Investment, Special Economic Zones and Business Facilitation Law

Article (1) — Title

This Law is entitled the “Investment, Special Economic Zones and Business Facilitation Law”, referred to herein as “the Law”.

Article (2) — Objectives

1. Attract productive Iraqi and foreign investment and increase its contribution to economic diversification, employment, exports, and knowledge and technology transfer.
2. Transform investment facilitation from sequential approvals into connected, digital, time-bound and traceable government services.
3. Establish a special-economic-zone framework focused on infrastructure, services and links to the domestic economy, without creating regulatory islands or channels for unmeasured exemptions.
4. Protect the rights of the State, investors, workers, consumers and local communities, preserving the State's right to regulate in the public interest.
5. Eliminate unjustified discrimination between Iraqi and foreign investors, subject to constitutional restrictions, sectoral legislation and national security.

Article (3) — Definitions

1. Council: the Council of Ministers.
2. National Commission: the National Investment Commission continuing under this Law.
3. Investment commission: the National Commission or the investment commission of a region or governorate not incorporated into a region, according to jurisdiction.
4. Investor: an Iraqi or foreign natural or legal person deploying capital, assets, knowledge or rights in lawful economic activity.
5. Investment project: a new economic activity, substantial expansion or productive modernisation of an existing project under this Law's criteria.
6. Investment certificate: a document issued to a project eligible for statutory facilitation services or incentives; it is not itself a sectoral licence.
7. National portal: the unified digital business and investment system connecting the National Commission, sectoral bodies, governorates and relevant departments.
8. Special economic zone: a defined geographical area established under this Law to provide integrated infrastructure, services and regulatory and investment procedures. It is not outside the customs territory unless effective legislation provides otherwise.
9. Developer: a legal person undertaking development of all or part of a special economic zone under a contract or licence.
10. Operator: a legal person operating a zone or its facilities under its licence and contract.
11. Beneficial owner: the natural person ultimately owning or controlling a legal person or actually benefiting from its activity under applicable legislation.
12. Negative list: activities prohibited or restricted for investment or foreign investment by published statutory provisions.

Article (4) — Scope

This Law applies to investment in lawful economic sectors in the Republic of Iraq, business-facilitation services relating to project establishment, operation and expansion, and special economic zones established under it, subject to constitutional regional and governorate powers and applicable sectoral legislation.

Article (5) — Specially Regulated Sectors

1. Oil, gas and natural-resource extraction remain subject to their special laws and contracts. Investment certificates create no natural-resource rights or exploitation concessions.
2. Banking, insurance, securities, telecommunications, aviation, pharmaceuticals, professional and other regulated activities require competent sectoral-authority licensing, while benefiting from facilitation services and general guarantees insofar as compatible.
3. This Law does not affect State powers concerning security, defence, antiquities, environment, public health, anti-monopoly measures, money laundering, terrorist financing or proliferation financing.

Article (6) — Relationship with Sectoral Laws

This Law provides the general investment and business-facilitation framework. Technical, professional and prudential sectoral requirements remain effective. Conflicting provisions are interpreted to facilitate activity without reducing special-law protections for persons, property, environment, the financial system or national security.

Article (7) — State's Right to Regulate

No investment privilege, guarantee or contract restricts the State's power to enact or apply general, non-discriminatory laws protecting health, safety, environment, labour, competition, the financial system, taxation, security, human rights and the public interest, respecting acquired rights and compensation where constitutionally or legally required.

Article (8) — Investment Principles

1. Equality before the law and freedom from unjustified discrimination.
2. Clarity, transparency and predictability of procedures.
3. Proportionality between regulatory risk and licensing or inspection burdens.
4. Competitiveness, prevention of monopoly and equal opportunity.
5. Environmental and social responsibility and respect for workers' and local communities' rights.
6. Sound public finances and measurement of incentive costs before granting them.

Article (9) — Investment Freedom without Mandatory Certification

No investment certificate is required merely to establish a project or conduct lawful economic activity unless sectoral legislation requires a special licence. Certificates are optional for projects seeking facilitation, incentives or special-economic-zone services under this Law.

Article (10) — Interpretation and Protection of Powers

Application respects constitutional provisions on private property, encouragement of private enterprise and investment, public-fund protection and allocation of federal, regional and governorate powers. No interpretation may transfer a constitutional power between bodies without legal authority.

Article (11) — Continuity of the National Investment Commission

The National Investment Commission established under amended Investment Law No. (13) of 2006 continues with legal personality, financial and administrative independence and attachment to the Prime Minister. Rights, obligations, records, funds and employees transfer without service interruption.

Article (12) — National Commission Functions

1. Propose and periodically review national investment policy in coordination with federal bodies, regions and governorates.
2. Prepare a unified national map of investment opportunities, land, services and available infrastructure.
3. Manage the national portal, single window and investment aftercare services.
4. Grant investment certificates for strategic or federal projects and coordinate with governorate and regional investment commissions.
5. Propose special economic zones and evaluate their performance.
6. Publish reports on investment, incentives, procedural timelines, complaints and performance indicators.

Article (13) — National Commission Board

The National Commission is governed by an eleven-member Board comprising its chair and deputy, representatives of relevant federal economic, financial and planning bodies, and independent private-sector and academic experts. Regulations prescribe nomination, expertise, membership terms and appointment procedures ensuring specialisation, freedom from conflicts and no representation of direct commercial interests before the Commission.

Article (14) — Disclosure and Conflicts of Interest

The chair, Board members and senior staff submit annual declarations of relevant financial and commercial interests and abstain from decisions involving direct or indirect interests of themselves, relatives or partners. Applicable statutory recusal, disclosure and accountability rules apply.

Article (15) — Governorate and Regional Investment Commissions

Investment commissions in governorates not incorporated into a region continue with their legal personality and local powers, coordinating plans and digital procedures with the National Commission. Regional constitutional powers and laws are respected, with National Commission coordination on federal matters, projects crossing administrative boundaries and shared national data.

Article (16) — Defining Strategic or Federal Projects

Regulations establish objective criteria for National Commission jurisdiction over strategic or federal projects based on crossing governorate or regional boundaries, connection to federal infrastructure, national fiscal or economic impact, or exclusive federal jurisdiction. Capital alone is not decisive.

Article (17) — Single Window and Investor Services Department

The National Commission's Single Window and Investor Services Department continues as a mandatory contact point for participating investment bodies. Their authorised representatives must have actual power to express opinions or issue approvals within legal limits, rather than act solely as administrative messengers.

Article (18) — Unified National Business and Investment Portal

1. The National Commission, coordinating with the General Secretariat of the Council of Ministers and competent ministries, establishes a unified digital portal for investment applications and related registrations and licences.
2. The portal progressively integrates with company registration, tax, customs, labour, social security, environment, property, border-crossing and government-payment systems under the law.
3. Every application has a unified tracking number and chronological record of requests, decisions, correspondence, fees and deadlines.
4. Personal attendance may not be required where identity, documents, signatures and payment can be verified electronically under applicable legislation.

Article (19) — Business and Investment Facilitation Coordination Council

The Council of Ministers establishes a non-permanent coordinating council, chaired by a body it designates and comprising bodies most closely involved in the business environment. It resolves procedural conflicts, monitors digital integration and reviews licences and fees. It cannot grant tax exemptions or change statutory powers.

Article (20) — Public Service Standards

Every body connected to the national portal publishes service descriptions, legal requirements, fees, maximum timelines, decision-makers and administrative challenge procedures. Exceeding deadlines without legal justification must be recorded, explained and subject to accountability, without automatically licensing high-risk activities.

Article (21) — Freedom of Market Entry

Iraqi and foreign persons may invest in any lawful activity unless prohibited or restricted by effective legislation or the negative list under this Law. No new restriction may arise through unpublished correspondence, circulars or administrative practice.

Article (22) — Negative List

The National Commission publishes a unified list of activities prohibited or restricted for investment or foreign investment, identifying each restriction's legal basis. No non-statutory restriction may appear. Annual review removes unjustified restrictions and submits necessary legislative proposals to competent bodies.

Article (23) — Post-establishment Treatment

After project establishment, Iraqi and foreign investors receive equal treatment in administrative procedures, public services and rights protection unless the Constitution or law specifies distinctions concerning real-estate ownership, regulated sectors, national security or effective international obligations.

Article (24) — Protection of Iraqi Investors

Incentives and procedures shall not disadvantage Iraqi investors relative to foreign investors in comparable projects. Targeted support for small and medium enterprises, innovation, exports and less-developed areas may use published objective criteria.

Article (25) — Transfer of Capital and Returns

Investors may transfer capital, returns, profits, proceeds from investment sale or liquidation and lawful payments abroad in convertible currency after settling taxes, debts and obligations, under Central Bank rules, anti-money-laundering requirements, financial sanctions and legally permitted restrictions.

Article (26) — Accounts and Financing

Projects may open dinar or foreign-currency bank accounts and obtain financing, guarantees and insurance under applicable banking laws and instructions. Investment certificates are neither sovereign guarantees nor commitments by the Treasury or public banks to finance projects.

Article (27) — Intellectual Property

Investors' intellectual property, trade names, patents, trademarks and trade secrets are protected under applicable laws and agreements. Transfer of intellectual property to a public body may not be required except through a separate contract with fair consideration or statutory public-interest cases.

Article (28) — Insurance and Risk Management

Investors may insure projects with legally licensed providers. Sectoral authorities may require insurance types and minimum cover where activity demands protection of workers, third parties, the environment or public funds.

Article (29) — Residence and Work for Foreign Expertise

The national portal facilitates residence, business-visa and work-permit applications for foreign managers, experts and technicians where needed, without overriding residence, labour or security laws, prioritising qualified Iraqi employment and replacement and skills-transfer plans for localisable jobs.

Article (30) — National Security Screening

Foreign investment in sensitive sectors or assets may undergo purpose-limited screening concerning national security, critical infrastructure or dual-use technology. Law or regulation specifies scope, criteria, deadlines and challenge rights; screening must not become a general economic-protectionism instrument.

Article (31) — Investment Certificate

Certificates are granted to projects meeting seriousness, financial and technical capacity, economic viability, legal compliance and developmental-impact criteria. They specify project scope, phases, commitments and any incentive or special service available by law.

Article (32) — Eligibility Criteria

The National Commission publishes eligibility criteria covering actual capital or confirmed financing, jobs, local added value, exports or import substitution, technology transfer, location, sustainability and execution capacity. Weightings may differ by sector without arbitrary discrimination.

Article (33) — Certificate Application

Applications are submitted electronically through the national portal with only necessary data unavailable from another government body. Paper copies or repeated authentication of documents verifiable electronically from official sources may not be required.

Article (34) — Decision Period

The competent investment commission decides complete applications within thirty working days. Complex projects may receive one extension of up to fifteen working days through a reasoned decision notified before the original period expires.

Article (35) — Incomplete Applications

Within seven working days, the body notifies the applicant, once where possible, through a consolidated list of missing items. The decision period starts upon completion of material deficiencies. Applications may not be returned for requirements unpublished when submitted.

Article (36) — Risk-based Licensing

1. Low-risk activities require registration or notification wherever sectoral legislation permits.
2. Medium-risk activities require time-bound approval and proportionate requirements.
3. High-risk activities continue to require express licensing and technical inspection before operation.
4. Deemed approval applies only to services or licences expressly specified by regulation following risk assessment, and not to security, health, environment, safety, natural resources or financial sectors.

Article (37) — Once-only Data Principle

No government body may request data or documents where correct, current copies are lawfully available from another government body and electronically exchangeable, subject to data protection, confidentiality and jurisdictional rules.

Article (38) — Electronic Legal Validity and Payment

Applications, notifications, approvals, certificates, records, signatures and payments through approved systems have legal effect under applicable electronic-transactions laws. They must include tamper-proof records identifying timing and the acting body.

Article (39) — Publication of Requirements and Fees

No fee, condition, document or inspection may be required unless published on the national portal and grounded in valid law, regulation or instructions. Fees are published as amounts or calculation methods and not collected in cash where government electronic payment is available.

Article (40) — National Economic Licensing Register

The General Secretariat of the Council of Ministers, coordinating with the National Commission, establishes a public register of all federal and local economic licences and approvals, identifying legal basis, purpose, body, fees, duration and steps as the basis for reviewing duplication and eliminating unnecessary requirements.

Article (41) — New Regulatory Requirements

New economic licences or approvals require a valid legal instrument and an explanation of purpose, addressed risks, administrative costs and less restrictive alternatives. Draft substantial general requirements are published for comment a reasonable time before effect unless necessity requires otherwise.

Article (42) — Challenges to Services and Procedures

Any applicant may electronically challenge delays, unlawful document demands, unpublished fees or unreasoned refusals. Challenges go to an administrative level above the originating official and are decided within ten working days, without prejudice to judicial appeal.

Article (43) — National Investment Land Map

Property-owning bodies coordinate with the National Commission and investment commissions to establish a digital register of public land and property available for investment, specifying ownership, use, planning, services, restrictions and disputes. No property is advertised as an opportunity before its sound legal status is verified.

Article (44) — Allocation of State Property

Public land or property is allocated lawfully through written contracts specifying purpose, term, consideration, implementation phases, achievement indicators, and termination and recovery grounds. Competition is the rule where several capable investors exist unless legislation permits another route for a strategic project with published justification.

Article (45) — Lease, Musataha and Long-term Usufruct

Investors may receive lease, musataha building rights or usufruct over public property for periods appropriate to the project's economic life within applicable legal limits. Contracts include periodic compliance review and conditions preventing land trading or idling.

Article (46) — Non-Iraqi Real-estate Ownership

Under the constitutionally permitted exception, non-Iraqi investors may own real estate solely to the extent necessary for an approved residential investment project, under this Law's and regulations' restrictions and safeguards. This provision may not serve demographic change, property speculation or acquisition of unrelated land.

Article (47) — Non-residential Projects

Land allocated to non-Iraqi investors for industrial, agricultural, service, logistics, tourism and technology projects is generally held through lease, musataha or long-term usufruct unless special legislation permits ownership. This does not prevent ownership of buildings, installations, machinery and legally permitted rights.

Article (48) — Valuation and Consideration

Sale, lease, musataha or usufruct consideration is based on documented professional valuation reflecting location, use, services, project nature and statutory development incentives. Valuation methods are published; property subsidies may not be concealed outside incentive-cost accounts.

Article (49) — Delay and Land Recovery

Where a project fails to start, departs from its purpose or exceeds contractual delay limits without circumstances beyond investor control, the investment commission gives notice and a proportionate cure period. Unremedied breaches may lead to termination of allocation and land recovery under contract and law, settling legitimate rights and improvements.

Article (50) — Protection of Public and Private Property

This Law does not permit private-property expropriation for an investor merely because it holds an investment certificate. Expropriation requires public benefit, legislation or authority under existing law, fair compensation and available judicial procedures.

Article (51) — Incentive Rationale

Incentives address specified costs or risks and achieve measurable additional impact, rather than automatically reward project size or investor nationality. Incentives tied to new investment, employment, exports, technology transfer and less-developed areas take priority over open-ended general exemptions.

Article (52) — Non-tax Incentives

1. Priority connection to public services consistent with network plans and available capacity, without harming other users.
2. Expedited single-window services and investment aftercare.
3. Joint training and employment programmes financed through approved appropriations.
4. Access to public land or buildings through transparent performance-linked contracts.
5. Export, innovation and research-and-development support under published general programmes.

Article (53) — Taxes and Fees

Investment certification alone creates no tax or fee exemption. Exemptions, reductions or tax and customs credits require express legislation specifying beneficiaries, base, duration and conditions, in accordance with the Constitution and tax, customs and financial-management laws.

Article (54) — Incentive Cost Statements

The Ministry of Finance, coordinating with the National Commission, estimates annual costs of existing or proposed financial or tax incentives and publishes them in a tax-expenditure or comparable financial report, alongside the investment, jobs, exports or impact achieved.

Article (55) — Government Grants and Contributions

Direct government contributions or sharing of infrastructure, training or research-and-development costs may be granted where appropriated, under a published programme, eligibility criteria and performance contract providing full or partial recovery for material breach.

Article (56) — Less-developed and Affected Areas

Additional incentives may target projects in less-developed or affected governorates or districts under an official index combining poverty, unemployment, infrastructure deficits, remoteness and conflict damage. The index is periodically updated and its methodology published.

Article (57) — Performance Agreement

Every materially costly financial incentive requires a performance agreement specifying investment, duration, target jobs or outputs, verification and recovery for unmet obligations, considering force majeure and changes not attributable to the investor.

Article (58) — Stability of Earned Incentives

An earned incentive whose conditions a project has fulfilled shall not be withdrawn retrospectively merely because policy changes. General laws and future taxes continue to apply where not infringing acquired rights contrary to the Constitution or express legislation.

Article (59) — No Duplicate Incentives

Projects may not receive two public incentives for the same cost or activity unless both programmes expressly permit combination and total support is disclosed. Bodies exchange incentive data through the national portal.

Article (60) — Incentive Review and Expiry

Incentive programmes are reviewed at intervals no longer than five years, measuring costs, effectiveness and competition effects. Programmes are discontinued or adjusted where costs exceed impact or they unjustifiably favour projects that would proceed without incentives.

Article (61) — Establishing Special Economic Zones

The Council of Ministers may establish special economic zones on National Commission proposals and competent-body approval following economic, financial, spatial, environmental and social feasibility studies and infrastructure and governance plans.

Article (62) — Zone Objectives

1. Attract value-adding productive, export, technology and logistics investment.
2. Concentrate services and infrastructure to reduce operating costs and time.
3. Build supply chains and connections between major companies and Iraqi small and medium enterprises.
4. Test regulatory reforms capable of economy-wide replication if successful.
5. Develop areas receiving less investment without economically isolating them from their surroundings.

Article (63) — Establishment Decision

The zone establishment decision specifies boundaries, type, target sectors, regulator, developer or selection method, infrastructure funding, implementation phases, performance indicators and review period. It and its principal annexes are published.

Article (64) — Prior Feasibility Study

Availability of public land alone does not justify a zone. Studies must establish investment demand, logistics location or competitive advantage, and sustainable services and financing, comparing zone costs and benefits with improving the business environment outside it.

Article (65) — Zone Types

Zones may be industrial, logistics, export, agri-food, technology, digital, tourism or mixed-use. Type is determined by location advantages and target value chains, not a desire to grant exemptions.

Article (66) — Relationship with Free Zones and Industrial Cities

Free zones established under their governing law and industrial cities under Industrial Cities Law No. (2) of 2019 remain subject to those laws. With competent approval, an existing area may receive special-economic-zone status for these services and governance purposes, without changing tax or customs status except by law.

Article (67) — Zone Regulator

The National Commission or body designated in the establishment decision regulates and supervises the zone. Regulatory functions must be separate from commercial developers or operators; developers may not license or sanction themselves.

Article (68) — Developer Selection

Where zone land or infrastructure is State property, developers are selected transparently and competitively through contracts specifying investment, development phases, service standards, consideration, State rights, and replacement or termination conditions. Developers receive no monopoly over economic activity beyond zone operation.

Article (69) — Operator Licence

Zones may not operate before receiving a licence demonstrating readiness of infrastructure, safety, emergency arrangements, digital services, enterprise entry and exit mechanisms, facilities, waste management and industrial security.

Article (70) — Master Plan and Land Uses

Each zone has a master plan defining uses, roads, services, buffer areas, environmental provisions, emergencies and future expansion, subject to urban-planning and environmental laws. Changes altering the zone's essence require assessment and publication of the decision.

Article (71) — Zone Window

A unified window connected to the national portal operates inside the zone with authorised representatives, seeking to complete registration, licensing, labour, residence, customs and services through one process without parallel licences duplicating those of original authorities.

Article (72) — Customs Status

Establishment alone does not place a special economic zone outside the customs territory. Customs law, tariffs and applicable agreements apply unless all or part is a free zone or subject to a special customs regime established by effective legislation.

Article (73) — Domestic-market Sales

Goods and services entering the domestic market from a zone with a special customs regime are treated under applicable customs, tax, origin and technical-control rules. Zones may not circumvent import restrictions or duties.

Article (74) — Taxation within Zones

Special-economic-zone status alone creates no tax holiday or special rate. Preferential treatment requires legislation under Article (53), cost estimation and prevention of artificial profit shifting into the zone from outside activities.

Article (75) — Labour, Environment and Safety

Labour, social security, health, safety, environment, human-rights laws and technical standards apply within special economic zones. Protection may not be lowered to attract investment. Faster, coordinated oversight may be offered without lowering statutory standards.

Article (76) — Infrastructure and Services

Development contracts allocate responsibility for constructing, financing and operating electricity, water, roads, telecommunications, waste treatment and shared services, specifying continuity standards, prices, regulation and enterprise rights upon breach.

Article (77) — Local Linkages

Zone management develops annual programmes connecting enterprises with Iraqi suppliers, training centres, universities and incubators, including supplier databases, accreditation and quality improvement, without local-purchasing requirements conflicting with effective international obligations or competition.

Article (78) — Zone Evaluation and Withdrawal of Status

Every two years, zones are assessed on implemented investment, jobs, production, exports, local linkages, public revenue, support costs and land use. Following notice and a remedial plan, the Council may withdraw status or replace the developer for substantial failure or unjustified fiscal cost, protecting existing enterprises' rights.

Article (79) — Priority Employment for Iraqis

Projects prioritise qualified Iraqis where competence is equal and state skills needs and recruitment and training plans in certificate applications. No rigid uniform quota applies across sectors where unsuitable; competent bodies may establish statutory sectoral ratios.

Article (80) — Foreign Expertise and Local Replacement

Foreign expertise may be employed where skills are insufficient locally. Large projects include gradual training, knowledge-transfer and replacement plans for suitable positions, without restricting management's freedom to select necessary expertise.

Article (81) — Vocational Training

The National Commission, Ministry of Labour and educational bodies may agree joint investor training programmes tied to real needs and measurable outputs. Public contributions must be budgeted and disclosed.

Article (82) — Local Supplier Development

The National Commission supports programmes qualifying Iraqi suppliers and connecting them with major investors through quality standards, finance and digital supply chains, without creating monopolies or opaque preferences for particular suppliers.

Article (83) — Small and Medium Enterprises

The national portal provides a simplified route for small and medium enterprises and information on land, incubators, finance, guarantees, training and supply opportunities, coordinating with entrepreneurship and SME legislation and policies.

Article (84) — Technology and Knowledge Transfer

Incentives and opportunities prioritise projects transferring locally absorbable knowledge or establishing production lines, laboratories, engineering centres, quality systems or export capabilities in Iraq. Performance agreements specify commitments rather than rely on general wording.

Article (85) — Research, Development and Innovation

Competitive programmes may share research, development, testing and patent costs and connect companies with universities and research centres, under published appropriations, clear intellectual-property rights and measurable results.

Article (86) — Digital Infrastructure and Cybersecurity

Projects and zones managing digital infrastructure or sensitive data comply with applicable cybersecurity and data-protection requirements. The national portal ensures service continuity, access logs, backups and incident-recovery plans.

Article (87) — Sustainable Investment

Energy and water efficiency, waste, emissions and climate-adaptation criteria are integrated into assessment of projects with substantial environmental impacts. Projects delivering proven savings or innovation may receive lawful priority or support.

Article (88) — Local Communities and Resettlement

Where projects or zones require displacement of people or livelihoods or restrict access to relied-upon resources, this occurs only lawfully after impact assessment, consultation, fair compensation and, where appropriate, livelihood-restoration planning.

Article (89) — Beneficial Ownership Disclosure

Certificate applicants, developers and operators disclose beneficial owners and update changed information. The authority checks the competent national register once established. Personal data may be withheld from public disclosure while remaining accessible to competent authorities.

Article (90) — Integrity Declaration

Investors declare information accurate, that no unlawful benefit was given to public officials, and that no effective legal prohibition applies to them or their beneficial owners. Material false statements justify withdrawal of incentives or certificates following lawful procedures.

Article (91) — Public Transparency

The National Commission publishes searchable information on investment certificates, projects, sectors, locations, declared investment value, public incentives and implementation status, excluding genuine trade secrets, personal data and security information lawfully withheld.

Article (92) — Confidentiality and Data Protection

Bodies protect non-public commercial, technical and financial investor data, using it only for its lawful collection purpose and disclosing it only with consent, under legislation or judicial order, or upon a competent body's request.

Article (93) — Core Investor Obligations

1. Comply with laws, regulations, certificate conditions and contracts.
2. Provide accurate, current implementation, investment and employment data when lawfully requested.
3. Maintain auditable accounts and records under the law.
4. Pay taxes, fees, wages and social obligations when due.
5. Do not misuse incentives or divert exempted or subsidised assets from their purpose.
6. Respect competition, consumer rights, intellectual property, environment and labour.

Article (94) — Risk-based Inspection

Oversight bodies coordinate inspection plans wherever possible and use risk classifications to determine frequency and scope. The same issue is not re-examined without justification. Every inspection is electronically recorded with its body, purpose, outcome and corrective action.

Article (95) — Anti-money Laundering and Financial Sanctions

Projects and investors comply with applicable anti-money-laundering, terrorist-financing, proliferation-financing and targeted-financial-sanctions requirements. Certificates or zone status do not prevent legally required due diligence, reporting, seizure or freezing.

Article (96) — Competition and Prohibition of Monopoly Privileges

Certificates or zone-development contracts may not confer market, goods or service monopolies except by law and justified necessity. Mergers and restrictive practices remain subject to competition legislation, with National Commission coordination with the competition authority.

Article (97) — Prohibition of Bribery and Unlawful Intermediation

Requesting, offering or providing unlawful benefits to influence investment decisions, land allocation, licences or incentives is prohibited. Suspected offences are referred to competent bodies; investment commissions do not replace them in criminal investigation.

Article (98) — Audit of Incentives and Major Projects

Publicly costly incentives and projects involving substantial public land, guarantees or contributions are subject to financial and oversight audits under applicable laws. Non-confidential summaries disclose performance compliance and State costs.

Article (99) — Dispute Prevention Mechanism

The National Commission establishes an office receiving investor complaints about conflicting procedures, delays, incentives and contracts. It coordinates early with relevant government bodies to resolve disputes administratively without replacing courts or arbitration.

Article (100) — Challenges to Investment Commission Decisions

Certificate refusals, suspensions or withdrawals and incentive decisions may be challenged within thirty days of notification before a committee excluding the original decision-maker. It issues a reasoned decision within thirty days, appealable before the competent judiciary.

Article (101) — Iraqi Courts

Iraqi courts have jurisdiction over disputes arising under this Law unless a valid arbitration agreement or effective treaty provides otherwise. Procedures guarantee defence rights, access to reasons and applications for stays under procedural laws.

Article (102) — Commercial Arbitration

The State or public body and investor may agree in writing to arbitrate legally arbitrable commercial or contractual disputes. Agreements specify applicable law, seat, rules, signing authority and the source of financial obligations.

Article (103) — International Arbitration and the ICSID Convention

Iraq's accession to the Convention on the Settlement of Investment Disputes between States and Nationals of Other States does not constitute general or automatic consent to arbitrate every dispute. State consent arises only from an effective treaty, valid contract or express legislation issued by the competent authority.

Article (104) — Mediation and Settlement

Public bodies and investors may use mediation or conciliation before or during disputes unless legally prohibited. Settlements are written and receive necessary approvals; they may not waive taxes, public property or third-party rights without legal authority.

Article (105) — Contractual Stabilisation Clauses

Investment contracts may not comprehensively freeze future general laws. Major contracts may, where necessary, address specified fiscal legislative effects on contractual economic balance, excluding general laws on health, safety, environment, labour, competition, security and international obligations.

Article (106) — Applicable Law

Iraqi law governs certificates, administrative decisions, real estate, rights in rem and public procedures. International contracts may choose other laws or rules within Iraqi-law limits without displacing mandatory provisions.

Article (107) — General Measures and Emergencies

The State owes no compensation merely for good-faith, non-discriminatory general emergency measures protecting health, security, the financial system or environment, unless they constitute constitutional or statutory expropriation or breach effective contractual or international obligations.

Article (108) — Expropriation and Compensation

Investment may be expropriated only for public benefit through lawful, non-discriminatory procedures with constitutionally fair compensation. Compensation uses legal and economic grounds open to judicial review, excluding remote speculative profits without an established basis.

Article (109) — Notice and Remedial Action

For remediable breaches, the investment commission issues notice specifying the breach, legal basis and correction period. The period is proportionate and no shorter than fifteen working days except where safety or public funds face imminent danger.

Article (110) — Certificate Suspension or Withdrawal

Certificates may be suspended or withdrawn for material fraud, non-implementation, incentive misuse or continuing material breach after notice. Decisions are reasoned, follow an opportunity for defence and consider creditors', workers' and good-faith third parties' rights.

Article (111) — Incentive Recovery

Incentives obtained through false information or material breach of performance agreements are recovered proportionately with statutory interest or penalties, without prejudice to civil or criminal liability where its elements are established.

Article (112) — Proportionality and Procedural Safeguards

Collective investment sanctions shall not be imposed on a company for an employee's individual breach unless attributable to management, beneficial to the company, or resulting from a legally established failure to prevent it. Sanctions consider gravity, harm, recurrence and remedial cooperation.

Article (113) — Annual Report

The National Commission submits and publishes an annual report to the Council of Ministers and Council of Representatives covering recorded investment flows, implemented and stalled projects, employment, geographical and sectoral distribution, incentive costs, zone performance, service completion times, complaints and outcomes.

Article (114) — Legislative Harmonisation Programme

Within one hundred and eighty days of publication, the General Secretariat of the Council of Ministers and National Commission prepare a schedule of legislation, regulations and instructions requiring amendment, repeal or consolidation, particularly on investment, land, registration, licensing and digital services.

Article (115) — Previously Licensed Projects

Pre-existing investment licences continue. Exemptions and rights earned under amended Investment Law No. (13) of 2006 remain until their original expiry under original conditions, unless investors opt into this Law with competent approval and without duplicate incentives.

Article (116) — Pending Applications

Pre-existing investment-licence applications are resolved under the procedurally more favourable regime where no third-party acquired rights have arisen. They may convert to certificate applications without resubmitting documents already held by the administration.

Article (117) — Regulations and Instructions

Within one hundred and eighty days of publication, the Council of Ministers and competent bodies issue implementing regulations and instructions covering certificates, the negative list, national portal, special economic zones, service standards and non-tax incentives.

Article (118) — Repeal of Investment Law No. 13 of 2006

Amended Investment Law No. (13) of 2006 is repealed upon this Law's entry into force, preserving earlier rights, obligations, contracts and licences under Article (115) and this Law's transitional provisions.

Article (119) — Laws Remaining in Force

Repeal does not affect laws on free zones, industrial cities, companies, labour, social security, taxation, customs, competition, consumer protection, environment, real estate, banking, insurance, securities or natural resources. Their provisions are amended or interpreted only as expressly prescribed by subsequent legislation.

Article (120) — Entry into Force

This Law is published in the Official Gazette and enters into force one hundred and eighty days later. Existing procedures continue during transition as necessary to prevent administrative gaps and ensure readiness of the portal, regulations and instructions.