Regulation No. 77 of 2016 governing non-Jordanian Investment
(the Regulation) has been published in the Official Gazette on
The Regulation offers significant changes as compared with the
old regulation, which we have examined in more detail below.
Changes to participation restrictions in particular
Article 3 provides that a non-Jordanian investor may wholly own
or partake at any percentage in any project relating to any
economic activity provided that such activities do not contravene
national security, public order and morals, and public health,
excluding those economic activities which are set forth in Article
(4), (5), and (6) of the Regulation, unless any other legislation
places a restriction on such ownership or participation.
Several sectors have had an increase in the restriction of
percentage of participation by reducing the allowed participation
of non-Jordanian investors from 50% to 49%, including such
activities relating to the maintenance of road transport means and
the maintenance of radio and television broadcasting equipment.
Other activities which previously prohibited full ownership by a
non-Jordanian investor have now been removed from the Regulation,
such as those relating to railway services, rendering it now
permissible for a non-Jordanian investor to wholly own companies
providing such services.
The Regulation also added certain activities which are
completely restricted from any whole or partial ownership by
non-Jordanian investors, including activities relating to security
Ability to register a Jordanian company with complete or
In light of the aforementioned Article 7, the company which is
registered by virtue of this Article 7 shall notify the Companies
Controller within 30 days of any change or amendment which occurs
to its records, including the closing of the company, the lapse
thereof, its liquidation or ceasing of activities. Such company
shall also provide the Companies Controller annually with a duly
certified certificate issued by the competent authorities in its
country of nationality which proves the continued ownership of
shares by Jordanians at the required percentage. In the event that
the percentage of ownership should at any time fall below the
required percentage, the company shall have six months to rectify
its position (such period may be renewed for a similar period by
way of a request which sets out the reasons therefor which shall be
submitted to the Companies Controller at least 30 days prior to the
end of the period provided for rectifying its position).
Removal of requirement for minimum share capital
Additionally, the new Regulation has removed the requirement for
a minimum share capital contribution of JOD 50,000 for
non-Jordanian investors. (Please note that in the event a
non-Jordanian investor wishes to wholly own a particular type of
company, the contribution of such investor may not fall below the
capital amount set out on the basis of the type of company or the
objectives thereof pursuant to the Companies Law and relevant
Jordanian legislations. For example, for Private Shareholding
Companies, the capital may not fall below JOD 50,000).
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
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