Foreign Companies Registration in Iraq

Corporations

Requirements for Opening a Branch of a Foreign Company in Iraq

  1. Registration application signed by the Branch Manager in Iraq, stamped by the company, including contact details (phone number, email, and address of the Branch Manager) in accordance with Form No. (1). Does not require authentication by the Iraqi Embassy.
  2. Resolution to open a branch in Iraq including appointment of the Branch Manager, specifying their authorities, and authorizing the lawyer handling the registration in accordance with Form No. (2). Must be authenticated by the Iraqi Embassy.
  3. Undertaking issued by the foreign company signed by the Branch Manager in Iraq in accordance with Form No. (3). Must be authenticated by the Iraqi Embassy.
  4. Certificate of Incorporation authenticated by the Iraqi Embassy.
  5. Articles of Association / Memorandum of Association / Internal Regulations authenticated by the Iraqi Embassy.
    • A copy of the latest audited financial statements of the company along with the Board of Directors’ report attached to these statements, authenticated by the Iraqi Embassy.
    • A certified financial statement issued by an independent and competent authority showing the financial position of the company, in cases where audited financial statements cannot be provided, authenticated by the Iraqi Embassy.
  6. Document listing names of Board Members and company details to be completed by shareholders holding 20% or more of the shares, in accordance with Form No. (4), authenticated by the Iraqi Embassy.
  7. Ultimate Beneficial Owner (UBO) form (as per Form No. (5)), authenticated by the Iraqi Embassy.
  8. Colored copy of passport of the Branch Manager (for foreign nationals). For Iraqi nationals: Unified ID, housing card, food ration card, and residence confirmation letter issued by the municipality.
  9. Colored personal photograph of the Branch Manager.
  10. Copies of identification documents of shareholders (passports for foreign shareholders; Unified ID, housing card, and food ration card for Iraqi shareholders).
  11. Power of Attorney issued by the parent company (signed by CEO or Chairman of the Board), authenticated by the Iraqi Embassy in the country of origin.
  12. Clauses (1, 2, 3, 7, 8) must be prepared on the official company letterhead.
  13. Clauses (2, 3, 4, 5, 6, 7, 8, 12) must be authenticated by the Iraqi Embassy.

Note

  1. All the above-mentioned documents must be sent via email before proceeding with authentication by any official authority, in order to be reviewed and verified by the Companies Registrar.
  2. The company must have been established for at least one (1) year.
  3. The Branch Manager is not required to be Iraqi or a resident in Iraq.
  4. All required documents must be authenticated by the Iraqi Embassy in the same country where the documents were issued.