First
No real estate contribution of any kind may be offered, funds collected for it, announced, or approved, except after fulfilling the procedures and conditions stated in these regulations.
No real estate contribution of any kind may be offered, funds collected for it, announced, or approved, except after fulfilling the procedures and conditions stated in these regulations.
The approval of the competent authority is required - in principle - for the real estate contribution, after verifying the following:
1- The land of the contribution must be owned by a valid legal deed that confirms its integrity, and what is built upon it in accordance with the legal and regulatory requirements, based on an official certificate issued by the authority that issued it.
2- The deed of the land must be in the name of the applicant for the contribution proposal, and their ownership in the contribution must not be less than (20%) of its value.
3- The land must have an approved plan with an official certificate from the relevant municipality or secretariat, provided that the certificate includes the number of the approval decision for the appropriation and its date.
4- The approval of the head of the competent authority on the recommendation of the committee or committees formed by him from experts and specialists regarding the valuation of the land.
In consideration of what is stated in item (Second) of this Decision, the real estate units offered for contribution must have a valid building permit issued by the relevant municipality or authority, and a study from an accredited consulting office detailing the construction costs, duration, and related services.
The party that has issued a contribution approval from the competent authority - prior to its announcement - shall submit a request to the Capital Market Authority to open an investment fund in the name of the contribution, in accordance with the Capital Market Law and its regulations.
1 – The owner of the Land must, before opening the mentioned fund and announcing the contribution, annotate the deed and register it with the Notary Public or the relevant Court – as the case may be – indicating that the Land is under contribution, in accordance with a mechanism agreed upon by the Ministry of Justice and the Capital Market Authority, ensuring that no action is taken regarding the Land during the contribution period.
2 - If the owner of the Land passes away or loses their legal capacity by a ruling from the competent Court, the Director of the Investment Fund Administration shall act on their behalf concerning the sale and transfer of the Land and similar matters, and take the necessary procedures to liquidate the contribution.
3 - Emphasizing to the relevant authorities that no deed for a property under contribution should be suspended except in the case of a lawsuit that results in the nullification of the deed, and the Supreme Judicial Council should communicate with the courts in this regard.
The announcement regarding the contribution must include the approval number from the Ministry of Commerce and Industry and its date, the license number from the Capital Market Authority and its date, and the approval number for the plan's endorsement and its date.
A Committee shall be formed, chaired by a president appointed by a decree from the Prime Minister based on a proposal from the Council of Economic and Development Affairs, and two representatives (at the level of Undersecretary) from the Ministry of Interior, the Ministry of Municipal and Rural Affairs, the Ministry of Justice, and the Ministry of Finance, along with two experts selected by the Minister of Commerce and Industry. The tasks of this Committee shall be as follows:
1- To review all existing real estate contributions (both licensed and unlicensed) at the time of the issuance of Council of Ministers Decision No. (220) dated 22/8/1426 AH.
2- To assign any of the certified public accounting offices to prepare a financial position for each contribution, and to prepare detailed reports that include the shareholders' register, their financial rights, and the legal and technical aspects of the contribution, and to submit periodic reports about it, and to follow up until its liquidation in a manner that preserves the rights of the shareholders.
3- To assign any contribution to a legal liquidator - if the Committee finds justification for that - and it may refer to the competent judicial authorities anyone who proves to be fraudulent, unresponsive, or misusing the funds of the contribution.
4- To determine the fees and expenses of those it seeks assistance from, including accounting, legal, engineering offices, and others, and to account for them as expenses of the contribution.
5- To prepare a semi-annual report on its activities and submit it to the Higher Economic Council.
6- To establish a mechanism for its work that enables it to preserve the rights of the shareholders and liquidate these contributions.
The Minister of Commerce and Industry and the Chairman of the Capital Market Authority – each within their jurisdiction – shall issue the necessary decisions to implement these regulations.