How to Avoid Business Disputes and Legal Violations in Iraq
How to Avoid Business Disputes and Legal Violations in Iraq Ensure proper company registration with the relevant Iraqi authorities and maintain valid commercial records. Obtain all required licenses and permits specific to your business activity and location. Comply with tax and social security obligations, including timely filings and payments. Use clear, well-drafted contracts governed by Iraqi law for partners, suppliers, clients, and employees. Define roles, responsibilities, and payment terms to prevent misunderstandings and disputes. Maintain internal policies and governance controls, including compliance, HR, and financial procedures. Monitor regulatory updates issued by Iraqi ministries and regulatory authorities. Document business activities and transactions to support compliance and dispute resolution. Address disputes early through negotiation or legal advice before escalation. Seek ongoing legal and regulatory guidance to manage risks and ensure compliance with Iraqi laws. How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
How to Establish a Joint Stock Company in Iraq
How to Establish a Joint Stock Company in Iraq Establishing a Joint Stock Company (JSC) in Iraq is governed by the Iraqi Companies Law and supervised by the Companies Registration Department at the Ministry of Trade. A JSC is suitable for larger investments and projects, as its capital is divided into shares that may be transferred in accordance with the law. Key Requirements Minimum number of shareholders: as prescribed by Iraqi law Board of Directors: appointed in accordance with statutory requirements Capital: subject to minimum capital rules and deposit requirements Company objectives: must be lawful and clearly defined Step-by-Step Process Reserve the company nameObtain name approval from the Companies Registration Department. Prepare incorporation documentsDraft the Articles of Association, shareholder details, board structure, capital allocation, and company objectives. Capital depositDeposit the required capital into a local Iraqi bank and obtain confirmation. File the incorporation applicationSubmit the application and supporting documents to the Companies Registration Department. Regulatory review and approvalAuthorities review the application for legal and regulatory compliance. Company registrationUpon approval, the JSC is officially registered and issued a certificate of incorporation. Post-registration steps Open permanent bank accounts Register with tax and social security authorities Obtain sector-specific licenses, if required Legal Status & Compliance A Joint Stock Company acquires separate legal personality upon registration. Ongoing obligations include corporate governance compliance, board reporting, shareholder meetings, and regulatory filings. How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
How to Start a Business and Establish a Company in Iraq
Step-by-step: How to Establish a Company in Iraq Choose the legal form: Most common is Limited Liability Company (LLC), Joint Stock Company, or Foreign Company Branch/Representative Office. Reserve the company name: Submit proposed names and obtain name approval from the Companies Registration Department (Ministry of Trade). Prepare incorporation documents: Articles/contract, shareholder/owner IDs, addresses, management details, company objectives, and (for foreign owners) legalized corporate documents and Power of Attorney. Register the company: File the application with the Companies Registration Department and complete required forms and approvals until the registration certificate is issued. Open a bank account: Open a corporate account and complete any capital deposit requirements (if applicable to your company type). Tax registration: Register with the General Commission for Taxes and obtain a tax file number (and withholding/VAT-style obligations if applicable to your activity). Social security / labor registration: Register employees and the company with the relevant Social Security / Labor authorities once hiring begins. Municipality & premises requirements: Secure a lease/title and obtain local municipality approvals and signage permissions if required. Sector licenses: Obtain any necessary permits from the competent regulator (e.g., oil & gas, telecom, health, education, transport, finance, trade). Post-registration compliance: Maintain company records, renew licenses where needed, and comply with reporting, payroll, and tax filings, legal advisor, social security, visa and work permit for foreigners, mail box & IQ domain, security approval etc.. How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
AML/CFT Compliance Update – Central Bank of Iraq
AML/CFT Compliance Update – Central Bank of Iraq The Central Bank of Iraq (CBI) has issued updated supervisory controls on Anti-Money Laundering, Counter-Terrorist Financing, and Proliferation Financing, applicable to all licensed banks. Banks are required to review and comply with the attached regulatory controls in accordance with CBI instructions and applicable supervisory standards. How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
Central Bank of Iraq Directs Banks to Establish Financial Inclusion Departments
Central Bank of Iraq Directs Banks to Establish Financial Inclusion Departments The Central Bank of Iraq (CBI) has issued an official circular addressed to all licensed banks, instructing them to establish a dedicated Financial Inclusion Department within their organizational structures. The instruction supports the national financial inclusion strategy, aims to expand access to financial services, enhance public confidence in the banking sector, and promote financial awareness among various segments of society. Under the CBI instruction, banks are required to: Establish a Financial Inclusion Department within the bank’s approved organizational structure Integrate existing units related to banking awareness and consumer protection into the new department Assign the department to senior management supervision to ensure effective coordination Develop and implement financial inclusion strategies and programs Submit required reports and data to the Central Bank of Iraq in accordance with prescribed formats and timelines Ensure that department leadership possesses appropriate banking, administrative, and financial expertise The circular emphasizes that financial inclusion activities must align with CBI policies, governance standards, and supervisory requirements. This directive reflects the CBI’s continued efforts to: Strengthen the role of banks in financial inclusion initiatives Increase access to banking and financial services Enhance financial literacy and consumer protection Improve coordination between banks and regulatory authorities Support sustainable development of the Iraqi banking sector Banks are required to review their internal structures and take the necessary steps to comply within the specified timeframe. How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
Clarification on Electronic Payment Services Regulation
Central Bank of Iraq Issues Clarification on Electronic Payment Services Regulation The Central Bank of Iraq (CBI) has issued an official circular addressed to all licensed banks and non-bank financial institutions, concerning the Electronic Payment Services Regulation for Funds. The circular refers to the Electronic Payment Services Regulation No. (2) of 2024, which was issued pursuant to a Council of Ministers decision and published in the Official Gazette. The regulation establishes the current legal framework governing electronic payment services in Iraq. Key Regulatory Clarifications Confirmation of the issuance of the Electronic Payment Services Regulation No. (2) of 2024 Cancellation of the previous Electronic Payment Services Regulation No. (3) of 2014 Instruction to apply and operate in accordance with the new regulation Emphasis on compliance by banks and non-bank financial institutions The circular confirms that the 2024 regulation is the governing framework, and all entities operating in the electronic payment sector must align their activities accordingly. This clarification reinforces the CBI’s role in: Regulating electronic and digital payment services Ensuring legal certainty and regulatory consistency Supporting the development of the electronic payment ecosystem Enhancing oversight of financial and payment institutions All concerned entities are expected to review their operations, policies, and procedures to ensure alignment with the applicable regulation. How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
Updated Regulations on Bank Mergers and Consolidation
Central Bank of Iraq Issues Updated Regulations on Bank Mergers and Consolidation The Central Bank of Iraq (CBI) has issued an official circular addressed to all licensed banks, announcing amendments to the regulations governing bank mergers and consolidation within the Iraqi banking sector. The circular is issued pursuant to a decision of the CBI Board of Directors for the year 2024, and refers to updated Merger and Consolidation regulations attached to the circular, which are to be applied in accordance with the approved regulatory framework. These regulations form part of the CBI’s supervisory mandate to: Ensure the soundness and stability of the banking sector Regulate structural changes such as bank mergers and unions Maintain effective prudential oversight Align banking practices with applicable regulatory and governance standards All licensed banks are required to take note of the updated regulations and ensure compliance with the procedural and regulatory requirements set out therein. Bank mergers and consolidation transactions have a direct impact on: Financial stability Capital adequacy and governance structures Shareholder and depositor protection Regulatory supervision and approval processes How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
New Instructions on POS Services and Merchant Fees
Central Bank of Iraq Issues Guidance on High-Risk Countries and FATF Listings The Central Bank of Iraq (CBI), through its Payment Systems Monitoring Department – Electronic Payment Division, has issued official instructions addressed to licensed banks and electronic payment service providers regarding the regulation and expansion of Point of Sale (POS) services in Iraq. The circular aligns with the CBI’s strategy to increase POS deployment, reduce reliance on cash transactions, and promote financial inclusion and electronic payments across the Iraqi market. Key Regulatory Measures Reduction of Merchant Discount Rate (MDR):The merchant commission has been reduced to 1% instead of 2%, as previously applied. This reduction applies for a two-year period, after which the rate may be reviewed based on market needs and service quality. Settlement Mechanism:POS transactions must be settled in Iraqi dinars through designated bank accounts opened for merchants for the purpose of receiving POS transaction proceeds. Prepaid Card Issuance:Merchants may be issued Iraqi dinar prepaid cards with a ceiling of IQD 13,000,000, provided that total monthly transactions do not exceed IQD 30,000,000. Scope of Eligible Merchants:POS services are intended for commercial activities, including retailers, service providers, professionals, craftsmen, workshops, transportation operators, and similar income-generating activities. Banks and payment service providers are required to: Provide dedicated support services to merchants using POS devices Offer technical assistance, hotlines, and operational follow-up Monitor merchant performance and encourage continued POS usage Promote POS adoption through incentives or loyalty mechanisms, where applicable Why This Circular Matters Expand cashless payment infrastructure Reduce operational costs for merchants Support small and medium businesses Enhance transparency and traceability of financial transactions Strengthen regulatory oversight of electronic payment services Financial institutions and payment providers must ensure that their commercial arrangements, settlement processes, and merchant onboarding procedures are aligned with this circular. How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
High-Risk Countries and FATF Listings
Central Bank of Iraq Issues Guidance on High-Risk Countries and FATF Listings The Central Bank of Iraq (CBI), through its Anti-Money Laundering and Counter-Terrorist Financing Office, has issued an official guidance note addressing high-risk countries and clarifying the regulatory implications of a country’s inclusion on the Financial Action Task Force (FATF) lists. This guidance aims to enhance awareness among banks, financial institutions, and designated non-financial businesses and professions (DNFBPs) regarding risk-based compliance obligations when dealing with jurisdictions classified as high risk or subject to FATF monitoring. Key Points of the CBI Guidance Defines the concept of high-risk countries from an AML/CFT perspective Explains the difference between FATF high-risk jurisdictions and jurisdictions under increased monitoring Highlights the regulatory and compliance consequences of engaging with listed countries Emphasizes the need for enhanced due diligence (EDD) measures Reinforces alignment with international AML/CFT standards Regulatory Impact on Financial Institutions Entities operating in Iraq are required to: Apply enhanced customer due diligence when transactions involve high-risk jurisdictions Increase monitoring, reporting, and documentation controls Review internal risk assessment models and compliance frameworks Ensure alignment with CBI instructions and FATF recommendations Failure to adequately address risks related to high-risk countries may expose institutions to regulatory action, reputational risk, and operational disruption. Why This Guidance Matters This issuance reflects the CBI’s continued commitment to: Strengthen Iraq’s AML/CFT framework Protect the integrity of the financial and banking system Support compliance with international financial governance standards Reduce exposure to cross-border financial crime risks How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.
Central Bank of Iraq Regulates Mobile Electronic Payment Services for Small Traders
Central Bank of Iraq Regulates Mobile Electronic Payment Services for Small Traders The Central Bank of Iraq (CBI) has issued official instructions regulating mobile electronic payment services provided to small traders and micro-projects, as part of its ongoing efforts to enhance financial inclusion, transparency, and regulatory oversight in Iraq. Under the issued directive by the Payment Systems Monitoring Department – Electronic Payment Division, licensed electronic payment service providers are now permitted to open and manage electronic wallets for small traders, subject to specific financial and compliance controls. Key Regulatory Highlights Maximum wallet balance: IQD 3,000,000 (three million Iraqi dinars) Monthly transaction ceiling: IQD 10,000,000 (ten million Iraqi dinars) Monthly cash withdrawal limit: IQD 10,000,000 Wallet registration must be completed in person through authorized agent networks. Compliance & KYC Requirements Electronic payment providers are required to fully comply with Know Your Customer (KYC) procedures, including: Verify the trader’s identity and activity nature Assess the type of business and source of income Conduct on-ground visits to confirm business continuity Ensure wallet usage aligns with the declared commercial activity Maintain an approved registry of small traders, shared with the relevant bank These measures aim to mitigate financial misuse risks, strengthen anti-money laundering controls, and support the safe expansion of digital payment services across Iraq. Why This Matters? This regulatory development represents a significant step toward: Support small businesses and entrepreneurs Expand cashless payment adoption Strengthen financial governance and compliance Aligne Iraq’s payment ecosystem with international standards Businesses, payment service providers, and fintech operators must ensure their internal policies, KYC frameworks, and operational procedures are fully aligned with these requirements. How Etihad Can Assist Etihad provides legal and regulatory advisory services to banks, financial institutions, and businesses, supporting compliance with applicable laws, regulations, and regulatory guidance issued by any competent authorities.