Conditions of branch registration in Iraq

Iraq is the greatest export opportunity for Iranian companies in the region. Border and cultural proximity provide the grounds for expanded cooperation between these two countries. Spoiled infrastructures and welcoming of the companies presenting technical-engineering services have made the Iraqi tenders to best opportunities for foreign companies to participate.

The process of agency registration in Iraq
Legal requirements of branch registration:
The Administration of Company Registration of Baghdad passed new laws for economic growth of Iraq in April, 2017. The new conditions of branch registration in Iraq are briefly as follows:

• The foreign companies which are about to register a branch in Iraq must be established more than two years. If not, they cannot register a branch in Iraq even if the financial statements indicate that the company is profitable.
• The foreign companies must not be active in the exclusive fields of governmental or personal Iraqi companies, such as trade agencies and real states.
• Foreign companies must not be sued in the Ministry of Foreign Affairs.

1- Additional conditions to preserve after registration are as follows:

• All branches must have financial statements annually. This law is for the branches not having financial statements for two years so the Administration of Company Registration can cancel the branch registration officially and without notice.
• If a branch has losses in its financial statements for four years, Administration of Company Registration consider it incapable and is able to cancel the branch registration officially and without notice.

2- Eventually, consider the following points:

• All foreign companies must have confirmation from the Ministry of Information and Security and shareholders must not have ant security problems which takes about 2 months after registration.
• All branches must complete the whole documents according to the law No.21 passed in 1997.

Executive requirements of registration:

• Application form of branch registration is signed by manager of branch …
• The decision to open a branch in Iraq with the letter of manager`s appointment as well as a power of attorney for registration which has to be confirmed by Embassy of Iraq.
• A letter of commitment made by the company, signed by the branch’s manager and confirmed by Embassy of Iraq.
• Establishment certificate which is confirmed by Embassy of Iraq.
• A statute confirmed by Iraq
• A copy of the latest financial statements which are confirmed by Embassy of Iraq attached with the report of director board and the confirmation of Embassy of Iraq.

(A confirmed document by a competent and independent authority which indicates the financial condition of company or foreign economic institution and if there is an obstacle to present final accounts, it has to be confirmed by Embassy of Iraq.)

• A document which shows the members of board of directors must be confirmed by Embassy of Iraq.
• Colored copy of the passport of the Iraqi office manager (for foreigners). If an Iraqi manager is appointed for the branch: the place of residence, coupon, gender certificate and the confirmed letter of home by City Council.
• A personnel photo of the manager of Iraqi office
  Points:
  1-The company must be established more than two years.
  2-The financial statements should not have losses.
  3-If the company is in contract with the governmental institutions, the two above are not needed.
  4-The manager of branch is not needed to be from Iraq or a foreigner living in Iraq.

Processes after registering branch in Iraq
Executive requirements after registering branch:

• A lawyer which is a member of Iraqi Bar Association must be designated as a counsel of branch and must be paid 2545 dollars per year which is determined by Iraqi Bar Association. The counsel must be designated annually.
• An auditor must be designated and re-designated annually.
• The lease contract must be legal and sent to municipality, otherwise it has to be confirmed by municipality.
• The branch must have an account in Iraqi banks.
• Audited accounts for the office of the branch and the parent foreign company must be sent to the Administration of Company Registration for admission and the Iraqi Audit Office and the Audit Union for certification and must be audited in the second 6-month of the year.
• The branch must send a report annually based on cooperation information, the plan of the year after and list of the whole staffs.
• The branch`s office must register for all of its staffs in Administration of Social Security.
• The branch`s office must pay the whole tax and receive the financial statements.

Branch registration time:
Registering a branch`s office of a foreign company in Iraq is a fast process.

• A form is sent to Administration of Company Registration by applicant that it takes about 60 to 90 days to be admitted or declined. Then, the branch will be published in Widely Circulated Newspaper in 15 days and finally, the Administration of Company Registration should issue the final certificate about 7 days after publishing newspaper.