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Regional Headquarters (RHQ) in Saudi Arabia
Regional Headquarters (Arabic: مقر الإقليمية, maqari al'iiqlimia or short RHQ) in Saudi Arabia refers to a central operating facility where multinational companies coordinate and manage their operations, functions, and logistics for a specific region or territory. An RHQ typically oversees activities across several countries within the Middle East and North Africa (MENA) region from its base in Saudi Arabia.

The establishment of RHQs is part of Saudi Arabia's Vision 2030 program. . This program aims to diversify its economy and reduce the dependency on oil by attracting foreign investment and enhancing its position as a commercial hub. To that effect, in 2021, the country announced a new RHQ Program that regulates the operations of multinational companies (“MNCs”) planning to expand to KSA. The program took effect on January 1, 2024.

The RHQ Program
The RHQ Program in Saudi Arabia is another initiative launched as part of the Kingdom’s Vision 2030 reform to make the country less reliant on oil revenues. It was designed to encourage MNCs to open headquarters (RHQ) in Saudi Arabia.

The RHQ Program offers many benefits to MNCs, including large tax breaks and financial incentives, streamlined processes for business operations, easier regulatory approvals, access to state-of-the-art facilities, and robust support services tailored for major corporations.

By bringing MNCs to the country, Saudi Arabia counts on growing the economic contribution of non-oil sectors, generating employment opportunities for Saudi nationals, and increasing the flow of foreign capital to the country through foreign direct investments (FDIs)

The program was officially announced in February 2021, when the details of the incentives and criteria required for multinational companies to establish regional headquarters in Riyadh were revealed. In October 2021, during the Future Investment Initiative, the government announced that [https://www.thenationalnews.com/business/economy/2021/10/27/fii-44-multinational-companies-shift-regional-headquarters-to-saudi-arabia/#:~:text=Forty%20four%20multinational%20companies%20received,positively%20affect%20the%20kingdom's%20economy. 44 multinational companies] had received licenses to establish regional headquarters in Riyadh under this program.

As of January 1, 2024, the RHQ Program officially took effect. The Zakat, Tax and Customs Authority (ZATCA) published a guideline specifying the RHQ tax rules, through which they began implementing the previously announced tax incentives.

Program Goals and Benefits
The overall goal of the RHQ Program is to position Saudi Arabia as a major business hub and attract international organizations to the country. By 2030, the country plans to attract approximately 480 new multinational corporations (MNCs) to the Kingdom.

To that end, the Ministry of Investment of Saudi Arabia (MISA) outlined several incentives and benefits for foreign companies that participate in the new RHQ Program.

One of the most significant advantages is the exemption from Saudization requirements for the first 10 years. Companies part of the RHQ program can enjoy a decade-long reprieve from this stipulation, which allows for more flexibility in the hiring process.

Moreover, the program enables companies to acquire work visas for Saudi nationals in professions that are typically restricted. It also extends opportunities to dependents of RHQ employees through access to the Ajeer Program. Both provisions are put in place to make the country more attractive to prospective international employees.

Another aspect of the program that eases the burden on multinational corporations and their employees is the relaxation of residency rules. Specifically, the program increases the age limit for male dependents' residency to 25 years, allowing families to stay together longer under a single-family visa. Furthermore, RHQs can obtain up to 250 visas and enjoy privileges accorded by the Ministry of Investment of Saudi Arabia (MISA).

Professional accreditation requirements are also streamlined. Employees who are duly accredited in their country of origin can waive the professional accreditation requirements typically necessary in Saudi Arabia.

When it comes to financial benefits, the RHQ Program includes a waiver for subscription fees to the Ministry of Investment of Saudi Arabia (MISA) investor services centers, which provide critical support and services to foreign investors. In addition to this, companies part of the RHQ program follow special tax regulations.

Tax Benefits Under the RHQ Program
Eligible RHQs in Saudi Arabia are offered a comprehensive suite of tax benefits. There is a zero (0%) income tax on eligible income and zero (0%) withholding tax for those RHQs who fulfill the requirements. For the withholding taxes, this means that payments made to non-residents, whether they be dividends, payments to related persons, or payments to unrelated persons necessary for the RHQ’s activities, are not taxed.

The duration of these tax incentives is set at 30 years. However, these incentives are contingent upon the legal entity maintaining its status as an RHQ. If a company ceases to function as an RHQ, the tax benefits may be revoked.

Qualification Requirements
For a unit to be considered an RHQ and be licensed as one, it has to fit a number of criteria. The RHQ needs to operate as a registered foreign company or branch in Saudi Arabia and have at least 2 subsidiaries or branches located outside the Kingdom and the multinational’s country of incorporation.

The RHQ must have a physical presence and should only be used for regional administrative purposes. An RHQ does not conduct any kind of commercial activity. Any commercial operation is to be handled by MISA-licensed affiliates.

In practical terms, an RHQ is in service of its subsidiaries and affiliates in MENA, providing them with strategic direction and management operations. RHQs in Saudi Arabia are also subject to economic substance requirements to benefit from the tax incentives offered by the Kingdom. These requirements ensure that eligible RHQs have a meaningful physical presence and conduct substantial economic activities within Saudi Arabia.

All Economic Substance Requirements

 * Valid license
 * Physical presence in Saudi Arabia
 * Operational expenditure
 * Revenue generation
 * Full-time employees in the country
 * Local management
 * Local director

Employee Requirements
Employees engaged in mandatory RHQ License activities must possess relevant skills and knowledge acquired at the headquarters or another regional headquarters of the Multinational Group. At least three employees should hold positions of Executive Director and Vice-President level (i.e., decision-makers).

The RHQ must employ a minimum of 15 full-time employees dedicated to RHQ activities within one year of obtaining the RHQ License, including 3 C-level executives. The Employees should be residents of KSA for at least 6 months of the year

Furthermore, RHQs are mandated to maintain separate books of accounts for any activities that do not qualify for tax incentives. The income from such activities is subject to taxation according to the applicable provisions of Saudi Arabian Tax Law.

Latest Updates
The Ministry of Commerce in Saudi Arabia has recently announced a range of online services designed to facilitate the establishment of regional headquarters by foreign companies within the Kingdom. These services aim to streamline various administrative processes, such as issuing regional headquarters as a branch of a foreign company and managing commercial registers.

In addition to improving service offerings, Saudi Arabia has already been successful in bringing tech giants to the country, including Google, Microsoft, and Amazon, which obtained licenses for regional headquarters to qualify for government contracts. As stipulated by Saudi regulations, starting from January 1, 2024, only companies with a Middle Eastern base in Riyadh are eligible to bid for these contracts.

Other big brands establishing their regional headquarters in Riyadh are IBM, Northern Trust, Bechtel, PepsiCo, IHG Hotels and Resorts, PwC, and Deloitte. In March of 2024, the Minister of Investment, Khalid Al-Falih, announced that over 350 international investors had obtained the regional headquarters license.