Tag: Capital Market Authority

Arabic

The Board of the Capital Market Authority,

based on the Capital Market Law issued by Royal Decree D/30 dated 2 Jumada Al-Thani 1424 [31 July 2003],

hereby decides

(a) The amendment to the Rules Governing Foreign Investment in Securities and the Instructions for Investment Accounts is hereby approved in the form attached, and comes into force from 13 Sha’ban 1447 corresponding to 1 February 2026.

(b) The amendment to the Instructions for Issuing Certificates of Deposit Outside the Kingdom, issued by Decision 2-86-2020 dated 19 Muharram 1442 corresponding to 7 September 2020 is hereby approved as follows:

First

Clause Four(f) is amended by replacing the phrase “Rules Governing the Investment of Qualified Foreign Financial Institutions in Listed Securities” with the phrase “Rules Governing Foreign Investment in Securities”, and comes into force from 13 Sha’ban 1447 corresponding to 1 February 2026.

Second

Clause Seven(f) is amended by deleting the phrase “—if he falls under a category of investors allowed to invest in shares listed in the Kingdom—”, and comes into force from 13 Sha’ban 1447 corresponding to 1 February 2026.

(c) The amendment of article 57(b) of the Executive Regulation of the Companies Law for Listed Joint Stock Companies issued by Decision 8-127-2016 dated 16 Muharram 1438 corresponding to 17 October 2016, and based on the Companies Law issued by Royal Decree D/3 dated 28 Muharram 1437 corresponding to 28 August 2015, as amended by the board of the authority Decision 2-114-2024 dated 4 Rabi Al-Thani 1446 corresponding to 7 October 2024, and based on the Companies Law issued by Royal Decree D/132 dated 1 Dhu Al-Hijja 1443 corresponding to 30 June 2022, is hereby approved by deleting the phrase “for a qualified foreign investor”, and comes into force from 13 Sha’ban 1447 corresponding to 1 February 2026.

(d) The amendment of the term “counterparty” contained in the List of Terms Used in the Regulations and Rules of the Capital Market Authority, issued by Decision 4-11-2004 dated 20 Sha’ban 1425 corresponding to 4 October 2004, and amended by the board of the authority Decision 1-135-2025 dated 3 Jumada Al-Thani 1447 corresponding to 24 November 2025 is hereby approved by deleting paragraph 8, which stipulates “qualified foreign investor”, and replacing the phrase “monetary agency” with the phrase “central bank” contained in paragraph 1 of the same term, and comes into force from 13 Sha’ban 1447 corresponding to 1 February 2026.

(e) The content of paragraphs (a), (b), (c), and (d) of this decision must be announced on the websites of the authority and the Saudi Tadawul Company.

Chairman of the Board of the Capital Market Authority
Mohammed bin Abdullah Al-Quweiz

Issued on: 16 Rajab 1447
Corresponding to: 5 January 2026

Published in Umm Al-Qura 5148 issued on 6 March 2026.

Arabic

The Board of the Capital Market Authority,

based on the Capital Market Law issued by Royal Decree D/30 dated 2 Jumada Al-Thani 1424 [31 July 2003],

hereby decides

(a) The Rules for Offering Securities and Continuous Obligations issued by board Decision 3-123-2017 dated 9 Rabi Al-Thani 1439 corresponding to 27 December 2017, as amended by board Decision 1-94-2025 dated 9 Rabi Al-Awwal 1447 corrosponding to 1 September 2025, are hereby amended as follows:

1․ Amending article 74(d) and (e) of the rules by replacing the phrase “qualified investors” with the phrase “qualified investors in the parallel market.”

2․ Amending article 79(f) and article 83(d) of the rules by replacing the phrase “for the qualified investor” with the phrase “for the qualified investor in the parallel market”.

3․ Amending article 85(a), (b), (c), and (d) of the rules by replacing the phrase “for qualified investors” with the phrase “for qualified investors in the parallel market”. It enters into force from the date of its publication.

(b) The definition of the term “qualified investor” contained in the List of Terms Used in the Regulations and Rules of the Capital Market Authority issued by board Decision 4-11-2004 dated 20 Sha’ban 1425 corresponding to 4 October 2004, as amended by board Decision 1-94-2025 dated 9 Rabi Al-Awwal 1447 corresponding to 1 September 2025, is hereby amended as follows:

Qualified investor in the parallel market: In part 8 of the Rules for Offering Securities and Continuous Obligations, in articles 48 and 49 of the Investment Funds Regulation, and in article 46 of the Real Estate Investment Funds Regulation, it means any of the following:

1․ Capital market institutions acting for their own account.

2․ Clients of a financial market institution licensed to engage in management works, provided that the financial market institution has been appointed under conditions that enable it to take decisions regarding the acceptance of participation in the offering and investment in the parallel market on behalf of the client without the need to obtain his prior approval.

3․ The government of the Kingdom, or any government entity, or any international body recognized by the authority, or the market, and any other financial market recognized by the authority, or the depository center.

4․ Companies owned by the government, directly or through a portfolio managed by a financial market institution licensed to engage in management works.

5․ Companies and funds established in the States of the Cooperation Council for the Arab States of the Gulf.

6․ Investment funds.

7․ Any other legal persons who may open an investment account in the Kingdom and an account with the depository center.

8․ Natural persons who may open an investment account in the Kingdom and an account with the depository center, and meet any of the following criteria:

(a) That he has made transactions in the securities markets with a total value of not less than 20,000,0000 Saudi Riyal during the past 12 months.

(b) The value of his net assets must not be less than 5,000,000 Saudi Riyal.

(c) He must work or have previously worked for at least three years in the financial sector.

(d) That he holds the general certificate for dealing in securities approved by the authority.

(e) That he holds a professional certificate specialized in the field of securities business approved by an internationally recognised entity.

9․ That he works or has previously worked as a member of the board of directors or a member of specialized committees subordinate to the board of directors in companies listed in the parallel market.

10․ Any other persons specified by the authority.

It enters into force on the date of its publication.

(c) Article 48(p) and article 49(k) of the Investment Funds Regulation issued by board Decision 1-219-2006 dated 3 Dhu Al-Hijja 1427 corresponding to 24 December 2006, as amended by board Decision 1-54-2025 dated 23 Dhu Al-Qa’dah 1446 corresponding to 21 May 2025, is hereby amended by replacing the phrase “categories of qualified investors” with the phrase “categories of qualified investors in the parallel market”. They enter into force on the date of their publication.

(d) Article 46(b) of the Real Estate Investment Trusts Regulation issued by board Decision 1-193-2006 dated 19 Jumada Al-Thani 1427 corresponding to 15 July 2006, as amended by board Decision 1-54-2025 dated 23 Dhu Al-Qa’dah 1446 corresponding to 21 May 2025, is hereby amended by replacing the phrase “categories of qualified investors” with the phrase “categories of qualified investors in the parallel market”. It enters into force from the date of its publication.

(e) The content of paragraphs (a), (b), (c), and (d) of this decision must be announced on the websites of the authority and the Saudi Tadawul Company.

Chairman of the Board of the Capital Market Authority
Mohammed bin Abdullah Al-Quweiz

Issued on: 3 Jumada Al-Thani 1447
Corresponding to: 24 November 2025

Published in Umm Al-Qura 5146 issued on 27 February 2026.

Arabic Auto Translate

Issued on: 9 Rabi Al-Awwal 1447
Corresponding to: 1 September 2025

Published in Umm Al-Qura 5139 issued on 11 January 2026.

Arabic

The Board of the Capital Market Authority,

based on the Capital Market Law issued by Royal Decree D/30 dated 2 Jumada Al-Thani 1424 [31 July 2003],

hereby decides

(a) The Regulation on Final Clearing and Associated Guarantee Arrangements is hereby approved in accordance with the attached form, and it comes into force from the date of its publication.

(c) The content of paragraph (a) of this decision must be announced on the websites of the authority and the Saudi Tadawul company.

Chairman of the Board of the Capital Market Authority
Mohammed bin Abdullah Al-Quweiz

Issued on: 7 Muharram 1447
Corresponding to: 2 July 2025

Published in Umm Al-Qura 5105 issued on 5 September 2025.

Arabic

The Board of the Capital Market Authority,

based on the Capital Market Law issued by Royal Decree D/30 dated 2 Jumada Al-Thani 1424 [31 July 2003],

hereby decides

(a) The amendment of the Instructions for Investment Accounts is hereby approved in accordance with the form attached, and comes into force from the date of its publication.

(b) The amendment to the Rules Regulating Foreign Investment in Securities is hereby approved in the form attached, and comes into force from the date of its publication.

(c) Article 39(c) of the Capital Market Institutions Regulation issued by board Decision 1-83-2005 dated 21 Jumada Al-Awwal 1426, corresponding to 28 June 2005, amended by Decision 4-122-2024 dated 13 Rabi Al-Thani 1446, corresponding to 16 October 2024, is hereby amended to read as follows:

A capital market institution shall request its clients to update the details required under this regulation upon the occurrence of any change to it, the expiry of its validity, or at the end of each interval specified by the capital market institution in accordance with the controls and policies it adopts on the basis of the level of risks associated with the client, whichever is earlier, provided that the capital market institution conducts a periodic review to study the extent of the need to update the client details at least once every five years, and the capital market institution shall establish permanent procedures and policies in order to achieve this.

It enters into force from the date of its publication.

(d) The content of paragraphs (a), (b), and (c) of this decision must be announced on the websites of the authority and the Saudi Tadawul Company.

Chairman of the Board of the Capital Market Authority
Mohammed bin Abdullah Al-Quweiz

Issued on: 28 Dhu Al-Qa’dah 1446
Corresponding to: 26 May 2025

Published in Umm Al-Qura 5101 issued on 15 August 2025.

Arabic

The Board of the Capital Market Authority,

based on the Capital Market Law issued by Royal Decree D/30 dated 2 Jumada Al-Thani 1424 [31 July 2003],

hereby decides

(a) The Regulation of Investment Funds, the Regulation of Real Estate Investment Funds, and the List of Terms Used in the Regulations and Rules of the Capital Market Authority are hereby amended in accordance with the form attached, and come into force from the date of their publication.

(b) The Instructions for Direct Finance Investment Funds issued by board Decision 1-35-2022 dated 12 Sha’ban 1443, corresponding to 15 March 2022 are hereby amended as follows:

First

(a) Clause Eighth of the Instructions is hereby amended by replacing the phrase: “Articles 86 and 87 of the Regulation of Investment Funds on the Direct Finance Fund” with the following phrase:

Articles 84 and 85 of the Regulation of Investment Funds on the Direct Finance Fund”, and comes into force from the date of its publication.

Second

(b) Clause Nine of the Instructions is hereby amended by replacing the phrase: “Article 95(a) of the Regulation of Investment Funds” with the phrase:

Article 93(a) of the Regulation of Investment Funds,

and comes into force from the date of its publication.

(c) The content of paragraphs (a) and (b) of this decision must be announced on the websites of the authority and the Saudi Tadawul Company.

Chairman of the Board of the Capital Market Authority
Mohammed bin Abdullah Al-Quweiz

Issued on: 23 Dhu Al-Qa’dah 1446
Corresponding to: 21 May 2025

Published in Umm Al-Qura 5116 issued on 23 October 2025.

Arabic

The Board of the Capital Market Authority,

based on the Capital Market Law issued by Royal Decree D/30 dated 2 Jumada Al-Thani 1424 [31 July 2003],

hereby decides

(a) A new paragraph with the order (d) is hereby added to article 15 of the Rules for Offering Securities and Continuous Obligations issued by the board Decision 3-123-2017 dated 9 Rabi Al-Thani 1439 [27 December 2017], amended by Decision 3-114-2024 dated 4 Rabi Al-Thani 1446 [7 October 2024], with the following text:

(d) The registration and public offering of Saudi depositary receipts must be subject to the provisions governing the registration and offering of shares stipulated in this part (where applicable). For the purposes of applying the law and its executive regulations, the foreign company whose shares correspond to the Saudi depository receipts is the issuer of those receipts.

It enters into force from the date of its publication.

(b) The definition of the term “Saudi depository receipts” is hereby added to the List of Terms Used in the Regulations and Rules of the Capital Market Authority issued by board Decision 4-11-2004 dated 20 Sha’ban 1425 [4 October 2004], amended by its Decision 3-6-2024 dated 5 Rajab 1445 [17 January 2024], with the following text:

Securities issued for the purpose of listing on the Saudi Stock Exchange in exchange for shares issued in a foreign country and listed on its market or whose issuer has made the necessary arrangements for its listing in it.

It enters into force on the date of its publication.

(c) The content of paragraph (a) and paragraph (b) of this decision must be announced on the websites of the authority and the Saudi Tadawul Company.

Vice Chairman of the Board of the Capital Market Authority
Youssef bin Hamad Al-Blihid

Issued on: 21 Dhu Al-Qa’dah 1446
Corresponding to: 19 May 2025

Published in Umm Al-Qura 5101 issued on 15 August 2025.

Arabic

The Board of the Capital Market Authority,

based on the Capital Market Law issued by Royal Decree D/30 dated 2 Jumada Al-Thani 1424 [1 August 2003],

hereby decides

(a) Article 77 of the Financial Market Institutions Regulation isued by Council Decision 1-83-2005 dated 21 Jumada Al-Awwal 1426, corresponding to 28 June 2005, amended by Decision 1-101-2023 dated 8 Rabi Al-Thani 1445, corresponding to 23 October 2023 is hereby amended in accordance with the following text:

Without prejudice to the provisions of this chapter, the Capital Market Authority may:

1. Deposit the money of the client in an account that provides returns at a local or foreign bank, and obtain those returns or part of it, provided that the prior written approval of the client is obtained for that, and the conditions stipulated in the Client Money Rules are met.

2. Provide a service to the client through which his money deposited in his investment account is invested and a return is provided on it, provided that the following is met:

(a) Compliance with the requirements of understanding risks and suitability, in accordance with the provisions of these regulations.

(b) Obtain the prior written approval of the client to receive that service and the terms of its provision, including the period within which the client can—upon his request—recover his invested funds.

(c) The investment must be within the Kingdom and in short-term and low-risk products.

It must be effective from the date of its publication.

(b) Announce the content of paragraph (a) of this decision on the websites of the authority and the Saudi Stock Exchange.

Chairman of the Board of the Capital Market Authority
 Mohammed bin Abdullah Al-Quweiz

Issued on: 16 Jumada Al-Awwal 1446
Corresponding to: 18 November 2024

Published in Umm Al-Qura 5051 issued on 11 October 2024.

Arabic Auto Translate

Issued on: 5/7/1445
Corresponding to: 17/1/2024

Published in Umm Al-Qura 5026 issued on 29 March 2024.

Arabic Auto Translate

Issued on: 8/4/1445
Corresponding to: 23/10/2023

Published in Umm Al-Qura 5027 issued on 5 April 2024.