14 steps to incorporating in Saudi Arabia in 2024

Since 2003, Healy Consultants Group assists multi-national Clients’ with Saudi Arabian company incorporation including i) securing a MISA license and ii) multi-currency corporate bank account opening and iii) accounting and tax registration and iv) securing business premises and v) employee recruitment and visas. This web page will help your Firm understand the company incorporation process:

• Pre-incorporation steps

  

  1. Prior to Saudi Arabian company incorporation, our Client i) settles Healy Consultants Group’s fees and ii) signs and returns our Client engagement letter and iii) provides us with all the required due diligence documents.
  2. Multi-national Clients’ companies looking to do business in Saudi Arabia must choose their city of company incorporation, while considering factors such as proximity to target markets, the availability of skilled labour and infrastructure connectivity. The key business cities are Riyadh, Jeddah and Dammam.
  3. Our team prepares a detailed engagement project plan, mapping out by month each step to engagement completion, optimizing transparency, and setting Client expectations during the business set up process. Healy Consultants Group then assists our Client to determine i) the correct type of KSA entity and ii) the optimum Saudi Arabia corporate structure and iii) if and how a Saudi national sponsor will help and iv) KSA corporate banking and cash flow considerations and v) employment visa strategies where applicable.
  4. To begin the process of Saudi Arabian company incorporation, our Client must notarize and legalize the parent company documents in the Saudi Arabia embassy in the country of origin. Some of the documents needed are i) the parent company’s M&A and ii) business license and iii) Certificate of Incorporation and iv) a Board Resolution and v) a Power of Attorney and vi) personal information of directors and shareholders. Our team will assist our client to translate the same into Arabic and attest the set of documents in KSA.

• Incorporation steps

  1. The most important step is to obtain an investment license from the Ministry of Investment (MISA). The MISA licence is mandatory for any foreign investor interested in doing business in Saudi Arabia. There are different types of investment licenses depending on the type of activity the foreign company intends to carry out in KSA. The most common types of investment licenses are a) industrial or b) professional services or c) commercial (wholesale and retail trade). The application will require Healy Consultants Group and our Client will prepare a complete detailed business plan and investment plan that will specify i) the nature and size of the investment activity and ii) financial data such as projected income, capital requirements and expected assets and iii) economic feasibility for the next 10 years and iv) manpower projections including your Saudization plan and v) market entry strategy and vi) the benefits for Saudi Arabia’s economy. All going well and within a month, MISA issues a pre-approval certificate for our Client’s business. Simultaneously, confirming the required paid up share capital and if 100% foreign ownership will be allowed. Unfortunately, foreigners will have to wait until the final MISA business license is issued, before they can incorporate a new company.
  2. Following completion of the above, our team will proceed with name reservation and prepare the company incorporation documents including the i) resolutions forms and ii) articles of associations and iii) deed of establishment.
  3. The complete company incorporation application is submitted to the Saudi Arabian Ministry of Commerce (MoC). Given that all the required documents should be translated into Arabic, it may take approximately 2 to 3 months to secure the commercial registration certificate from the MoC.
  4. Simultaneously and through the same e-portal, Healy Consultants Group i) pays the Chamber of Commerce subscription and ii) opens a file with the Ministry of Human Resources and Social Development and iii) registers with the Zakat, Tax and Customs Authority (ZATCA) for tax purposes. Finally, the corporate contract will be published in “Amali” e-newspaper.

• Post-incorporation steps

  1. Healy Consultants Group opens a local Saudi Arabian multi-currency corporate bank account, so our Client can deposit the required paid up share capital. Before being appointed as the bank signatory, foreign nationals must have a Saudi employment visa (Iqama). Refer to this webpage for detailed information regarding Iqamas.
  2. Our Client signs a 12 months lease agreement for office premises. If required, Healy Consultants Group will assist our Client i) to find an office space and ii) aggressively and skilfully negotiate with the landlord fair and reasonable lease terms and conditions and iii) furnish the office.
  3. Immediately thereafter, Healy Consultants Group proceeds to register the company with the local Municipality. Only then, can our Client recruit Saudi nationals and GCC nationals as employees.
  4. During this time, our Client will i) apply for a Block Visa from the Ministry of Human Resources and Social Development to sponsor foreign employee visas and ii) register with the General Organization of Social Insurance (GOSI) for mandatory social insurance.
  5. Our Client can now legally conduct business in Saudi Arabia including i) sign legal contracts and ii) issue sales invoices and iii) hire employees.
  6. Engagement completion – Healy Consultants Group couriers a full company kit to our Client, including original Saudi Arabian company incorporation documents, unopened bank correspondence and a Client feedback survey.