The Incorporation Agreement is a fundamental document required when establishing a new company in Qatar, serving as the foundational contract between founding shareholders. It must comply with Qatar's Commercial Companies Law (Law No. 11 of 2015) and related regulations, including specific requirements for minimum capital, shareholding structures, and corporate governance. This agreement is particularly crucial in Qatar's business environment, where specific rules apply to foreign ownership and certain regulated activities. The document typically includes detailed provisions on share capital, management structure, profit distribution, and decision-making processes, while also addressing Qatar-specific requirements such as local partner provisions where applicable. Whether incorporating a wholly local company or one with foreign investment, the Incorporation Agreement must be properly executed and notarized according to Qatar law before submission to the relevant authorities.
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1. Parties: Identification of all founding shareholders/partners, including full legal names, nationalities, and Qatar ID/CR numbers
2. Background: Context of the incorporation, including business purpose and confirmation of parties' intention to establish the company
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Company Formation: Details of company type, name, duration, and principal business activities
5. Capital Structure: Share capital amount, number and classes of shares, par value, and initial subscription details
6. Share Ownership and Transfer: Initial shareholding distribution, restrictions on transfer, and pre-emptive rights
7. Management Structure: Composition of board of directors/managers, appointment process, and powers
8. Shareholders' Meetings: Procedures for general assemblies, voting rights, and quorum requirements
9. Financial Matters: Financial year, accounts, auditing requirements, and dividend policy
10. Reserved Matters: Decisions requiring special approval from shareholders or board
11. Termination and Dissolution: Circumstances and procedures for company dissolution and liquidation
12. Governing Law and Jurisdiction: Confirmation of Qatar law application and jurisdiction for disputes
13. General Provisions: Standard clauses including notices, amendments, and entire agreement provisions
1. Foreign Investment Provisions: Required when there are foreign shareholders, addressing specific requirements under Qatar Foreign Investment Law
2. QFC Specific Provisions: Required when incorporating within Qatar Financial Centre, addressing specific QFC regulations
3. Shareholder Loans: Include when shareholders will provide initial or ongoing financing beyond share capital
4. Non-Competition and Confidentiality: Include when specific restrictions on shareholders' other business activities are needed
5. Tag-Along and Drag-Along Rights: Include for companies anticipating future investment or exit possibilities
6. Islamic Finance Compliance: Required when company operations must comply with Shariah principles
7. Branch Offices: Include when company plans to establish branch offices within Qatar
1. Share Subscription Details: Detailed breakdown of initial share subscriptions and payment obligations
2. Company's Articles of Association: Full text of the Articles of Association complying with Qatar law requirements
3. Business Plan: Initial business plan and projected financials
4. Board/Management Structure: Detailed organizational structure and management responsibilities
5. Shareholder Information: Detailed information about shareholders including KYC documentation
6. Property Details: Details of any initial property or assets being transferred to the company
7. Initial Resolutions: First board and shareholder resolutions required for company establishment
8. Required Licenses: List of licenses and permits required for company operations
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Professional Services
Manufacturing
Retail
Technology
Real Estate
Construction
Healthcare
Education
Hospitality
Energy
Transportation
Trading
Consulting
Industrial
Relevant Teams
Legal
Corporate Governance
Compliance
Finance
Corporate Affairs
Board Secretariat
Risk Management
Investment
Business Development
Executive Leadership
Relevant Roles
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Director
Corporate Secretary
Managing Director
Chief Financial Officer
Legal Counsel
Corporate Lawyer
Compliance Officer
Company Secretary
Board Director
Shareholder Relations Manager
Business Development Director
Investment Manager
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