Key Amendments to Commercial Companies Law (2025)
Legislative Decree No. 38 of 2025 amended the Bahrain Commercial Companies Law. The changes took effect on September 12, 2025 and aim to strengthen governance, allow digital corporate processes, and simplify company procedures.
Management Liability
Managers, board members, or individuals effectively managing a company may be personally liable for damages caused by:
- Negligence
- Gross error
- Violation of the law
- Breach of the company’s articles of association
Virtual Meetings and Electronic Voting
Companies may now hold meetings electronically or by phone and implement electronic voting, subject to regulations from the Ministry of Industry and Commerce.
Single-Founder Closed Joint Stock Companies
A closed joint stock company can now be formed by one natural or legal person, subject to Ministry conditions. The founder may exercise the powers of both the founding assembly and the general assembly.
Longer Decision Period After Partner Exit
Where a partner leaves a company for any reason, the remaining partners now have 90 days (previously 60) to decide whether to continue the company, or proceed with liquidation.
Company Control and Inspection
Company inspection rules now explicitly apply to individuals effectively managing the company, not only formally appointed managers.
Removal of Joint-Venture Company Structure
The “joint-venture company” has been abolished. Existing joint-ventures must regularize their status within 3 months of the law’s entry into force.