The Iraqi Companies Law

Companies Law (No. 21 of 1997, as amended by CPA Order No. 64 of 2004)

The Iraqi Companies Law governs the formation, operation, and dissolution of companies in Iraq. It applies to private companies, mixed-ownership companies, and foreign investors, subject to specific regulatory carve-outs for sectors such as banking and insurance.

Objectives of the law include:

Regulating company formation and conduct

Protecting shareholders from abuse of control and conflicts of interest

Ensuring creditor protection and financial transparency

Promoting good governance and accountability

Types of companies under the law:

Joint Stock Companies (private or mixed)

Limited Liability Companies

General Partnerships

Sole Proprietorships (Single-Person Entities)

Simple Companies

The law sets minimum capital requirements and outlines detailed procedures for incorporation, including:

Articles of association

Share capital contributions

Disclosure obligations

Governance structure (General Assembly, Board of Directors, Executive Director)

The law also stipulates rules for:

Capital increase and reduction

Public offerings and private placements

Transfer of shares and inheritance procedures

Dissolution, merger, and transformation of companies

This legal framework provides a structured, transparent environment for business formation and operation, aligning with international standards while adapting to local regulatory needs.