Last updated: October 2026
A foreign company that wants to operate in Iraq has three realistic routes: an Iraqi limited liability company (LLC), a branch of the foreign parent, or a project licensed by the National Investment Commission (NIC). They are not interchangeable. Each has different ownership rules, paperwork and risks, and the right choice depends on what you plan to do and where.
Route 1: an Iraqi LLC
An LLC is a separate Iraqi legal entity governed by the Companies Law (No. 21 of 1997). It is registered with the Companies Registration Directorate at the Ministry of Trade, and it holds its own assets, liabilities and tax registration. Published guides note that the registrar has historically asked for Iraqi shareholding of at least 51% in many sectors unless the project holds an NIC investment licence. Check the position for your sector before you plan the ownership structure.
Route 2: a branch of your foreign company
A branch is not a separate legal person: the parent stays fully liable for its obligations. The upside is that the parent can hold 100% and no local shareholder is needed. The German-Iraqi chamber (AHK Iraq) describes the process as an online upload of the parent’s documents, a check by the registry, payment of the fee, a registration decision and newspaper publication. It also states that the parent company must have been established for at least two years, which can rule out newer companies.
Route 3: an NIC investment licence
An investment licence under the Investment Law (No. 13 of 2006, as amended) is awarded to a specific project and is separate from commercial registration. The NIC states that licensed investors can receive a ten-year tax exemption followed by a flat 15% company tax rate, the right to repatriate profits, a three-year exemption from import fees on required equipment, and permission to employ foreign workers. The application requires, among other items, an economic feasibility study approved by a certified consultative centre and a financing plan backed by a guarantee from a certified financial institution. The NIC One Stop Shop is the single point of contact.
Federal Iraq or the Kurdistan Region
The Kurdistan Region has its own investment board and its own registration practice, and published guides describe it as open to 100% foreign ownership in a broader range of sectors than federal Iraq. Decide early which jurisdiction you will operate from, because a licence or registration in one does not automatically cover the other.
Documents you should expect to prepare
- Your parent company’s incorporation certificate, articles and board resolution authorising the Iraqi entity.
- A power of attorney or appointment for the manager or branch director.
- Home-country registration and, for a branch, recent financial statements.
- Legalisation of foreign documents through your own authorities, the Iraqi embassy and then Iraq’s Foreign Ministry.
- Certified Arabic translations of everything submitted.
Document legalisation and translation are where most time is lost. If the registry rejects an upload, the process can restart from the beginning, so check every document before you submit.
How long does it take?
Published estimates vary widely, from a few weeks to several months, depending on the vehicle, the jurisdiction and how quickly your documents are legalised. Treat any single number you read online with caution and ask the registry or your adviser for the current timeline.
Frequently asked questions
Can a foreign company own 100% of a company in Iraq?
In many cases yes, but the route matters. A branch is held 100% by the parent, an NIC-licensed project can allow up to 100% foreign ownership, and the Kurdistan Region is more open than federal Iraq. For a federal LLC outside an investment licence, expect questions about local shareholding.
Do I need an NIC investment licence to register a company?
No. Registration with the Ministry of Trade and an NIC investment licence are two separate processes. The licence adds incentives and can change what ownership is allowed for a specific project.
Is a branch or an LLC better for a foreign company?
A branch is simpler to set up and avoids a local partner, but the parent carries full liability. An LLC limits liability to the entity but may bring ownership conditions. The better choice depends on your sector, contracts and risk appetite.
How Meena can help
Meena Business Consultancy Services F.Z.C. is based in the Ajman Free Zone, UAE, and supports companies entering Iraq, Pakistan, the Gulf and Europe. Our company registration in Iraq page explains what we do in Iraq, and you can book a consultation to discuss your case.
This article is general information, not legal or tax advice. Iraqi rules and practice change, so confirm current requirements with the relevant authority or Iraqi counsel before you file or travel.
