeking such authorisation will also be required to appoint individuals to perform certain key functions, including senior executive, actuarial and anti-money laundering reporting functions.9 The incorporation of a QFC entity requires extensive consultation with the QFCA and applicants will need to furnish the QFCA with detailed business plans and financialinformationrelatingtotheproposedentityanditsfoundingshareholders.

Certain incorporation details of QFC-licenced entities are made public on the QFC website.


(iv) Obtaining a Licence for a Temporary Branch or Representative Office

Under Article 3 of the Foreign Investment Law, a foreign company can open a temporary branchoffice inQatar if thecompany isawardedaspecificcontract involvingaprojectthat contributes to public service or interest. In this situation, the Minister of Business andTradecanlicencetheforeigncompanytoconductbusinessinQatarforthespecificpurposeofcompletingthecontract.Thelicencetooperatethetemporarybranchofficewillexpire once the contract is completed.

AforeigncompanycanopenarepresentativeofficebyfilinganapplicationattheMoBT.ArepresentativeofficecannotconductfinancialtransactionsinQataranditsactivitiesarelimited to marketing and administrative functions.

(v) Incorporating or registering within the Qatar Science and technology Park (QStP)

The QSTP is, for the time being, the only free zone in Qatar.10 The capital of companies registered in the QSTP can be entirely owned by foreign investors. QSTP companies are permittedtotradedirectlyinQatarwithoutalocalagent.Otherfreezonebenefitsincludethe absence of taxation and the ability to import goods and services free of any Qatari added tax or customs duties. In addition, rent for QSTP premises is highly subsidised.

InordertoincorporateorregisterintheQSTP,themajorityofanentity’sactivitiesmustcontribute to the advancement of science, technology or research and development. ProjectsthatcollaboratewithQatar’suniversitiesandresearchinstitutesareparticularlyencouraged. Permitted activities usually include a mixture of technology, development and commercial trading, with the scope of the tenant’s commercial (and non-commercial) activities defined in itsQSTP licence.More than 20 companies are currently listed asoperating in the QSTP, including Chevron, Cisco, GE, Microsoft, Rolls-Royce and Tata.11

In order to establish a company in the QSTP, applicants must submit a description of their business and research plans to the QSTP. The QSTP will then assess whether such descriptionfits theapplicable technology-basedcriteria.TheQSTPwill typically requireapplicantstodemonstratethatthemajorityoftheiractivities,determinedbytheamountinvested, will be dedicated to research and development. Once QSTP approval has been received,theapplicantmusteitherapplytoincorporateortoregisterasabranchoffice.Allapplicants must then apply for a licence, which requires providing information such as proof offinancialand technicalproficiency,and theymustalsocompletea leaseagreement.AnnualfinancialandactivityreportsmustbesubmittedtotheQSTP.

Three types of licences are issued by the QSTP:

• Standard licence: issued to businesses that incorporate in the free zone as a QSTP LLCorregisterasabranchoffice.QSTPLLCsmusthaveatleasttwoshareholdersand a minimum capital of QR 200,000. These incorporated or registered businesses areentitledtoallfreezonebenefits.

• restricted licence: issued to various types of entities, which that do not qualify for the standardlicence.Thislicenceonlyprovideslimitedfreezonebenefits,asdesignatedby QSTP management.

• Service licence: issued to entities providing services to QSTP tenants. This licence doesnotprovideanyfreezonebenefits.

(vi) Entering into a commercial Agency relationship

If a foreign entity wishes to sell goods or services in Qatar but does not wish to maintain a physical presence in the country, it may enter into a commercial agency relationship with a Qatari natural or legal person. A commercial agency contract should, amongst other


things, specify the products or services covered by the agreement, the territory of the distribution and the duration of the relationship.

A commercial agency arrangement may be registered by the agent at the MoBT if the relationship between principal and agent meets certain criteria laid out in Law No. (8) of 2002 on Commercial Agents (the Commercial Agency Law). Upon registration, the agent receives, among other things, statutory protections relating to exclusivity, commission and termination.

Anagentinanon-registeredagencyrelationshipmayalsobenefitfromsimilarprotectionsto those afforded to registered agents by virtue of certain provisions of the Commercial Companies Law.

If an agency arrangement is entered into in circumstances where the agent is not a Qatari natural person or an entity wholly owned by Qataris or such arrangement has beenenteredintoonanon-exclusivebasis, thiswillprecludetheagentfrombenefitingfrom the statutory protections available under either the Commercial Agency Law or the Commercial Companies Law.

(vii) Appointing a distributor

A distributor may be appointed by a foreign investor to represent him in distributing and selling certain goods in Qatar. The distribution arrangement must be agreed in writing and includespecificdetailsregardingthelimitofthedistributor’sresponsibilities,thefee,thegeographical scope of the distribution arrangement, the term of the relationship and the useofintellectualpropertyrelatingtotheproductsthatarethesubjectofthedistributionarrangement.

The distribution contract between the principal and the distributor must be for a term of no lessthanfiveyearsifthedistributioncontractrequiresthedistributortoutiliseshowrooms,storeroomsortoprovidefacilitiesforthemaintenanceoftheproductsthatarethesubjectof the distribution. The principal cannot appoint more than one distributor relating to the same product in the same geographic area.

Similar to commercial agency arrangements, a distributor has certain protections under the Commercial Companies Law.

(viii) Appointing a commercial representative

A foreign investor may appoint a commercial representative through an employment contract with such person. The commercial representatives perform commercial activities in Qatar on behalf of foreign investors for a fee. Principals are liable for the acts of their commercial representatives provided that the relevant commercial representative acts within the parameters set forth under his or her employment contract.

c. gEnErAL LEgAL conSIdErAtIonS

In addition to the legal requirements outlined above, other general considerations are relevant to foreign investors who wish to do business in Qatar. Some of the main considerations are outlined below:

(i) doing Business with the Public Sector

The Central Tenders Committee (the CTC) of the Ministry of Economy and Finance processesthemajorityofpublicsectortenders inQatar. Inaddition,someGovernmententities, such as the Ministry of Energy and Industry, QP and the Public Works Authority, have internal tender committees.


Bids presented by entities that are not registered in the Commercial Register at the Ministry of Economy and Finance and with the Qatar Chamber of Commerce and Industry (the Chamber of Commerce) can be discarded by the CTC.

Preferential treatment is given to bids that include a high percentage of local content.

(ii) Import regulations

Qatar is a member of the World Trade Organization and a party to various regional free trade agreements, most notably within the GCC.

As a result of its participation in the GCC Customs Union, Qatar has been applying the GCC CommonExternalTariffLawNo.(41)of2002thatimplementstheGCCunifiedcustomstariff in Qatar, imposing a 5 per cent tariff on the invoice value of most imported products. TheGCC unified customs tariff has allowed exemptions for approximately 400 goods,including certain basic food products. Tobacco and manufactured tobacco substitutes are subjecttoacustomsdutyofatleast100percent.TheQSTPfreezonedoesnotimposeimport duties. As with many GCC states, the importation of pork is prohibited and the importation of alcohol is severely restricted.

Qatar is a member of the Greater Arab Free Trade Area (GAFTA) pursuant to which Qatar eliminated customs duties on certain products from GAFTA members states.

Entities wishing to import goods into Qatar must generally be registered in the Importers’ Registerandmustbeapprovedby theChamberofCommerce.Projects fundedby theQatar Development Bank or designated by the Ministry of Energy and Industry (generally those in the construction, oil, gas, water and electricity sectors) can be granted a customs duty waiver for the import of machinery, raw materials and industrial equipment.

(iii) Foreign Exchange controls and Anti-Money Laundering

Qatar does not generally have any foreign exchange controls or restrictions on the remittanceoffunds.Foreigninvestorsarefreetotransferprofitsandcapitalrelatedtotheirinvestments, and proceeds resulting from the settlement of investment disputes, both into and out of the country.

Law No. (28) of 2002 on Anti-Money Laundering criminalises money laundering and imposes sanctions against individuals and institutions committing this crime. This law also established a National Anti-Money Laundering Committee to implement the legislation and to promote anti-money laundering efforts. Law No. (3) of 2004 on Combating Terrorism also contains provisions that criminalise money-laundering. These laws, however, remain largely untested within Qatari courts.

Both the QFC and the QE have their own anti-money laundering regulations.

(iv) taxation

Profits of business establishments that arewholly owned byQatari individuals are nottaxed. Income tax in Qatar applies only to businesses and is essentially a form of corporate tax. Tax in Qatar was previously governed by Law Decree No. (11) of 1993 on Income Tax, which has been repealed and replaced by Law No. (21) of 2009 (the 2009 Tax Law). The 2009 Tax Law states that taxable income arising from sources in Qatar in excess of QR 100,000inanytaxableyearistaxedataflatrateof10percent(subjecttocertainlimitedexceptions relating to contracts between the State and foreign companies in the oil and gas industry). The 2009 Tax Law came into force on 1 January 2010.

The 2009 Tax Law introduced a new withholding tax regime on payments to non-residents at the following rates:• 5 per cent on royalties and technical fees


• 7 per cent on interest, commissions, brokerage fees, director’s fees and any other payments for services conducted wholly or partly in Qatar

Withholding tax is levied on amounts paid to non-residents in relation to activities not associated with a permanent establishment in Qatar. As a consequence, withholding tax requirements apply to service providers in Qatar who are unable to produce a tax card as evidence of having a tax nexus in Qatar.

Law No. (13) of 2008 provides that 2.5 per cent of the net annual profits of publiccorporations listed on the QE are to be collected by the Government and dedicated to the support of social, sporting, cultural and charitable activities.

Qatar has entered into a number of tax treaties for the avoidance of double taxation.

Currently there are no personal taxes, social insurance or other statutory deductions from salaries and wages paid in Qatar.

With effect from 1 January 2010, the QFC applied a 10 per cent rate of tax on all business profitsincurredbyQFC-licencedentitiesoperatingwithintheQFC.

(v) real Property

In recent years, the laws regulating the ownership and lease of real estate in Qatar have become more liberal, allowing greater opportunity for investment by foreign persons. Different laws apply to: (1) foreign (non-GCC) individuals; (2) GCC citizens and (3) non-Qatari companies.

• Foreign individuals not from the gcc: permitted, according to Law No. (17) of 2004 Regulating Ownership and Usufruct of Real Estate and Residential Units by Non-Qataris (Foreign Ownership of Real Estate Law), to invest and own real estate in three designated areas: The Pearl-Qatar, West Bay Lagoon and the Al Khor Resort Project.Non-Qatariindividualscanalsoobtainusufructrights,whichareregistrable,for 99 years in certain industrial areas designated by the Council of Ministers and in residential areas under terms set by the Council of Ministers.

• gcc citizens: permitted the same rights as other foreign individuals but are given additional privileges. GCC citizens are permitted to own up to three residential real estate assets, although the maximum size of these assets cannot exceed 3,000 square meters. GCC citizens can also own real property and residential units in investment areas designated by the Council of Ministers. Three investment areas have currently beendeclared:Lusail,AlKhurajandThaaylebMountain.

• non-Qatari companies: not permitted to invest or trade in real estate. However, entities that are not 100 per cent Qatari-owned can lease real estate for investment projectsforupto50years.

(vi) Immigration

As a country with a very high percentage of expatriates (around 80 per cent of the total population), Qatar is generally accommodating to legal immigrants and visitors. Visas are availableforbusinessandtouristvisits,transitandresidencyand,inthemajorityofcases,a lawyer is not required to handle the processing of visas. Visitors from approximately 30 countries can obtain visit visas upon arrival in Qatar.

For an employee of a company doing business outside the QFC, the company must register his or her employment contract with the Ministry of Interior before a residency visa can be issued. Each company is permitted a certain quota of residency visas. Employees with residency visas who earn above a threshold salary may sponsor family members for residency visas. Residency visas are valid for up to three years. Employees cannot work for anyone other than their sponsor and sponsorship cannot be transferred until the employee has worked for their original sponsor for at least two years.


The QFC has its own immigration laws and all applicable arrangements are handled by the QFC. Employees of QFC companies who have residency visas can sponsor family members for residency visas.

Residency visas can also be obtained, according to Law No. (2) of 2006, by foreigners who own interests and property under the Foreign Investment Law and the Foreign Ownership of Real Estate Law.

(vii) Employment Law

Employment in Qatar is generally governed by Law No. (14) of 2004 (the Labor Law), which imposes certain minimum standards on working hours, vacation and public holidays, health and safety, workers’ committees, collective agreements and termination of employment. Employees excluded from the application of the Labor Law include employees of Ministries and public institutions, including the armed forces and police. Also excluded are workers at sea, domestic workers, casual workers and working members of the employer’s family.

The QFC has its own employment regulations (Regulation No. 10 of 2006), and consequently employees of companies registered with, or incorporated under, the QFC lawsaresubjecttothesespecificemploymentregulations.

The Government has a strategic goal to increase the proportion of Qataris in both the public and the private sectors. This policy, known as “Qatarisation”, is effected by giving preference in employment to suitably qualified Qataris. The Government’s aim is toincrease the proportion of Qataris in the manufacturing sector to 50 per cent by 2020. Non-Qatari workers will only receive work permits if they have a residency permit and there is nosuitablyqualifiedQatariworkeravailabletocarryoutthework.

(viii) Intellectual Property

Over the last few years, Qatar has taken steps to strengthen its protection of intellectual property (IP) rights. Trademark and Copyright laws were introduced in 2002 and a new Patent Law was passed in 2006. Qatar is a member of certain worldwide conventions on IP (e.g. TRIPS and a number of World Intellectual Property Organization conventions) and, in August 2011, acceded to the Patent Cooperation Treaty. However, Qatar is currently not a signatory under the Madrid Convention.

The Ministry of Economy and Finance is responsible for enforcing IP laws and regulations. Specificoffices,suchastheTrademarksOffice,theOfficefortheProtectionofCopyrightand Neighboring Rights and the Patents and Innovation Section, have been established within this Ministry.

(a) Patents

Patents are protected by Decree-Law No. (30) of 2006 on Patents Law, which provides patent protection for 20 years. Although the law states that the MoBT will establish a Qatari patentregistrationoffice,thisisyettooccur.AGCCpatentcanbeobtainedbyregisteringatthePatentOfficeinRiyadh,SaudiArabia.

(b) copyrights

Copyrights are protected by Law No. (7) of 2002 on the Protection of Copyright and Neighboring Rights (the Copyright Law). The Copyright Law provides protection for 50yearsafteranauthor’sdeath,orafter thefirstdateofpublication foranonymousorcollective works.

OwnersofcopyrightscanregistercopyrightswiththeOfficeofProtectionofCopyrightandNeighboring Rights, located at the Ministry of Economy and Finance. Failure to register withthisofficedoesnot,however,affecttheprotectionofthecopyright.IndividualswhoinfringetheCopyrightLawmaybesubjecttofinesandimprisonment.


(c) trademarks

Trademarks are protected by Law No. (9) of 2002 on Trademarks, Commercial Indications, Trade Names, Geographical Indications and Industrial Designs (the Trademarks Law). Once registered, trademarksare valid for 10 yearsand canbe renewed indefinitely. Ifatrademarkhasnotbeenusedforfiveconsecutiveyears,itmaybecancelled.Foreignapplicants have the same rights as Qataris under the Trademarks Law, provided that they are nationals of a state that grants Qatar reciprocal treatment. Individuals who infringe the TrademarksLawmaybesubjecttofinesandimprisonment.

InDecember2006, theGCCSupremeCouncilapprovedaUnifiedTrademarksLaw toharmonise the protection of trademark rights throughout the GCC. Qatar has issued domestic legislation to give effect to this GCC law (Law No. (18) of 2007 promulgating the GCC Trademarks Law), but implementing regulations are yet to be drafted.

(d) trade Secrets and data Protection

Trade secrets are protected under Law No. (5) of 2005 on the Protection of Secrets of Trade (the Trade Secrets Law). Foreign applicants have the same rights as Qataris under the Trade Secrets Law, provided that they are nationals of a state that grants Qatar reciprocal treatment.

ThereisnospecificlegislationinQatarondataprotectionandprivacy.However,theQFChas issued data protection regulations, similar to the European data protection regime, that apply to QFC entities. Certain protections are provided to non-QFC entities in laws such as the Qatar Central Bank Law No. (33) of 2006 or the Qatar Penal Code, but these provisions are limited in nature.

(ix) governing Law and dispute resolution

(a) governing Law

Qatar’s legal systemhasbeensignificantly revisedover the lastdecade toconform tointernational best practices and standards. However, laws and cases in Qatar are not always readily available, particularly in English translation. As a result, foreign investors entering into contracts with parties located in Qatar often select English law (and, less frequently, US law) as the governing law.

(b) Qatar Financial centre civil and commercial court and regulatory tribunal

For legal disputes relating to QFC laws, the QFC has its own Civil and Commercial Court. ThemembersoftheCivilandCommercialCourtaremainlyexperiencedjudgesandseniorbarristers from the United Kingdom. Its role is to provide a legal infrastructure to underpin theQFCAandQFCRA.TheQFCCivilandCommercialCourthasnojurisdictiontohearmatters relating to Qatari law.

TheQFCRegulatoryTribunalisawhollyindependentbodywithjurisdictiontohearappealsfrom decisions of the QFCA, QFCRA and other QFC agencies.

(c) dispute resolution

A large number of parties doing business in Qatar (both foreign and locally based) select binding arbitration as the method of dispute resolution. There are two possible centres of arbitration in Qatar: the Qatar International Centre for Arbitration (QICA) in the Chamber of Commerce and Industry, and the QFC Tribunal. Many parties, however, choose locations in Europe or North America as the arbitral seat.

The QICA applies the laws contained in the Civil and Commercial Procedure Code (Law No. (13) of 1990).TheQFC applies specificQFC arbitration regulations.Themajorityof foreign entities doing business in Qatar select well-established arbitral rules including those issued by the LCIA, ICC or UNCITRAL.


(d) Enforcement of Foreign Judgments and Arbitral Awards

Qatari courts will enforce foreign judgments if there is reciprocity between the twojurisdictions. In March 2003, Qatar acceded to and implemented the principles of theUnited Nations New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards of 1958 (the New York Convention). Consequently, Qatari courts are obliged to enforce foreign arbitral decisions concluded in states that are party to the New York Convention, in accordance with the New York Convention.

d. InItIAL PuBLIc oFFErIngS

(i) Which Market?

The QE currently operates two markets. Prior to December 2011, qualifying entities were only permitted to list on the QE’s “main market” (the Main Market). In December 2011, the QE announced the creation of an alternative market called the “Venture Market”. Whilst the Main Market is primarily aimed at mature companies, the Venture Market is intended to attract small to medium sized enterprises with shorter trading histories.

There are currently 42 companies listed on the Main Market. Due to its relative infancy, there are currently no companies listed on the Venture Market.

(ii) Entities Permitted to List

Only public joint stock companies and partnerships with shares are permitted to offershares to the public in Qatar.

Companies registered within the QFC or the QSTP are currently prohibited from offering their shares to the public. However, we understand that changes may be made to the existing legal and regulatory framework to permit QFC companies to offer shares to the public.

Foreign companies are permitted to list their shares on either the Main Market or the Venture Market as part of a dual-listing. However, to date, no foreign companies have listed on either the Main Market or the Venture Market.

(iii) Applicable rules and regulations

The QFMA is the primary regulator for public listings and has published regulations governing IPOs and listings on both the Main Market and the Venture Market. The “Offering and Listing Rulebook of Securities” (the Listing Rules) govern listings on, and continuing obligations with respect to, the Main Market. The recently issued “Offering and Listing of Securities Rulebook Second Market” (the Venture Market Listing Rules) govern listings on, and continuing obligations with respect to, the Venture Market.

One of the primary differences between the Listing Rules and the Venture Market Listing Rules for a prospective issuer is that the Listing Rules contain more stringent eligibility criteria than the Venture Market Listing Rules. The level of disclosure required under the Venture Market Listing Rules is also lighter compared to the Listing Rules.

The QFMA has published a corporate governance code (the Code) that all listed entities are expected to comply with. The Code is based on a “comply or explain” model.

In addition to the Listing Rules and the Venture Market Listing Rules, rules and regulations issued by the QE and the Commercial Companies Law are also applicable to companies seeking listings on the QE.


Summary of the different Means for Establishing a Legal Presence in Qatar

Means Main characteristics

Incorporating a Limited Liability company (under the companies Law)

• Relatively small amount of capital required to establish and straight-forward process for establishment.• Separate legal entity from its foreign owner.• At least 51 per cent of the company’s shares generally has to be owned by Qatari nationals, although

protective measures can be included in the LLC’s operating agreements that allow foreign investors to maintain significant control.12

• Cannot engage in banking, insurance or investment for third parties.• Qatarisation laws apply.• Note: The Engineering Law applies a stricter registration regime to foreign firms.

registering with the Qatar Financial centre

• 100 per cent foreign ownership permitted.• Common-law legal and regulatory regime familiar to many international businesses.• Full repatriation of profits and capital expressly permitted for all types of QFC entities.• Exempt from Qatarisation laws.• Sponsorship process for expatriate employees is streamlined through the QFC.• Can locate in a wide-range of locations in Doha.• Limited to companies engaged in and directly supporting the financial sector.• The application process entails a detailed review by the QFC and some companies may be declined.• In certain areas, such as anti-money laundering, the QFC does not replace the underlying Qatari law but

imposes an additional layer of regulation.• 10 per cent tax rate on local source business profits.

Opening a Branch Office • LimitedtoprojectsdeemedbytheMoBTtofacilitatetheperformanceofapublicserviceorutility.• Only entitled to perform the specific contract for which it is registered, and registration valid only for duration

of contract.• Fully taxable unless granted a special exemption. • Not a separate legal entity from the foreign owner.• No requirement for a Qatari partner.• Qatarisation laws apply.

opening a representative Office

• Can only handle marketing and administrative functions on behalf of a foreign parent.• Not a separate legal entity from the foreign owner.• No requirement for a Qatari partner.

Setting up a Free Zone Entity in Qatar Science and technology Park

• 100 per cent foreign ownership permitted. • Geographical proximity to entities carrying out similar activities, and co-location with international universities

at Doha’s Education City.• No corporate tax.• Full repatriation of profits and capital expressly permitted for all QSTP entities.• Reduced rents for QSTP premises.• QSTP assists in commercializing any product produced by a QSTP entity.• QSTP entities must be technology-based and can only perform those activities specified in their licence.• QSTP requires an actual physical presence in the free zone.• Qatarisation laws apply.

SchEduLE 1


Summary of the different Means for Establishing a Legal Presence in Qatar

Means Main characteristics

commercial Agency relationship

• Does not require establishment of a physical or legal presence in Qatar.• Third party handles all aspects of the foreign business in Qatar.• Once a commercial agency relationship is established, it can be difficult for the principal to change its formal

legal status within Qatar.• The Agent may have considerable protection under Qatari law. Such protections include:

• Exclusivity: registered commercial agents have the exclusive right to import the goods which are the subjectmatteroftheagency

• commission: registered commercial agents are entitled to receive commission on the sales they make as well as on sales made in Qatar by the principal or any other party, at an amount determined by the Minister of Economy and Commerce (but not exceeding 5 per cent of the value of commodities and goods imported for trade)

• termination: the principal may only terminate a registered commercial agent before its stated expiry date forjustifiablecause.Whereanagencycontractdoesnotspecifyatimelimit,terminationcanonlyoccurfollowing mutual agreement of both parties. Further, the agent can claim compensation if the principal does not renew the agency agreement at the fixed expiry date.

distributor • Does not require establishment of a physical or legal presence in Qatar.• Third party distributor handles all aspects of the foreign business in Qatar.• Distribution of certain goods in a certain geographical area.• If the distributor is required to provide showrooms, storeroom, facilities for maintenance of the product or

otherwise required to spend capital considered not to be in the ordinary course of business, the arrangement must have a duration of at least five years.

• Distributors may benefit from having certain protections under Qatari law, including:• Exclusivity:distributorshavetheexclusiverighttomarketandselltheproductswhicharethesubject

matter of the distribution arrangement in the specified geographical area• termination: the principal is obliged to pay a termination fee in circumstances where the principal

terminates the distribution arrangement and the distributor can show that he or she did not breach the terms of the distribution agreement

• renewal: the principal must make compensatory payments to the distributor if the principal fails to renew the distribution agreement and the distributor can show that he did not breach the terms of the distribution agreement and that he or she contributed to the success of the product in Qatar

commercial representative

• Does not require the establishment of a physical or legal presence in Qatar.• Third party handles all aspects of the foreign business in Qatar.• Appointed through an employment contract.• Commercial representative shall carry out all commercial activities in Qatar on behalf of the principal for a

fee.• The principal shall be liable for all acts of the commercial representative so long as such acts are within the

scope of the employment contract.

SchEduLE 1


companies Law Entities

type of Entity Limited Liability company13

general Partnership

Simple Limited Partnership

Limited Partnership with Shares

unincorporated Joint Venture14

Joint Stock company (Public or Private)15

Single-Person company

Minimum ownership per cent for Qatari nationals, unless given exemption by the Minister of Business and trade

51 per cent Not applicable Not applicable 51 per cent 51 per cent of capital must be contributed by the local partner

75 per cent16 100 per cent

Liability Limited Joint and several

General partners have jointandseveral liability

Limited partners have limited liability

General partners have jointandseveral liability


The allocation of liability betweenjointventure parties is set forth in the company Memorandum. Given that the Unincorporated Joint Venture is not a separate legal entity, third parties only have a right of action against the individualjointventure parties.

Limited Limited

number of Founding Members/Partners

2 to 50 At least 2 At least 2 At least 1 general partner

At least 4 limited partners

At least 2 At least 5 One person only

Minimum capital requirement

Sufficienttoaccomplish the company’s objectives,and not less than QR 200,000

No requirement No requirement QR 1 million No requirement Sufficienttoaccomplish the company’s objectives,andnot less than:

Public Joint Stock Company: QR 10 million

Private Joint Stock Company:

QR 2 million

QR 200,000

SchEduLE 2


SchEduLE 3

QFc Entities

type of Entity Limited Liability company

Protected cell company17

general Partnership Limited Partnership

Liability Limited Limited Joint and several Generalpartnershavejointandseveral liability


number of Founding Members/ Partners

At least 1 At least 1 At least 2 At least 1 general partner and at least 1 limited partner

Minimum capital requirement

The minimum capital requirement for QFC entities is determined according to the activities they are conducting, and not according to the type of entity established:

Minimum Capital Requirement for Regulated Activities:Category 1 (including deposit taking and providing credit facilities) .................................................................US$10 millionCategory 2 (including dealing in investments as principal)...............................................................................US$2 millionCategory 3 (including dealing in investments as agent and operating a collective investment fund) ............... US$500,000Category 2 or 3 that provide custodial services to collective investment funds (other than private placement funds) ................................................................................................................US$10 millionCategory 4 (including operating a collective investment fund if restricted to providing fund administration) ... US$250,000Category5(Islamicfinancialinstitutions) .........................................................................................................US$10 million

Minimum Capital Requirement for Non-Regulated Activities:There are no minimum capital requirements for entities engaged in non-regulated activities, although QFC solvency testsarerequiredduringthefirstyearofoperation.


EndnotES 1 Which includes the area of Al Rayyan.

2 The LLC is also commonly referred to as a “with limited liability” (WLL) company.

3 Pursuant to the Commercial Companies Law, the amount of capital required to incorporate an LLCmustbe“sufficienttorealisethecompany’sobjectives”andnotlessthanQR200,000.

4 These restrictions do not apply to companies established under Article 68 of the Commercial Companies Law. Article 68 provides a mechanism for Government and Government-backed entitiestoestablishacompanythatisnotsubjecttotheprovisionsoftheCompaniesLaworthe Foreign Investment Law. In addition, a foreign company operating in Qatar under a Qatari Government concession to extract, exploit or manage natural resources may be exempt from theForeignInvestmentLawasitisusuallygovernedbyaspecific“specialagreement”orconcession contract.

5 Article2(2)providesthatpreferencewillbegiventoprojectsthatmaximisetheuseofdomesticraw materials and strengthen the Qatari economy by, for example, advancing technology and providing new products to the market.

6 As discussed in Section C(v), Law No. (17) of 2004 permits foreigner individuals to own real estateinthreedesignatedareas:ThePearl-Qatar,WestBayLagoonandAlKhorResortProject.

7 If applicants intend to undertake non-regulated activities, they must apply for a licence from the QFCA by submitting QFC Form Q01. This form asks for general information regarding the identity of the applicant and its proposed business activities, as well as background information on the individuals who will perform authorised functions on behalf of the applicant. Applicants who wish to undertake regulated activities must complete QFC Form Q02 (Application for Authorisation to Conduct Regulated Activities). The information provided on this form (including ageneraldescriptionofthefirm,adescriptionoftheproposedbusiness,detailsofthefirm’scompliancearrangements,financialinformationaboutthefirmanddetailsregardinganti-moneylaundering systems and business continuity plans) will also be used for the licencing process.

8 RegulatedfinancialservicesarelicencedbytheQFCRAaccordingtofivecategories.“Category1”financialinstitutionsareable,amongotherthings,tomakevarioustypesofloansandacceptdeposits in any currency, but at present are not allowed to conduct retail banking services. Financial institutions authorised by the QFCRA as “Category 2,” “Category 3” or “Category 4” are respectivelypermittedtoundertakemorelimitedcategoriesofactivity.“Category5”isaspecificcategoryforfirmswishingtoundertakeIslamicfinanceactivity.

9 Applicants applying for authorisation must ensure that the individuals who will act as their “Approved Individuals” submit a Regulatory Authority Form Q03 (Application for Approved Individuals).

10 ThereareplanstoopenthreeotherfreezonesinQatar,althoughnodefinitedateshavebeenset. One potential zone would be located near the future Doha International Airport and would containlightindustries,financialservicesandlegal,tradeandengineeringconsultancies.Thesecond zone would cater to manufacturing and transport companies and would be located in the industrial area of Doha. The third zone, for petrochemical and other downstream-related businesses, would be situated near Mesaieed Industrial City.

11 The“technology-advancing”projectsundertakenbythesecompaniesvaryinfocusandscope.For example, Microsoft is undertaking collaborative research into national education, developing anew“Office4.Kids”softwaresuiteandconductingtrainingcoursesfortheQataricommunity.Rolls-Royce is supplying aero engines for Qatar Airways and industrial engines for the Dolphin Project,pipingnaturalgasfromQatartotheUnitedArabEmirates,anddesigningtestingandmaintenance facilities for its Trent gas turbine engines.


12 As discussed in Section B(ii), non-Qataris are permitted to apply to the Minister of Business and Trade to receive an exemption allowing up to 100 per cent foreign-ownership of companies involvedinthefollowingspecifiedindustries:agriculture,industry,health,education,tourism,development and utilization of natural resources, energy and mining.

13 The company name is frequently followed by the letters “WLL”, which stands for “with limited liability”. This is the preferred form of entity for foreigners wishing to do business in Qatar outside the QFC, primarily because of the relatively small capital requirements, the speed with which it can be established and the limitation on liability.

14 The Unincorporated Joint Venture does not have legal personality vis-à-vis third parties and does not need to be registered.

15 Also known in Qatar as a “Qatari Shareholding Company”. Qatar has encouraged certain high-profileprojectstobeundertakenviaapublicjointstockcompanyinordertoallowtheissueof shares to the public. The description in this chart assumes the company is not an Article 68 company.

16 Please refer to Endnote 12 above.

17 Protected cell companies are single legal entities that allow for legal segregation and protection of assets and liability by dividing them into separate “cells”.

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