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How to Set Up Your Very Own Company In Kuwait: A Step-By-Step Guide

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Company Formation in Kuwait

Types of Business Entities in Kuwait

Companies in Kuwait are established under the Commercial Companies Law (the CCL).The following business structures are available to non-Kuwaitis to undertake business / commercial activities in Kuwaitis.

  • Limited Liability Companies
  • Shareholding Company
  • Branch Company
  • Partnership Company
  • Joint Venture Companies

Limited Liability Companies (WLL)

Limited liability companies, usually referred to as ‘With Limited Liability (WLL), are the most commonly used corporate form of entity in Kuwait and are considered equivalent to French SARLs, German GmbHs or private companies in the United Kingdom. The key features are,

  • WLL companies are not permitted to engage in banking, insurance or to act as a pure investment fund
  • Maximum percentage of shareholding by a non- Kuwaiti in a WLL should be 49%(except if such WLL has obtained an approval from the KDIPA)
  • Ownership interests are represented by shares of the WLL companies
  • Minimum Capital requirement is 1,000 KWS

Joint Ventures

A joint venture is an entity formed by two or more natural or legal persons who are jointly and severally liable. The key aspects of the joint ventures are as follows:

  • It does not have legal existence
  • It does not need to be recorded in the commercial register of the Ministry of Commerce and Industry. However, the partners of the joint venture must be separately registered in their own names
  • The contract defines the objects and terms of the joint Venture. This form of business structure is usually used to carry out construction projects (i.e. construction of power plants, roads, etc.)
  • In the event the joint venture involves a foreign partner, then the entity conducts operations through the trade license of the Kuwaiti member of the joint venture

Branch

Foreign corporate bodies are not permitted to set up a branch in Kuwait (except in cases where the foreign corporate body has obtained an approval from KDIPA). If the foreign corporate bodies do not wish to operate in Kuwait through a participation in a shareholding company or a limited liability company, it may engage in business in Kuwait only through a Kuwaiti commercial agent or a Kuwaiti service agent (as explained below).Under the CCL a branch is not a recognized legal form for foreign investors. It should be noted however that for the purpose of tax filing and certain other practical purposes, it is convenient to refer to Kuwait operations of foreign corporate bodies as “branch” operations.

Agent / Distributor

Agencies are governed by Law No. 36 of 1964, which regulates the following:

  • Commercial agents which are engaged in promoting products for their principal or negotiate and conclude deals on behalf of their principal
  • Distributors which are engaged in promotion, import and distribution of the products of their principal
  • Service agents or sponsors who are appointed by foreign companies intending to engage in government contract works
Type Limited Liability Company (WLL)
Under Kuwait law, foreigners can own 49%
Share Capital KD 7,500
Memorandum & Articles of Association Yes
Shareholders Minimum Two
Can the entity hire expatriate staff in Kuwait Yes
Tax Registration Certificate Required Yes
Kuwait Resident Secretary Required Yes
Statutory Audit required Yes
How long to open Corporate Bank Account? 1 Day
Annual Return Must be filed
Annual Tax Must be filed
Timeframe for Incorporation 3 Months
Access to Kuwait double tax treaties Yes

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