Corporate Governance 2025

BAHRAIN Law and Practice Contributed by: Noor Radhi, Fatima Alali and Saifuddin Mahmood, Hassan Radhi & Associates

Hassan Radhi & Associates 9th Floor, AlBaraka Tower, Bahrain Bay Flat 91 & 92, Building 372, Road 4611 Block 346, Manama, Sea Front Bahrain

Tel: +97 317 535 252 Fax: +97 317 533 358

Email: info@hassanradhi.com Web: www.hassanradhi.com

1. Introductory 1.1 Forms of Corporate/Business Organisations

The company is not required to have a board of directors unless the number of partners exceeds ten. Joint Stock Companies Other types of company include the following: • a closed joint stock company is established with a minimum of two shareholders and a minimum share capital of BHD50,000 (around USD132,625) – the shares of the company may not be publicly offered; and • a public joint stock company is established by a number of persons who subscribe to it via negotiable shares. The latter form is subject to a minimum share capital of BHD1 million (around USD2.6 million). The minimum number of shareholders is two, with the exception of companies formed by the government or in which the government is asso - ciated in the formation thereof. General Partnerships/Simple Commandite Partnerships Less regulated types of business entities are general partnerships companies and simple commandite partnerships.

Persons choosing to conduct business in Bah - rain may choose from a variety of business structures set out in the Commercial Companies Law (CCL) promulgated by Decree Law No (21) of 2001, which is amended periodically. The most common types of business entities in Bahrain are limited liability companies, public joint stock companies and closed joint stock companies. All are entities in which the share - holders’ liability towards creditors is limited to their shareholding in the capital (ie, limited liabil - ity). Limited Liability Companies Limited liability companies are companies with a minimum of one partner, who is responsible only to the extent of the shareholding in the capital. Partners may not resort to public subscription for raising shares or loan capital. This type of company is barred from undertaking insurance activities, banking or the investment of funds for the account of third parties (shareholders of this kind are referred to as “partners” ).

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