Trade policy review report by the secretariat

3.5  Investment Regime

1.1.  Investment by the private sector, including foreign direct investment, is considered essential for economic diversification, GDP growth, and creating job opportunities. Several sectors have been identified as priority sectors for foreign and domestic investment, including: energy; transport and logistics; information and communication technologies; health; life sciences; education; and tourism.

1.2.  As per the Foreign Investment Law of 2000 and its Implementing Regulations of 2002, as further amended through the Saudi Arabian General Investment Authority Board (SAGIA) Resolution No. 2/74 adopted in 2014, foreign investment may be either in firms owned by both a Saudi national and a foreign investor or firms wholly owned by foreign investor.

1.3.  According to the amended regulation, the legal form of the firm is limited to: (i) a limited liability company; (ii) joint-stock company; (iii) branch of a foreign company; or (iv) any other legal form permitted by a resolution of the Board of Directors of SAGIA. Foreign investment projects are entitled to all the benefits, incentives and guarantees extended to national projects. GCC nationals are treated as Saudi nationals for the purposes of investment. Companies or citizens from GCC countries may own land and engage in internal trading and distribution activities, with some exceptions.

1.4.   Saudi Arabia continues to maintain a negative list for foreign investments (Table 2 .5), which is periodically revised and is subject to approval by the Economic and Development Affairs Council. Since the last review the negative list has been amended and several sectors were removed. Foreign investment is now permitted for mining, petrochemicals, gas, and telecommunications.

Table 2.5 List of businesses prohibited for foreign investment

Sector

Manufacturing Oil exploration, drilling, and production, except mining services listed at 5115 and 883 in International Industrial Classification Codes Manufacturing of military equipment, devices, and uniforms Manufacturing of civilian explosives

Services Catering to military sectors Security and detective services Real estate investment in Makkah and Madina Tourist orientation and guidance services related to Hajj and Umrah Recruitment and employment services, including local recruitment offices Real estate brokerage Printing and publishing, except: Pre-printing services internationally classified at CPC 88442 Printing presses internationally classified at CPC 88442 Drawing and calligraphy internationally classified at CPC 87501 Photography internationally classified at CPC 875 Radio and television broadcasting studios internationally classified at CPC 96114 Foreign media offices and correspondents internationally classified at CPC 962 Promotion and advertising internationally classified at CPC 871 Public relations internationally classified at CPC 86506 Publication internationally classified at CPC 88442 Press services internationally classified at CPC 88442 Production, selling and renting of computer software internationally classified at CPC 88 Media consultancies and studies internationally classified at CPC 853 Typing and copying internationally classified at CPC 87505 and 87904 Motion picture and video tape distribution services internationally classified at CPC 96113 Commission agents internationally classified at CPC 621 Audio-visual and media services Land transportation services, excluding intra-city passenger transport by trains and buses within public transport systems for high-population cities, which have public transport systems approved by the Council of Ministers Services provided by midwives, nurses, physical therapy services, and quasi-doctoral services internationally classified at CPC 93191

Fisheries

Source: Saudi authorities.

1.5.  SAGIA is responsible for formulating government policies on investment activities; proposing plans and regulations to enhance the investment climate in Saudi Arabia; and evaluating and licensing investment proposals. SAGIA operates an Investor's Service Centre (ISC) to issue licences to foreign companies, provide services to investment projects, offer detailed information on the investment process, and coordinate with government ministries in order to facilitate investment procedures. The ISC must decide to grant or refuse a licence within 30 days of receiving an application and supporting documentation from the investor.

1.6.  In addition to policy formulation, SAGIA is responsible for approving all foreign investments, except where the authority depends on the sector, such as the Saudi Arabian Monetary Agency (SAMA), the Capital Market Authority (CMA), the Communication and Information Technology Commission (CITC) or the Presidency of Meteorology and Environment (PME). Saudi investors are not required to obtain a licence from SAGIA to invest (which is a national treatment limitation inscribed in Saudi Arabia's Schedule on Specific Commitments in Services).³⁰ Investors from other GCC member States do not require a licence either, provided they are not in partnership with a foreign investor.

1.7.  Foreign investors may obtain more than one licence to practice the same activity or other different activities provided that a competent department under the SAGIA issues a report stating that there are no violations or observations to that effect on the existing project. A foreign facility licensed under the Foreign Investment Act is entitled to own real estate (except real estate investment in Makkah and Madina) for practising the licensed activity and for the housing of staff. The Regulation of Ownership and Investment in Real Estate by Non-Saudis³¹ allows foreign investment in real-estate worth SAR 30 million or more, including GCC nationals.

1.8.  A foreign investor has the right to transfer out of Saudi Arabia their share derived from selling their equity or profits, as well as any amounts required for the settlement of contractual obligations pertaining to the project. There is a flat 20% tax rate on profits and capital gains and a 5% withholding tax on dividends while losses may be carried forward. There are no taxes on personal income (Section 3.3.1). According to the regulations, a court order is necessary to confiscate foreign investments, and they may not be subjected to expropriation wholly or partly except for reasons in the public interest and in exchange for an equitable compensation.

1.9.  Both the government and private investment companies are involved in investment promotion. Besides SAGIA, majority-government-owned Saudi Arabian Basic Industries Corporation (SABIC), the Saudi Industrial Development Fund (SIDF), Saudi Arabia Industrial Property Authority (MODON) and other entities are actively involved in the promotion of investment in Saudi Arabia. Meanwhile, private investment companies such as the National Industrialization Company, Saudi Venture Capital Group, Saudi Industrial Development Company, Royal Commission for Jubail and Yanbu, and Arriyadh Development Authority are involved in investment promotion in industrial cities and other regions.³²

1.10.  As per the Foreign Investment Law, foreign investors in violation of the law shall be subject to any of the following penalties: (i) withholding all or some of the incentives and benefits given to the Foreign Investor; (ii) imposing a fine not exceeding SAR 500,000; and/or (iii) revoking the foreign investment licence. The penalty issued may be appealed before the Board of Grievances.

1.11.  In order to improve transparency and to aid investors, in August 2015, SAGIA published the second edition of its Services Manual.³³ The Manual sets out the objectives for investments, the requirements to qualify for a licence to invest and conduct business in Saudi Arabia, the licence fees, and the cost of subscribing to services provided by SAGIA. In many cases, such as minimum capital requirements, the requirements apply equally to domestic as well as foreign investors (Table 2 .6). The objectives for investment include: transfer and localization of technological knowhow; diversification of the economy; improving the terms of trade; development of Saudi human resources; reinforcement of economic competitiveness and Saudi products in both domestic and foreign markets; balanced development among the different regions of the Kingdom; and environmentally friendly firms manufacturing products in accordance with the state of the art specifications and international quality standards.³⁴

Table 2.6 Licence fees, initial subscription rates, and selected requirements for investment

Licence	Licence fee	First year subscription SAR	Minimum capital^a SAR	Minimum Saudi participation
New licences
Industrial activity	2,000	10,000	1,000,000	n.a.
Commercial	2,000	10,000	26,666,667^b	25%
Communications	2,000	10,000	n.a.	30%
Communications value added	2,000	10,000	n.a.	30%
Insurance	2,000	10,000	100,000,000	40%
Reinsurance	2,000	10,000	200,000,000	40%
Real estate financing	2,000	10,000	200,000,000	40%
Real estate development	2,000	10,000	30,000,000 (Total value of investment)	n.a.
Management of construction projects, detailed engineering design and EPC contracts	2,000	10,000	n.a.	25%
Temporary licences
Temporary certificate to bid for government projects	n.a.	n.a.	n.a.	n.a.
Temporary licences for the performance of government/semi-government contracts	2,000	10,000	n.a.	n.a.
Temporary contracting licences for 3 years for firms wishing to study the market with the aim of establishing investment entities^c	2,000	500,000^d (3 years)	n.a.	n.a.
Additional licences and branches
Existing licence holders seeking another licence for a new activity	2,000	10,000	n.a.	n.a.
Amendment of licences
	2,000	n.a.	n.a.	n.a.
Renewal of licences
- Annual	2,000	n.a.	n.a.	n.a.

n.a. Not applicable.

a - Minimum capital requirements apply to domestic and foreign investors equally except as indicated under note b.

b - The 25% minimum Saudi participation equates to a foreign equity limit of 75% (minimum SAR 20 million) as set out under Distribution Services in the Schedule of Specific Commitments in Services (WTO document WT/ACC/SAU/61/Add.2, 1 November 2005).

c To convert to a permanent licence the firm must have a minimum of 12 engineers, of which at least 50% must be Saudis; a minimum of 5 completed projects of a value of SAR 50 million, assets not less than SAR 10 million; and revenue not less than SAR 20 million.

d Under Article 2 of the Foreign Investment Law, SAGIA may give a temporary or permanent licence. A temporary licence does not require the establishment of legal presence in Saudi Arabia and enables a company to investigate the market before requesting a permanent licence and establishing legal presence.

Source: SAGIA (2015), SAGIA Services Manual, Second Edition, August. Viewed at: http://www.sagia.gov.sa/Documents/Wizard/SAGIA%20Manual%20final_en_2016a.pdf [January 2016].

1.12.  Licences are classified into a number of categories and special incentives and privileges granted depending on the classification. The advantages and benefits granted include licence duration, service priority in business centres, and the annual financial fees associated with their services (Table 2 .7). The classification is based on several factors, including:

• 
  profit growth ratio and reversible losses;
  
• 
  the stock and inventory ratio, compared to average ratios of the sector;
  
• 
  ratio of operational revenues to total revenues;
  
• 
  presence of technological content or patents;
  
• 
  products must be manufactured according to the international standard specifications; and
  
• 
  the presence of research laboratories or training centres.³⁵
  

Table 2.7 Investment classification, 2015

Classification	Definition	Licence period	Service priority in business centres	Annual fee SAR
Strategic	Firms committed to deepening the value chain across targeted sectors, such as: transportation, healthcare, education and technology, and bringing in associated investments	5	1	30,000
Distinctive	Firms employing not less than 10 Saudis, with monthly wages of a minimum of SAR 10,000 each, and which are within the "platinum" category prescribed by the Ministry of Labour; firms with a labour force that exceeds 100 employees and a Saudization rate of over 50%; and finally, the top 10 firms in different sectors based on their capital	3	2	30,000
Advanced	Publically listed companies or international consulting firms with no less than 25 employees, in which the Saudization range is within the "platinum" category; contracting companies with more than 300 employees with monthly average wages of not less than SAR 5,000 per employee, and in the "green" category prescribed by the Ministry of Labour	2	3	45,000
Limited	Contracting companies with less than 300 employees with monthly average wages of less than SAR 5,000 per employee; individual establishments, firms working in the restaurant industry, technology companies that are not internationally classified, and industrial workshops	1	4	60,000
Innovative and promising	Innovative firms which have registered patents	1	1	10,000
Non-classified	Contracting companies without classification will be granted a temporary licence to help them establish a sustainable foundation and obtain categorization from MOMRA	3	3	500,000 (for 3 years)

Source: SAGIA (2015), SAGIA Services Manual, Second Edition, p. 107-109, August. Viewed at: http://www.sagia.gov.sa/Documents/Wizard/SAGIA%20Manual%20final_en_2016a.pdf [January 2016].

1.13.  In total, Saudi Arabia has signed 23 bilateral investment treaties (Table A2.3), one of which, with Japan, was signed since the last Review. Saudi Arabia is a member of the Multilateral Investment Guarantee Agency. Saudi Arabia has also signed agreements for the avoidance of double taxation and/or the prevention of tax evasion with 43 countries (Table A2.4). In addition, Saudi Arabia has signed and ratified the Convention on Mutual Administrative Assistance in Tax Matters, and the Convention is to enter into force in March 2016.³⁶