Overview
Jordan has enacted significant amendments to the Companies Law No. 22 and related regulations, along with a proactive initiative by the Companies Control Department (CCD) to purge non-compliant companies from the registry. These reforms aim to strengthen corporate governance, promote registry integrity, and enforce accountability.
Major Changes to Companies Law & Corporate Regulations
1. Capital Payment Requirement (Article 59) :
Upon incorporation, shareholders must commit 50% of the share capital immediately, with the remaining 50% due within 60 days. Failure to comply may lead to suspension and even liquidation.
2. Timely Filing of Meeting Minutes (Article 9) :
Minutes of ordinary and extraordinary meetings must be filed with CCD within 10 days. Late filing triggers a penalty of JOD 1 per day. These measures enhance legal certainty, discourage shell or non-active companies, and align Jordan’s corporate regime with international best practices.
Registry Cleanup: Phased Deletion of Non-Compliant Records
Starting December 2024, the CCD initiated a five-stage deletion plan targeting companies that failed to regularize their status:
- Suspended companies (2014–2018)
- Companies registered before 2000
- Companies registered before 2010
- Companies registered before 2015
- Remaining non-compliant entities
Entities are given time to rectify their status by demonstrating active operations and meeting compliance obligations. The deletion effort underscores Jordan’s push for a clean, credible corporate registry.
Market Trends & Investor Signals
Despite the stricter measures, the corporate sector is showing vitality: Q1 2024 saw an 8% rise in new company registrations year-on-year, with over JOD 64 million in new capital inflows. Deregistrations have also declined sharply. Jordan Times
Implications & Guidance
- Foreign and local investors should ensure that their companies meet the new capital payment and meeting-filing obligations to avoid suspension or delisting.
- Entities under risk should regularize immediately — via updating filings, submitting meeting minutes, or applying for extensions.
- For corporate structuring or M&A, the registry purge means due diligence must include verifying whether entities are flagged for deletion or non-compliance.
- Legal advisors must assist clients in navigating the suspension process, reinstatement, and registry compliance.
Jaradat Lawyers’ Role
As a leading corporate law firm in Jordan, Jaradat Lawyers assists clients by:
- Reviewing compliance with new capital and filing obligations.
- Managing reinstatement or appeal processes for companies at risk of deletion.
- Conducting due diligence on target entities to detect registry or suspension issues.
- Advising on governance and structural reorganization to align with the updated regime.