Regulatory update – Saudia Arabia

As part of ongoing reforms to strengthen corporate governance, the Saudi Ministry of Commerce has issued new Beneficial Owner Rules, effective 30 days after their publication in Umm Al-Quraa on 5 December 2025. These Rules replace the previous Ministerial Resolution issued in January 2025 and align Saudi Arabia’s framework with international best practices.

Who is impacted?

The Rules apply to all companies subject to the Companies Law, with the exception of joint-stock companies listed on the financial market. Specific provisions apply to subsidiaries of listed companies, pending further official guidance.

Key points to note

• Beneficial Owner identification now follows a cascading approach:
  • Individuals owning 25% or more of the company (directly or indirectly);
  • Individuals exercising ultimate effective control by other means; or
  • As a fallback, the manager, board member, or chairman.
• Companies must:
  • Maintain accurate and up-to-date Beneficial Owner information;
  • Notify any changes within 15 days;
  • Confirm Beneficial Owner information annually;
  • Keep a dedicated Beneficial Owner register with detailed information; and
  • Retain records for five years after deregistration.
• The Ministry may request additional information and may share data with relevant authorities in accordance with applicable laws.
• Non-compliance may result in penalties under the Companies Law.