Can a foreign company, or a Lebanese company with foreign shareholders, buy property in Lebanon?

Also asked as: “Can a foreign company own property in Lebanon?” · “Can a company with foreign shareholders buy land in Lebanon?” · “Is a Lebanese company with foreign capital treated as foreign?” · “Lebanese SAL with foreign partners buying property”

Which companies count as foreign#

A company or other legal entity established outside Lebanon is treated as foreign for property ownership, whoever owns it^[1,2]. None of the sources we read disputes that.

For a company registered in Lebanon, the sources split three ways^[1,2,3]:

The same company can pass one test and fail another. A Lebanese company with 30% foreign capital is Lebanese on IDAL's test and foreign on Choueh's^[1,2,3]. We could not find out which reading the Land Registry applies. Ask a Lebanese company lawyer, or the Land Registry's Foreign Ownership Department^[7], and bring your company's articles and shareholder register.

The 50% rule for Lebanese-majority companies#

Choueh Law Firm and Legal 500 (contributor Bijjani Advocates) describe a softer rule in two cases: a company in which Lebanese partners hold more than 50%, and a company that is fully Lebanese-owned and whose statutes bar share transfers to non-Lebanese. In both cases they say the foreign-ownership limits apply to only 50% of the area owned^[3,6]. They list partnerships, limited liability companies, joint stock companies and limited partnerships by shares.

Be careful with this rule. The two law-firm texts are near-identical, IDAL does not mention it, and we did not read the law text^[3,6]. It also sits awkwardly with Choueh's own one-share test above. Have a lawyer confirm in writing how it applies to your company before you buy.

Limits, licence and caps for a company#

The 3,000 m²^[2,4,5] licence-free limit applies to any one individual or entity, so a company has its own allowance, as a person does^[2,4]. The rules for individuals are in can foreigners buy property in Lebanon. Above the limit you need a Council of Ministers decree. The Council of Ministers decides at its discretion and there is no appeal against a refusal. Here is how the Council of Ministers licence works.

A licence lapses if the purchase is not completed and registered within one year^[2,4,5]. According to Legal 500 (Bijjani), licensed land must be used for the purpose stated in the application, and the project must be completed within a period that runs from the date of registration: 5 years, renewable once by the Council of Ministers^[6]. Foreign ownership is also capped at 3% of each district and 10% of Beirut, and once a cap is reached no further licences are granted for purchases from Lebanese sellers.

The Land Registry's Foreign Ownership Department lists the documents a non-Lebanese needs to acquire property rights through what it calls a "negation of ownership" transaction^[7]. They are a family civil extract issued less than a year ago and authenticated by the relevant embassy in Lebanon, the spouse's passport, official certificates of the areas already owned in Lebanon, an affidavit for each property to be bought, and a power of attorney if someone else applies. The page is undated, gives no processing time, and does not say whether it covers the licence-free route, the decree route or both. Its items (a family extract, a spouse's passport) suggest it is written for individuals, and it does not mention companies.

We found no source on the documents, process or processing time for a company buyer, or on how offshore or holding companies are treated. Ask the Directorate of Land Registry and Cadastre and a company lawyer for the company file before you commit.

Selling the shares instead of the property is taxed too#

According to Kallas Law Firm, holding property in a company and selling the shares no longer avoids the transfer fee^[8,9,10]. Under Article 39 of Law 10/2022, individuals who sell shares in a joint-stock company whose main purpose is owning, trading or developing property, or whose property is more than 50% of its fixed assets, pay a tax equal to the transfer fee, on the gain. The gain is the sale price minus what the shares cost, and the tax is halved between shareholders or between ascendants and descendants (for example parents and children, grandparents and grandchildren). More in selling shares of a company that owns property. If the company is meant to get around the foreign-ownership limits, read buying through a Lebanese company or a friend first.