Investment

Investment in Jordan: Legal Framework, Business Setup, and Investor Protection

A general guide to Jordan’s investment framework, the Ministry of Investment, registration and licensing, conditional incentives, continuing compliance, grievances, and dispute resolution, with a reminder to verify current texts and consult a Jordanian lawyer.

Updated: 10 September 2026

Prepared and reviewed by: Ashraf Al-Khawaja

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Section 1

# Investment in Jordan: Legal Framework, Business Setup, and Investor Protection

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Section 2

> **Important notice:** This article is general educational information prepared for the library of Ashraf Al-Khawaja & Partners. It is not legal advice for a particular transaction, does not give a conclusive outcome, and does not guarantee an administrative or judicial result. Laws, regulations, instructions, fees, and deadlines may change. A Jordanian lawyer should review the current official texts before an investor signs a contract, pays money, or starts an activity.

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Practical overview

Investing in Jordan is more than registering a company. A sound legal review starts by identifying the proposed activity, ownership, and location. It then checks sector restrictions, selects the legal form, completes registration and licensing, and establishes continuing compliance for tax, labour, environmental, corporate, and beneficial-ownership obligations. The central framework is the **Investment Environment Law No. 21 of 2022** and regulations and instructions issued under it. The Ministry of Investment’s official business page lists the law and related instruments, but the Ministry also announced that an amended Investment Environment Regulation for 2026 was published in the Official Gazette. Accordingly, the 2023 regulation should not be treated as the only current text for a new application [1] [8]. This article explains a general legal and operational method. It does not select a structure for an investor or replace an activity-specific opinion. Industrial production, information-technology services, tourism, healthcare, food, agriculture, and logistics can have different technical and regulatory requirements. An electronic portal or facilitation service does not itself mean that a sectoral or environmental approval has been granted.

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1. The reference authority and the limits of facilitation

The Law identifies the Ministry of Investment as the main reference authority for investment in Jordan. Its functions include attracting, encouraging, and promoting investment; providing support and post-investment services; facilitating procedures and addressing obstacles; issuing investment and business guides; and examining investor grievances within the legal framework [2]. The Ministry’s official website explains that it was established in 2021 and that its reference role is grounded in Article 7 of the Law [6]. In practice, the Ministry may coordinate applications and official representatives, while the technically competent authority may remain responsible for deciding a licence or approval. Registration of the legal entity, changes to corporate information, and corporate registers are connected to the Companies Control Department according to the selected legal form. The Department’s official website provides electronic services, legislation, guides, forms, and a fees list. These primary materials should be checked directly when a transaction is filed [9]. It is therefore useful to distinguish three layers: **entity registration**, **authorization to conduct the activity**, and **post-operation compliance**. Success at the first layer does not necessarily authorize the activity at the second.

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2. Foreign investor rights and the restrictions to test

The Ministry’s current FAQ states that foreign investors have, in principle, the same rights and privileges as Jordanian investors, and that full ownership is available in most sectors subject to exceptions for regulated activities [3]. The Law gives an investor the right to invest through full ownership, partnership, or shareholding in an economic activity, except for activities restricted by regulation. It also addresses conversion of the legally used currency into a convertible currency and the transfer of convertible currencies into and out of Jordan without delay, subject to international financial practice and applicable legislation [2]. These are important legal protections, but they do not eliminate activity-specific licensing, bank procedures, tax obligations, or anti-money-laundering requirements. The official FAQ also states that foreign companies may transfer profits abroad after complying with tax obligations [3]. Early due diligence should therefore examine the character of the income, tax returns and withholding, source-of-funds documents, bank requirements, and any relevant tax or investment treaty. This should not be presented as a promise that every transfer will be immediate or unconditional. The Law protects an investment from expropriation except in accordance with law and for a specific, legitimate public purpose, in a non-discriminatory manner, against fair compensation, with statutory rules concerning payment and valuation [2]. That protection does not convert every contractual dispute or regulatory measure into expropriation. It also does not prevent lawful regulation of an activity for safety, environmental, health, or public-interest reasons.

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3. The practical establishment and licensing sequence

The Ministry describes a general route for projects inside and outside development zones. The process begins with registering the business’s legal form, whether a sole proprietorship or company, through the electronic investment services where applicable. Post-registration steps include registration with the chambers of industry or commerce, income and sales tax registration, and related procedures. The investor then selects a location and checks environmental approvals. Limited-risk activities may follow a direct approval route, while medium- and high-risk activities may require an environmental permit and environmental impact assessment under Ministry of Environment requirements. Sector-specific licences are then obtained from the relevant authority [4]. The following table is a practical sequence, not a complete checklist for every activity: | Stage | Question to verify | Starting source or authority | |---|---|---| | Legal form | Is a sole proprietorship or company appropriate? Are foreign ownership or management rules relevant? | Companies Control Department and Ministry of Investment | | Activity and location | Is the activity restricted? Is the site in a development zone, free zone, Aqaba zone, or outside those zones? | Ministry of Investment, sector authority, and municipality | | Environment and safety | Is an environmental permit, impact assessment, construction approval, or safety approval required? | Ministry of Environment and technical authorities | | Licensing | What are the current approvals, documents, conditions, fees, and validity rules? | Current Licensing Guide and licensing authority | | Post-registration | What tax, labour, corporate, reporting, and renewal obligations apply? | Tax Department and competent authorities | For development-zone projects, the Ministry lists additional steps such as selecting a site, establishing a company or registering a sole proprietorship, signing an agreement with the master developer or site owner, obtaining environmental and regulatory approvals, and submitting the application electronically. Before construction, a construction permit based on approved engineering plans may be required [4]. A free-zone or Aqaba project should also be checked against the zone’s own law and instructions, rather than relying on a general promotional description. The official FAQ currently says that no minimum capital is required to register a company, and that the Ministry does not currently charge fees for its **facilitation services** [3]. These statements should not be converted into a rule that every activity has no capital condition or that the entire transaction is fee-free. Registration, licensing, municipal, environmental, tax, professional, translation, and document-authentication costs may still arise, and a particular activity or legal form may have special requirements. The FAQ also refers to licensing transactions being completed within up to 15 working days. That statement is tied to completion of requirements and the nature of the file; it should not be treated as a guaranteed deadline for every project [3].

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4. Incentives and exemptions are conditional

The Law and its regulations establish a framework for fiscal and non-fiscal incentives. The framework gives attention to strategic activities, job creation, exports, local added value, knowledge and technology transfer, digital transformation, and projects serving areas or communities in need [2]. The Ministry’s FAQ describes examples such as customs or tax treatment and development-zone facilitation, but links eligibility to the project type, location, size, compliance, and the applicable regulation and instructions [3]. An investor should obtain an official decision or instrument identifying the qualifying activity, covered assets or inputs, duration, employment or operation conditions, reporting duties, loss-of-benefit events, and objection route. A tax rate, exemption period, land concession, electricity support, or infrastructure contribution should not be inserted into a financial model until it has been matched to the current text and any individual approval. A publicised incentive is not necessarily an acquired right: it may be conditional, discretionary, or dependent on a committee decision or another authority’s approval.

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5. Corporate compliance and transparency after registration

The legal risk does not end when incorporation is completed. The company must maintain licences, renew them, pay due taxes and charges, observe activity conditions, keep records, and update ownership and management information. The Companies Control Department’s beneficial-ownership guidance states that covered entities include Jordan-registered foreign operating and non-operating companies and that they must maintain and report basic and beneficial-ownership information under the relevant regulation. The guidance says that a foreign company operating in Jordan records the name and address of its legal representative in Jordan. It also describes submission of basic information at registration, after changes, and annual confirmation under the procedure set out in the guidance [7]. These obligations require a clear ownership chart, identification of the natural person who directly or indirectly owns or controls the entity, and supporting passports, addresses, and powers of attorney where relevant. Foreign documents may need authentication and translation, and an authority may request additional material depending on the activity. A compliance file should be prepared before signing, not only after a review or renewal request.

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6. Grievances and dispute resolution

The Ministry explains that an investor may submit a formal grievance against a decision, action, or omission by an official entity where it affects rights or guarantees in applicable legislation, an international investment agreement to which Jordan is a party, or a contract with the official entity. The Ministry’s page also states that a grievance cannot be submitted where the investor has already challenged the matter before the competent court or started alternative dispute-resolution procedures. A grievance is not a judicial appeal and is not itself recourse to alternative dispute resolution [5]. Time limits depend on the relevant agreement or contract and should not be replaced with a generic period. For investment contracts with an official entity, the Law permits arbitration if the parties agree to it. Where an arbitration agreement does not specify rules, the Law lists options including the Jordanian Arbitration Law, UNCITRAL Rules, and ICC Rules, while the seat remains subject to the contract and the Law [2]. This does not mean that every investment dispute is arbitrable or that an arbitration clause guarantees jurisdiction, admissibility, enforcement, or recovery. The jurisdiction clause, governing law, notice requirements, limitation issues, language, evidence, and enforcement route should be reviewed before selecting a forum.

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7. A due-diligence checklist before committing funds

Before buying land, transferring capital, or signing with a partner, the investor should prepare a written verification memorandum covering: legality of the activity and ownership restrictions; legal form and manager authority; source of funds and beneficial ownership; title and zoning of the site; environmental and construction approvals; sector licences; taxes and withholding; profit transfers; foreign labour; incentive conditions; obligations of a developer or public entity; exit and liquidation; and dispute clauses. Copies of every application, decision, receipt, and official correspondence should be retained. Any marketing summary should be compared with the published primary text.

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Conclusion and professional notice

Jordan has an institutional framework intended to facilitate investment, including a Ministry of Investment reference authority, electronic and guidance services, legal protections, and defined grievance mechanisms. Legal viability nevertheless depends on the activity, location, ownership, documents, and continuing compliance. A label such as “foreign investment” or “development-zone project” is not a substitute for an activity-specific review. This article is general information and does not replace advice from a licensed Jordanian lawyer, tax adviser, or technical consultant where needed. The applicable law, regulations, instructions, fees, and deadlines must be updated before reliance, and no licence, incentive, or favourable judgment is promised.

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Official sources

[1]: https://invest.jo/en/ready-doing-business "Invest Jordan: Ready For Doing Business and official legal framework" [2]: https://invest.jo/sites/default/files/2026-04/14%20Investment-Environment-Law-No.21-of-the-Year-2022_eng_final_0.pdf "Investment Environment Law No. 21 of 2022, official Ministry of Investment PDF" [3]: https://invest.jo/en/faqs "Invest Jordan: Frequently Asked Questions About Investing in Jordan" [4]: https://invest.jo/en/ready-doing-business/establish-business "Invest Jordan: Establish a Business" [5]: https://invest.jo/en/ready-doing-business/grievance-request "Invest Jordan: Grievance Request" [6]: https://www.moin.gov.jo/Default/en "Jordan Ministry of Investment: About the Ministry" [7]: https://www.ccd.gov.jo/EBV4.0/Root_Storage/AR/PDF2023/BO_Guidelines_with_examples_and_BO_forms_for_Legal_Entities_and_Legal_Arrangements.pdf "Companies Control Department: Beneficial Ownership Register Guidance" [8]: https://www.moin.gov.jo/En/NewsDetails/Amended_Investment_Environment_Regulation_Published_in_the_Official_Gazette "Ministry of Investment: Amended Investment Environment Regulation Published in the Official Gazette" [9]: https://ccd.gov.jo/Default/En "Companies Control Department: Official Home Page, Services and Legislation"

Notice: this article is general educational information and does not constitute legal advice or a final assessment of any matter.

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