Low No. 7 Promulgates Investment Law No. (10) new

Order No. 7 /M – Implementory Instructions for Investment Law No. 10/1991

The President of the Council of Ministers,
In accordance with the provisions of Article 38 of Law No. 10 issued on 4 May 1991,
With the resolution adopted by the Council of Ministers at its meeting on 28 May 1991,
And with the resolution adopted by the Supreme Investment Council at its meeting on 8 June 1991,
Issues the following Implementory Instructions:

Article 1 – Definitions

The following terms shall have the meanings given to them hereunder:

• Investment Law: Law No. 10, issued on 4 May 1991.
• Council: Supreme Investment Council.
• Chairman: Chairman of the Supreme Investment Council.
• Office: Investment Office.
• Project: A project established by a natural or juristic person with local or foreign capital, or both, and approved under the provisions of the Investment Law.
• Investor: The natural or juristic person who obtains a permit to establish a project under the provisions of the Investment Law.
• Competent Authority: Concerned Public Authority.
• Foreign Capital: Capital lawfully brought from abroad by Syrian, Arab, or foreign nationals in accordance with Article 23 of the Investment Law.

Article 2 – Beneficiaries from the Law

Shall benefit from the Investment Law the economic and social development projects approved by the Council and established with local or foreign capital, or both, by the following natural or juristic persons:

1. Syrian Arab nationals residing in the Syrian Arab Republic and those treated as such.
2. Syrian Arab nationals residing abroad, whether or not they have obtained the nationality of the host country.
3. Nationals of Arab and foreign states.
4. Juristic persons (corporations) authorized by the Council to establish projects under the Investment Law.

Article 3 – Investment Fields

Economic and social development projects mentioned in Article 3 of the Investment Law shall mean projects established under the provisions of the said Law in the following fields:

1. Agricultural Projects — in both plant and animal production fields, as well as all ancillary, connective, or complementary activities, such as the construction of greenhouses, refrigerated storage facilities, fruit and vegetable sorting, packing and wrapping facilities (whether or not the goods are produced by the same project).
2. Agricultural Product Processing Plants — whether plant or animal.
3. Industrial Projects — which may be established by private or joint (public and private) sector enterprises.
4. Transport Projects.
5. Other Projects — approved by the Council in any additional fields.

Article 4 – Grounds and Criteria for Approval

The Council shall grant approval to a specific project, in order to benefit from the Investment Law, on the basis of the following considerations:

• Alignment with the objectives of the State Development Plan.
• Extent of use of locally available resources and contribution to the growth of national product and employment.
• Capability of increasing exports and rationalizing imports.
• Use of modern machinery and techniques suitable to the national economy’s needs.
• Value of fixed assets (plants, machinery, tools, equipment, instruments, utility means of transport, etc.) not less than ten million Syrian Pounds, calculated on the basis of current exchange rates in neighboring countries as published in the Foreign Currency Exchange Bulletin issued by the Commercial Bank of syria.

The Council of Ministers may amend this minimum, and such amendment shall be promulgated by order of the President of the Council of Ministers.

Article 5 – Meeting of the Council

a) The Council shall meet periodically, at least once every two months, at the invitation of its Chairman.
b) Invitations shall be addressed at least three days in advance, accompanied by the agenda and copies of related documents.
c) The Council shall lawfully meet if the majority of members are present.
Resolutions are adopted by majority vote of those present and entitled to vote. In the case of a tie, the Chairman’s side prevails.

The Council may form specialized committees among its members to study subjects and report back. These committees may seek assistance from experts or technicians from ministries or public/joint sectors.
The Chairman may also invite specialists to attend Council meetings without voting rights.

Article 7 – Powers of the Council

As the supreme authority in investment matters, the Council shall have the following powers:

a) To study requests for establishing projects under the Investment Law, referred to it by the Office, accompanied by relevant documents.
It shall issue its decision within thirty days of receipt and notify all ministries and concerned authorities. These bodies must implement the Council’s decision by:

1. Issuing required permits and authorizations (administrative, industrial, etc.)
2. Providing essential utilities (electricity, water, fuel, telephone) at the investor’s expense; additional infrastructure expenses, if any, shall also be borne by the investor.

If approved, the decision shall specify:

• Beneficiary’s name
• Legal form of the project
• Project capital
• Nature and capacity of production
• Establishment period
• Investment costs
• Sources of foreign financing

If refused, the decision shall state reasons, and the Council may reconsider upon submission of new justifying data.

b) To determine the percentage and nature (cash or in-kind) of the State’s participation in the capital of joint-sector companies.
c) To approve draft bylaws of joint-sector companies, which are promulgated by order of the President of the Council of Ministers.
d) To ratify assessments of foreign capital made by the competent authority.
e) To approve the number and types of transport means required by each project.
f) To approve requests for assignment, merger, or conveyance of projects.
g) To decide upon requests for disposal of some project imports (sale or alternative use), as provided in Article 12 of the Investment Law.
h) To issue instructions on permission for non-resident Syrians and foreign investors to retransfer abroad the net worth of their shares after at least five years from project operation.
i) To approve retransfer of foreign capital six months after entry if investment is hindered by circumstances beyond investor control, and in special cases, even earlier.
j) To cancel project approval if serious measures to implement are not taken within one year, unless justified grounds are accepted. Binding contracts for implementation shall be considered sufficient evidence of seriousness.
k) To grant extension of exemption periods (Article 15 of the Law) when export revenues in foreign currency exceed 50% of total production during the initial exemption period, verified by banking and financial documents.
m) To suspend exemptions or advantages wholly or partially if the project owner fails to comply with obligations (Article 28 of the Law) until rectified.
n) To approve existing enterprises to benefit from advantages (except tax exemptions) if they undertake to comply with all obligations of the Investment Law.
o) To entrust competent authorities with preparing feasibility studies for high-priority projects to be proposed to investors.
p) To direct organization of conferences, meetings, and promotional activities at home or abroad to encourage investment.
q) To study modernization of investment legislation and adopt plans for creating a favorable investment climate.
r) To study and decide upon all matters relating to investment.

Article 8 – Creation of the Investment Office

An office, known as “The Investment Office”, is hereby created and attached to the Vice-President of the Council of Ministers for Economic Affairs.
It shall be headed by a public servant of vice-minister rank.

Article 9 – Staffing of the Office

The Office shall include civil servants with appropriate qualifications and experience, particularly in:

• Administrative and legal affairs
• Financial affairs
• Economic affairs
• Technical affairs
• Public relations

and necessary clerical personnel.
Staffing shall be determined by order of the President of the Council of Ministers.

Article 10 – Duties of the Investment Office

Within its purposes, the Office shall perform the following duties:

a) Receive and register investment requests referred by competent authorities, complete their documentation, prepare project files, and distribute copies to Council members at least three days before meetings.
b) Keep a special record of foreign capital brought from abroad in foreign currency or tangible/intangible assets, issue registration certificates showing the share of each investor.
c) Record minutes of Council meetings, follow up on implementation of resolutions, and report progress, difficulties, and proposed solutions.
d) Receive complaints from investors, investigate and remedy them, assist in obtaining permits, and refer investor proposals to the Council.
e) Maintain records ensuring correct application of the Investment Law, collect and analyze all reports and balance sheets of approved projects.
f) Prepare studies of draft bylaws of joint-sector companies and refer them to the Council.
g) Publish and issue leaflets and booklets about investment in Syria in Arabic and foreign languages.
h) Cooperate with public, joint, and private organizations in advertising investment opportunities abroad, according to Council directives.
i) Perform any other tasks assigned by the Council.

Article 11 – Duties of Public Authorities

All public authorities and establishments shall extend full assistance to investors, accomplish required formalities without delay, and reply to Office inquiries within one week of registration.

Article 12 – Confidentiality of Data

All data and information submitted by investors to any official authorities, including banks, concerning the establishment and implementation of their projects shall be confidential and not to be divulged.