The Minister of Commerce,
based on the powers granted to him by law,
based on article 262(e), article 267(1), and article 264(2) of the Companies Law issued by Royal Decree D/132 dated 1 Dhu Al-Hijja 1443 [30 June 2022],
after perusal of article 94 of the Executive Regulation of the Companies Law issued by Ministerial Decision 284 dated 23 Jumada Al-Thani 1444 [16 January 2023],
and after perusal of Ministerial Decision 239 dated 27 Dhu Al-Qa’dah 1445 [4 June 2024],
and in pursuance of public interest,
hereby decides
First
A direct punishment on anyone who violates their duty to deposit the financial statements must be imposed as follows:
(a) All forms of companies, other than the unlisted joint stock company
| Capital | Person responsible | Fine |
| 500,000 Riyal and less | One manager | 8,000 Riyal |
| Two managers and more | 4,000 Riyal | |
| More than 500,000 Riyal | One manager | 12,000 Riyal |
| Two managers and more | 6,000 Riyal |
(b) Unlisted joint stock company
| Capital | Fine |
| 5,000,000 Riyal and less | 15,000 Riyal |
| More than 5,000,000 Riyal | 20,000 Riyal |
(c) All forms of small and micro companies in accordance with the criteria mentioned in article 7 of the Executive Regulation of the Companies Law
| Person responsible | Fine |
| One manager or chairman of the board of directors | 4,000 Riyal |
| Two managers and more | 2,000 Riyal |
Second
A warning on anyone who violates his duty to deposit the financial statements for the financial year 2024 must be imposed.
Third
In the event that the violation of non-deposit of the financial statements is committed for two consecutive fiscal years from the date of this decision and the violation decision for the first fiscal year is considered final, the fine for the second fiscal year is increased by 50%.
Fourth
Notification must be in accordance with the provisions of article 94 of the Executive Regulation of the Companies Law.
Fifth
The decision replaces Ministerial Decision 239 dated 27 Dhu Al-Qa’dah 1445 [4 June 2024], and repeals all provisions in conflict with it.
Sixth
This decision must be published in the official gazette, and comes into force on the date of its publication.
Minister of Commerce
Dr Majid bin Abdullah Al-Qasabi
Issued on: 26 Dhu Al-Qa’dah 1447
Corresponding to: 13 May 2026
Published in Umm Al-Qura 5160 issued on 15 May 2026.
