THE LEGAL FRAMEWORK FOR PROJECT IMPLEMENTATION IN SAUDI ARABIA

Transcription

1 THE LEGAL FRAMEWORK FOR PROJECT IMPLEMENTATION IN SAUDI ARABIA Dr. Bader Al-Busaies

2 CONTENTS: 1- Country overview 2- Economy overview 3- Saudi Arabia Germany trade relations 4- The Energy Sector in Saudi Arabia 5- Renewable Energy resources 6- Legal framework for project implementation in Saudi Arabia

3 1- COUNTRY OVERVIEW

4 COUNTRY OVERVIEW Capital & the Largest City: Riyadh Official Language: Arabic Total Area: 2,149,690 km² Total population in 2014: 30,770,375 Population growth rate: 2.55% Population density 2014: 15.3 Currency: Saudi Riyal (SR) (SAR) GDP growth at constant prices 2014 :3.59% Per capita GDP at current prices in 2014 (SAR): 91,703

5 2- ECONOMY OVERVIEW

6 WHY SAUDI ARABIA? Being one of the world s Top 25 most competitive economies makes Saudi Arabia the perfect investment opportunity. Saudi Arabia is ranked 3rd in the world for fiscal freedom and it is the 3rd most rewarding tax system in the world. One of the world s 20 largest economies (19th ) and the largest economy in the MENA region. One of the world s fastest growing countries: achieving 3.6% growth rate in 2014 Represents 38% of total Arab GDP. It has18% of world's oil reserves. 49th out of 189 countries for the overall ease of doing business globally. The largest recipient of Foreign Direct Investment in the Arab world.

7 DYNAMIC AND ROBUST ECONOMY - The performance of Saudi Arabia and MENA s economies have exceeded world growth. - Meanwhile, Saudi s non-oil sector has delivered accelerating growth rates as the economy diversifies.

8 ECONOMY OVERVIEW

9 INVESTMENT CLIMATE The Saudi Riyal is one of the world s most stable currencies, with no critical changes in its exchange rates during the last three decades. Saudi Arabia permits transferring of capital and profit abroad. Moreover, Saudi Arabia has low inflation rates and pursues to conclude mutual agreements with a number of countries in regards of promoting and protecting investment as well as preventing double taxation.

10 FOREIGN INVESTMENT Saudi Arabia s rapid improvements have made the country an increasingly attractive destination for investment. The World Investment Report 2013 measured Saudi Arabia s FDI inflows to be the 33rd largest in the world and the 3rd largest in the MENA region.

11 ECONOMIC INDICATORS Private sector's contribution to GDP at constant prices for % Proportion of private sector growth for 2014 at constant prices 5.70% Proportion of non-oil exports to imports % Growth of exports of non-oil goods for % Growth of imports of goods for % Exports contribution to GDP for 2014 at current prices 48.32% The cost-of-living index Change in the cost-of-living index (inflation) for % Unemployment Rate ( > 15 years) %

12 3- SAUDI ARABIA GERMANY TRADE RELATIONS

13 TRADE BETWEEN GERMAN AND SAUDI ARABIA IN million SR 44,812 million SR - The trade volume between Saudi Arabia and Germany is growing continuously. Germany is on the third place after USA and China accounting to 7.1 % of Saudi Arabian imports in Moreover, The Saudi Arabian exports to Germany is increasing reaching 1570 million Riyals in 2013 in comparison to 952 million Riyals in 2010 achieving a high increase amounting to 65%.

14 SAUDI EXPORTS & IMPORTS TO GERMANY ( ) Value : MSR Exports Imports , , , , , , , , , , , ,0 952, , , ,

15 GERMANY EXPORTS TO SAUDI ARABIA BY CHAPTER 2014 Machinery, nuclear reactors, boilers, etc Vehicles other than railway, tramway 6% 4% 3% 3% 28% Electrical, electronic equipment 7% Articles of iron or steel 7% 10% 11% 21% Optical, photo, technical, medical, etc apparatus Pharmaceutical products Tobacco and manufactured tobacco substitutes Aluminium and articles thereof

16 4- THE ENERGY SECTOR IN SAUDI ARABIA

17 ENERGY IN THE KSA Energy is the KSA most prominent sector poised for unprecedented growth, diversification, and profitability. Heavy private sector participation, with US$79 billion in private-sector energy projects under development. Private investment is expected to grow even further as the economy expands and the Saudi business environment continues to improve.

18 ENERGY IN THE KSA Activity in the world s premier energy economy will develop rapidly as large-scale capital spending is applied to building new capacity and expansion of existing facilities. The Arab Oil and Gas directory forecasts major new energy investments in KSA, including: - Petrochemical Projects: US$90 billion - Power Generation: US$90 billion - Water Desalination Plans: US$88 billion - Natural Gas-Related Projects: US$50 billion Refining projects by private investors are also under consideration. In addition to direct energy-related investments the sector will be supported by an estimated US$140 billion in general infrastructure outlays including the Economic Cities and transport links.

19 INVESTMENT OPPORTUNITIES IN THE ENERGY SECTOR Saudi Arabia offers investment opportunities across the value chain in a number of energy and energy-related subsectors. These include: - Crude Oil Refining - Petrochemicals - Fertilizers - Power and Water - Mining and Metals Processing

20 POWER GENERATION (MARKET VOLUME) Figure 2: Saudi Arabia power generation industry volume: TWh, SOURCE: MARKETLINE M A R K E T L I N E The Saudi Arabian power generation industry grew by 3.1% in 2013 to reach a volume of TWh. The compound annual growth rate of the industry in the period was 5.3%.

21 POWER GENERATION (MARKET VALUE FORECAST) Figure 4: Saudi Arabia power generation industry value forecast: $ billion, SOURCE: MARKETLINE M A R K E T L I N E In 2018, the Saudi Arabian power generation industry is forecasted to have a value of $35.1 billion, with an increase of 31.5% since The compound annual growth rate of the industry in the period is predicted to be 5.6%.

22 POWER GENERATION (MARKET VOLUME FORECAST) Figure 5: Saudi Arabia power generation industry volume forecast: TWh, SOURCE: MARKETLINE M A R K E T L I N E In 2018, the Saudi Arabian power generation industry is forecast to have a volume of TWh, an increase of 15.5% since The compound annual growth rate of the industry in the period is predicted to be 2.9%.

23 POWER & WATER DEMAND

24 POWER & WATER SUPPLY

25 5- RENEWABLE ENERGY

26 SOLAR & WIND POWER

27 ORGANIZATIONS FOCUSING ON ALTERNATIVES RENEWABLE ENERGY

28 6- THE LEGAL FRAMEWORK FOR PROJECT IMPLEMENTATION

29 OVERVIEW OF SAUDI LEGAL FRAMEWORK Saudi laws are based on Islamic Law, or Sharia. Civil, criminal and contract laws based on general principles of Islamic law. Examples, Contracting parties must maintain principles of fairness and equity in their dealings. Contracting parties are free to negotiate the terms of their contracts unless those terms are prohibited and/or relate to activities that are prohibited under the law. Recently the Saudi Arabian government enacted a new judiciary law as a reform for the judiciary system provide twolevel appeals process. All Saudi courts don t charges any fees for their services.

30 LATEST DEVELOPMENTS IN DISPUTE RESOLUTION In April 2012, the Kingdom of Saudi Arabia (KSA) enacted a new Arbitration Law which was hailed as a boon for investors and a major step forward for commerce. The 2012 Arbitration Law significantly improved the legal landscape for arbitration in KSA, which had previously been governed by an Arbitration Law enacted in Courts have recognized parties rights under the 2012 Law to adopt the rules of external arbitration centers as their agreed procedures. in a recent case concerning an arbitration governed by the International Chamber of Commerce (ICC) Rules, the Dammam Court of Appeal required the claimant to file its Request for Arbitration with the ICC as the first step, and therefore declined the claimant s application for the court to appoint the arbitrators.

31 STRUCTURES FOR DOING BUSINESS IN KSA The Foreign Investment Law issued by Royal Decree in 2000 regulates the procedures and process for investing in KSA. Foreign ownership (of 100%) is permitted unless the proposed activity appears on a negative list (which restricts any foreign ownership). In general foreign investment is permitted in most manufacturing, technical services and trading activities. Once established it can then conduct activities in accordance with its license and permits which are obtained from the Saudi Arabian General Investment Authority (SAGIA), the Saudi Ministry of Commerce and Industry and other government departments.

32 STRUCTURES FOR DOING BUSINESS IN THE KSA Set out below are the main establishment alternatives that are typically available to a foreign owned entity: Limited liability company (LLC) Branch Office Temporary Commercial Registration Scientific and technical office Joint stock company (JSC)

33 COMMERCIAL AGENCY The Commercial Agencies Law as enacted by Royal Decree No. M/5 dated 11/06/1389H (corresponding to 25/08/1969) and its Implementing Regulations (the Agency Law) establishes a comprehensive framework that governs the relationship between the KSA Agent and foreign principal. Under Saudi Arabian Commercial Agencies 'Act, the agent is obliged to register the agency agreement at the Agencies Agreements Department at the Ministry of Commerce. During the term of the agency agreement and until the first anniversary of its termination or until the appointment of a new agent (whichever is the earlier) the KSA Agent must provide consumers with necessary spare parts and maintenance at reasonable prices, available within 30 days of request; Severe penalties may be imposed for violating certain provisions of the Agency Law, including a fine of a sum not less than 5,000 Riyals and not more than 50,000 Riyals. Payment of a fine does not prevent an aggrieved party from initiating further legal action which could result in e.g. compensation being paid for damages caused, liquidation of the company, the deportation of foreign personnel and/or prohibition against future commercial activities in the KSA.

34 WTO ACCESSION Saudi Arabia became the 149th member of the WTO on December 11, Without prejudice to the list of activities excluded from Foreign Investment (Negative List), SAGIA shall issue a License for Foreign Investment in any investment activity in the Kingdom, whether permanent or temporary, in accordance with the Act, Regulations and decisions of the Board of Directors. The Board of Directors shall periodically review the list of activities excluded from Foreign Investment (Negative List) and submit its recommendations to the Council for endorsement. Minimum investment thresholds for Saudis and non-saudis are identical. except for the minimum investment thresholds as preconditions to obtaining foreign investment licenses in the following sectors: (i) SR25m ($6.75m) for agricultural projects and (ii) SR30m ($8.1m) for real estate projects.

35 GRANTING A LICENSE 1. The investment activity to be licensed should not be in the Negative List of excluded activities from Foreign Investment. 2. The product technical specifications and production processes should comply with the Saudi, Gulf or international standards and specifications. 3. The License Applicant should not have been convicted in the past for substantial violations of the provisions of the Act. 4. The License Applicant should not have been convicted in the past of any violation including (but not limited to) financial or commercial violations whether inside or outside the Kingdom. 5. The License Applicant should comply with the terms, conditions, representations and undertakings attached to the License application form. 6. Achieving the investment goals and the objectives of SAGIA.

36 SELECTING A LICENSE Each company must choose the appropriate license for their business activity. Examples are as follows: Service: restaurants, maintenance. Industrial: manufacturing. Trading: imports and exports. Real Estate: land development. Agriculture: farms, orchards, livestock.

37 MINIMUM CAPITAL REQUIREMENTS SAGIA requires foreign investors to possess a minimum amount of capital. The minimum capital requirements for investing in Saudi Arabia are as follows: Type of Investment Individual Establishment LLC Branch Technical & Scientific Office Service SR 500,000 SR 500,000 SR 500,000 SR 500,000 Industrial SR 1,000,000 SR 1,000,000 SR 1,000,000 No requirement Trading N/A SR 20,000,000 Saudi Partner required, maximum foreign ownership 75% N/A No requirement Real Estate Minimum project value SR 30,000,000 Minimum project value SR 30,000,000 Minimum project value SR 30,000,000 N/A Agriculture SR 25,000,000 SR 25,000,000 SR 25,000,000 N/A

38 REGULATORY INCENTIVES The establishment of the Saudi Arabian General Investment Authority (SAGIA), to be the responsible authority for issuing investment licenses to foreign investors and coordinating with other related governmental bodies for the approval. Foreign investors will benefit from incentives and guarantees that local and national investors receive according to laws and regulations. Owning Direct Property for the licensed company including residence and employees allocations. Permissions of transferring capital and profit abroad. Flexibility of transferring/allocation of companies shares between shareholders according to regulations. The licensed company is sponsoring the investor and its employees (non- Saudis). The availability and eligibility to apply for loans from the Saudi Industrial Development Fund.

39 FINANCIAL INCENTIVES Benefit from corporative/collateral and massive agreements regarding taxation and investment with other countries. No personal income taxes. Taxes are 20% from total profits on companies. The ability to transfer losses for future years in regard to taxes. The Human Resources Development Fund to support activities related to qualifying, training and recruitment of Saudi labor. Competitive industrial utility rates for water, power and land. Large research and development endowments at King Abdullah University for Science and Technology (KAUST) and King Abdul Aziz City of Science and Technology (KACST).

40 THANK YOU Headquarters Branch office Contact US Address P.O.Box: 4732 Al Khobar31952, Al Salah Tower, Level 3 P.O. Box Riyadh 11524, Al Faisaliah Tower, Level 18 Telephone ( ) ( ) ( ) ( ) Mobile ( +966) Website With Co-operation Partners and Correspondents in WASHINGTON D.C. LONDON BERLIN GENEVA HAMBURG SINGAPORE TOKYO DUBAI