In accordance with Article 3 of the Companies Registration Act Approved May 24, 1931
“Any foreign company, in order to be able to do business or industrial or financial affairs in Iran by a branch or representative must be registered in its home state as a legal company and should also register in the Tehran Registry Office.
But according to article 81 of the constitution of Iran Approved December 1979
It is absolutely forbidden to give the privilege of establishing companies and institutions in the commercial, industrial, agricultural, and mining sectors, and services to foreigners.
This was a matter of dispute between lawyers.
Some lawyers believed that it was not possible to register any foreign company in Iran. This controversy has led the Constitutional Guardian Council to comment on it. According to the commentary:
“Foreign companies that have contracted Iranian government agencies, In order to do their legal affairs and activities, within the scope of contracts concluded, According to Article (3) of the Companies Registration act can register their branches in Iran, and this does not contradict Article 81 of the Constitution.”
Therefore, foreign companies that are contracting with Iranian government entities can register their branch in Tehran registration office.
Actions and documents necessary for registration of the Foreign Company Branch in Iran:
1- legal representative of Company or its lawyer should refer to Tehran Registry Office.
2- Submitting a certified copy of the company statute.
3- Submitting a certified copy of the document indicates the authority of the major representative as well as about other company representatives of the company in Iran.
4- Having a license from the ministry or government agency or a revolutionary institution or by the consent of one of the ministries of the Islamic Republic of Iran.
5- If the foreign company is one of the companies, whose operating conditions are stipulated due to correctly ordered privilege letter, submitting foreign Department’s confirmation that the privilege letter is correct.
6- Submitting a Registration Application in Farsi including:
a) Company Name;
b) Type of company such as stock company, general partnership (Unlimited Liability), and so on;
c) The main center of the company and its address;
d) Company Citizenship;
e) The amount of the company’s capital in demand history;
f) Determine the duration for the company’s activity;
g) The last bill of the company Provided that the current commercial acts of the country of origin and the company’s statute has been prescribed;
h) In what place and at what date and to which competent authority the applicant company has been registered in accordance with the laws of its origin country, it should be noted;
i) Determine the subject of the company’s activities;
j) Determine the company in which city of Iran wants to have a branch;
k) The name of the Major Company Representative in Iran, And if it has an independent representative Mention his name;
l) Names and addresses of people living in Iran;
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