Free trade zone law (English)
Criteria Concerning the Registration
Of Companies, and Industrial-Intellectual
Ownership in Free Trade-Industrial Zone of I.R.
Iran
Chapter one: Definitions
Article 1
In this decree the following terms are utilized against their pertinent detail expressions:
Country: Islamic Republic of Iran
Zone: Each one of the Free trade-Industrial Zones
Organization: Each Organization of Free Trade-Industrial Zones established in
accordance with law.
Law: Law on Administration of Free Trade-Industrial Zones of I.R.Iran
Registry Office: Authority in charge of registration of companies/industrial and intellectual
ownerships in each organization of Free Trade-industrial Zones.
Branch of company
or institute: Branch of a company or institute, is the legal person which is set up in the The majority of its shares belong to that of principal company or institute and this legal newly established person in the Zone is the subsidiary company or institute of that principal one.
Representative of company or institute: Representative of a company or institute to whom necessary authorization is vested and its liabilities in the position of representative of company or institute shall be deemed as the liabilities of the authorizing company or institute.
Chapter Two: Establishment And Functions Of Registry Office
Article 2
In order to perform the functions pertaining to registration of companies and industrial and intellectual ownerships, the organization of each zone shall set up a unit named as “ Companies,and Industrial and Intellectual Ownership Registry Office” in that zone.
Article 3
The functions of the Registry Office are as follows:
3-1: Registration of Iranian and Foreign companies and institutes.
3-2: Registration of trade marks and trade and industrial names.
3-3: Registration of inventions, patents monograms and industrial drawings.
3-4: Registration of traders’ commercial books.
3-5: Plumbing of commercial and non-commercial books in the territory of each Zone.
3-6: Registration of banks and credit institutes with regards to the Regulations on Monetary and
Banking Operations in the Free Zones.
3-7: Registration of insurance companies in accordance with the governing regulations in the
Free Zones.
Chapter 3: Legal Formalities for Registration of Companies and
Industrial Intellectual Ownerships
Article 4
Each company or institution registered in the Zone, whose principal center is in the same Zone,
shall be deemed as Iranian and registered in the Zone.
Note 1
From the date of enforcement of this decree, any foreign company or institution willing to carry out economic activities through its branch or representative in the Zone, must have been registered in accordance with the current laws and regulations of its own sovereign state, attested by the legation of Islamic Republic of Iran and registered also in the Zone’s Registry Office.
Note 2
Any foreign company or institution which, from the date of enforcement of this decree, is engaged in economic activity through its branch or representative in the Zone, has to be registered within three months from the enforcing date of this decree otherwise such a company has no legal status and its founders are jointly responsible for probable indemnities.
Article 5
All kinds of companies and non-commercial institution mentioned in the Commercial Code and other Iranian laws may be registered in the Zone’s Registry Office, provided that the subject of their activity is legal. Establishment and activity of companies in accordance with enacted laws,in any case, is possible.
Article 6
All legal persons having economic activities in the Zone are to adjust their status with the provisions of this decree and its pertinent executive instructions thereto, within three months of proclamation made by the Registry Office.
The executive instruction of this Article shall be written and implemented by of each Zone authority.
Note
The State Title Deeds and Real Estate Registration Organization shall, upon the request of the Zone’s Registry Office, send to the said Office, all the documents and files pertaining to the legal persons who have been, prior to the establishment of the Zone’s Registry Office, registered in other places of the country and whose principal center (domicile), according to their charter is in the Zone and have obtained license for their activities in the Zone.The State Title Deeds and Real Estates Registration Organization shall also cooperate with the Zone’s Registry Office to prevent and avoid determining similar names for the companies who are in the process of the registration.