Kuwait's Decree 195 of 2025 opens land to a licensed fund, and the activities clause is the door.

Kuwait's Law No. 74 of 1979 restricts ownership of real estate by non-Kuwaitis, and for most of its life the restriction admitted few exceptions and no practical route for a foreign platform. Decree No. 195 of 2025 added two exceptions. Companies with non-Kuwaiti partners that are listed on a licensed Kuwaiti exchange may own real estate. So may real estate funds and investment portfolios licensed by the competent Kuwaiti authorities, where dealing in real estate is among their activities. Private housing land is categorically excluded for both. The exception for the licensed fund is the door a foreign platform can use, and the activities clause is its handle: a scheme licensed without the words the decree requires is a scheme the decree does not reach, however it is described to its investors.

This note sets out the 1979 law and what it closed, the decree and its two holders, the licensed scheme as the holder rather than a wrapper, the activities clause and its drafting, what the door admits and what it does not change, the company-law position beneath, the marketing position above, the mortgage position beside, the exclusion of private housing land, a comparison, a worked scheme as a type, cases, what each party holds, the sequence, questions, terms and what to read.

The 1979 law

Law No. 74 of 1979 restricts ownership of real estate in Kuwait to Kuwaitis, with exceptions the law and later instruments provide for nationals of certain states and for certain purposes, and it reads a Kuwaiti company with foreign partners as a non-Kuwaiti owner to the extent the instruments provide. The consequence for a foreign platform before 2025 was that it could not hold Kuwaiti land directly, could not hold it through a Kuwaiti company it owned, and could reach it only through arrangements the registry would not record as ownership. The restriction was the reason Kuwait was read as an investor-side jurisdiction, where the capital came from, and not as an asset-side one, and the decree is the reason the reading now has two sides.

The decree

Decree No. 195 of 2025 amended the position by naming two holders. A company with non-Kuwaiti partners that is listed on a licensed Kuwaiti exchange may own real estate. A real estate fund or an investment portfolio licensed by the competent Kuwaiti authorities may own real estate where dealing in real estate is among its activities. Private housing land is excluded for both, categorically, so that the residential plots the State allocates to its citizens remain outside any foreign holder's reach. The decree is a door for two kinds of holder and no others, and a foreign platform that is neither a listed company nor a licensed scheme is where it was in 1979, whatever its licence says in its own centre.

The licensed scheme as the holder

A collective investment scheme in Kuwait is licensed by the Capital Markets Authority under the executive bylaws' module on schemes, with a stated set of activities in its licence and its articles. A scheme whose activities include dealing in real estate is, under the decree, a person who may own Kuwaiti real estate in its own name. That makes the scheme the holder rather than a wrapper above one. A foreign platform that wants a Kuwaiti parcel does not form a Kuwaiti company to hold it, because any Kuwaiti company the platform owned would itself be a non-Kuwaiti owner under the 1979 law to the extent of its foreign ownership, and the decree's list does not include it. The platform forms, or subscribes to, a licensed scheme, and the scheme owns the land. The platform above is a holder of units in a Kuwaiti scheme, admitted under the scheme's own rules on who may hold, and the chain beneath the platform is the scheme and nothing else.

The activities clause

The clause is written into the application before the licence is granted, in the terms the regulator recognises, and it names dealing in real estate among the scheme's activities. A scheme licensed for securities investment, with a clause copied from a securities fund, is a scheme the decree does not reach. A scheme licensed for real estate investment without the word the decree uses is a scheme whose position the registry may question. The drafting is done with Kuwaiti counsel against the decree's own words and the module's own categories of activity, and the licence as granted is read before the scheme contracts for anything. A scheme that needs its licence amended does so before it contracts, because a contract signed by a scheme the decree does not reach is a contract the registry will not record.

What the door admits

Direct ownership by the scheme, recorded at the registry in the scheme's name. A chain of one beneath the platform, which removes the boards, audits and substance of the intermediate companies a platform would otherwise build and cannot. A holder the registry recognises on the decree's own terms. And an exit by sale of the land by the scheme, or by transfer of the scheme's units to a holder its rules permit, each read under Kuwaiti law.

What the door does not change

The company-law position. The Companies Law No. 1 of 2016 and the Commercial Law set a default limit of forty-nine per cent on non-Kuwaiti ownership of a Kuwaiti company, which a licence under Law No. 116 of 2013 from the investment promotion authority may raise to full ownership in non-restricted sectors. The scheme's manager, its custodian and any Kuwaiti counterparty the platform contracts with sit under that regime as before, and a foreign platform that wants to own the scheme's manager reads the 2013 law for a licence and the sector list for whether fund management is open.

The marketing position. Who may be offered the scheme's units, by whom and under what permission is the module's question and, for foreign investors, the permission regime's. The scheme's own marketing in Kuwait is the licensed person's under the module; the foreign platform's admission as a unitholder is read under the scheme's rules on who may hold and the module's conduct rules. A foreign platform's register is designed to the scheme's permitted holders rather than the other way round.

The mortgage position. The residential mortgage law the market expects has not arrived; banks cannot yet lend on residential mortgages and the Kuwait Credit Bank occupies the field. A lender to a Kuwaiti parcel held by a scheme prices that absence, and the security over the parcel, its form, its registration and its enforcement, is a question for Kuwaiti counsel on the day rather than an assumption the platform carries from another state.

The exclusion. Private housing land is outside the door for every holder the decree names, and a scheme that contracts for it has contracted for something it may not own. The category of a parcel as private housing land or otherwise is read from the State's own classification before the option.

Why the decree chose these two holders

The decree opened land to holders the State already supervises, and that is the logic of its list. A listed company with non-Kuwaiti partners is supervised by the exchange and the regulator, reports publicly, and is Kuwaiti in its listing if not in all its ownership. A licensed scheme is supervised by the regulator under the module, managed by a Kuwaiti licensed manager, and audited and reported under the module's rules. Neither is a foreign person holding Kuwaiti land directly; each is a Kuwaiti-regulated vehicle through which foreign capital may hold it, and the regulator's supervision of the vehicle is the State's protection. A foreign platform that understands the logic understands why the scheme's manager must be Kuwaiti-licensed, why the activities clause is read so closely, and why a Kuwaiti company it owns is not on the list: the company is not a vehicle the regulator supervises for this purpose.

The exclusion of private housing land follows the same logic from the other side: the residential plots the State allocates to its citizens are a social programme, and no supervised vehicle is permitted to intermediate them.

The scheme's own rules on who may hold

A licensed scheme's articles state who may hold its units, and the regulator's licence conditions may add to them. A scheme formed to take a foreign platform as its principal unitholder has articles drafted for that, and the permission regime governs the platform's admission as a foreign investor in a Kuwaiti scheme where the module treats the admission as marketing. The scheme's articles also govern the platform's rights as a unitholder: its vote, its information, its consent to the scheme's dealings, its position on the manager's removal, and its exit by transfer of units. A platform that is the scheme's only unitholder has a scheme whose governance is its own to shape within the module; one that shares the scheme with Kuwaiti unitholders has a scheme whose governance the module balances between them.

The exit through the scheme

The scheme exits a parcel by selling it to a buyer the 1979 law and the decree permit: a Kuwaiti person, a listed company with non-Kuwaiti partners, or another licensed scheme. The platform exits the scheme by transferring its units to a holder the scheme's articles and the module permit, which is a marketing event under the permission regime where the buyer is foreign, and a transfer under the module's rules where it is Kuwaiti. A portfolio-whole exit is a sale of the scheme's units or of the scheme's parcels, and the exit test runs both against the registry's practice and the scheme's rules. A distribution in kind to the platform of the parcel itself is a transfer to a non-Kuwaiti owner and is not available; the exit is cash or units.

Where it surfaces

At the registry, when a foreign-owned Kuwaiti company presents a contract the 1979 law does not permit it to complete.

At the licence, when the activities clause is read against the decree and the word is not there.

At the State's classification, when a parcel marketed as mixed-use is private housing land.

At the lender, when the security over the scheme's parcel is assumed from another state's practice.

At the exit, when a distribution in kind of the parcel to the platform is proposed and cannot be recorded.

The cost of getting it wrong

A contract a non-permitted holder cannot complete costs the parcel and the seller. A licence without the clause costs the amendment and the seller's consent to the delay. A parcel that is private housing land costs the unwinding. A security position assumed from elsewhere costs the lender's confidence. Kuwaiti counsel's reading of the decree, the module, the parcel's classification and the registry's practice before the option costs a fortnight, and the activities clause costs a sentence in an application.

The manager of the scheme

The scheme's manager is a Kuwaiti licensed fund manager under the module, with the regulator's own requirements on capital, staff and conduct, and its appointment is a term of the licence. A foreign platform that wants its own manager to run the scheme reads the 2013 law for whether it may own a Kuwaiti fund manager and the module for whether a foreign-owned manager may be licensed, and the answer shapes whether the platform sponsors the scheme or subscribes to one sponsored by a Kuwaiti manager. The manager's economics, its duties to the scheme's unitholders and its reporting are the module's, and the platform above is a unitholder with a unitholder's rights.

By holder · by position	Before the decree	Under the decree	What it requires	What it does not change
Foreign platform directly	Cannot own	Cannot own	Nothing; not a permitted holder	Everything
Kuwaiti company foreign-owned	A non-Kuwaiti owner to the extent of foreign ownership; cannot own	The same	A 2013 licence for the company's ownership; no land	The 1979 law
Listed company with non-Kuwaiti partners	Cannot own	May own, not private housing land	A listing on a licensed Kuwaiti exchange	The company law
Licensed real estate fund or portfolio	Cannot own	May own, not private housing land	A licence with dealing in real estate among the activities; a Kuwaiti licensed manager	The marketing regime; the mortgage position

A timeline, as a type

Month one: the parcel is identified; Kuwaiti counsel confirms its classification with the State and reads the decree and the module. Month two: the scheme's application is drafted with the activities clause in the decree's words and a Kuwaiti licensed manager as sponsor; the platform's admission is mapped under the permission regime. Month three: the licence is granted and read; the licensed person files the platform's admission on the institutional route. Month four: the platform subscribes; the scheme takes the option. Month five: the scheme exercises; the registry records the scheme as owner. Year two: the facility, on the position Kuwaiti counsel gives for a charge over the parcel. Year six: the exit; the scheme sells the parcel to a Kuwaiti buyer; the scheme distributes cash to the platform under its articles; the platform's units are redeemed or the scheme wound up under the module.

The structure paper's page

The structure paper's Kuwait page carries: the parcel's classification and the State's record of it; the decree's holder the platform uses; the scheme's licence with the activities clause as granted; the manager and its licence; the platform's admission route and the permission; the scheme's articles on who may hold and on the platform's rights; the lender's position in Kuwaiti counsel's words; and the exit routes the scheme's rules and the registry permit. The page is what the scheme's manager, the licensed person, the lender and the buyer each read, and it is prepared before the option because the option is taken in the scheme's name.

Reading the decree beside the Kingdom and Qatar

A regional platform reads Kuwait's two holders beside the Kingdom's list of persons and Qatar's list of areas. In the Kingdom, the platform's own vehicle may be the holder within the categories; in Qatar, a company under a Centre fund in a named area; in Kuwait, a licensed scheme with the clause. Three holders of three kinds, each the state's own answer, and a platform that expected one answer across the Gulf has three pages in its structure paper. Kuwait's answer is the one that most changes the chain, because the scheme is the holder and there is nothing beneath it to build.

The scheme's duties under the module

A licensed scheme is a regulated vehicle, and the module's duties are the price of the door. The scheme has a manager, a custodian and an auditor appointed under the module's requirements. It values its assets on the module's basis and frequency, which for real estate is an independent valuation on a cycle the regulator sets. It reports to its unitholders and to the regulator in the prescribed form. It keeps a register of unitholders the regulator may inspect. Its dealings with related parties, including a unitholder that controls it and a manager that sponsors it, are governed by the module's conflicts rules. And its licence carries conditions the regulator may vary. A foreign platform that holds through the scheme holds through a vehicle with its own compliance calendar, and the platform's own reporting to its register reads the scheme's reports as inputs. The duties are lighter than the consequence of not having the door, and they are duties for the life of the holding.

The Kuwaiti co-investor

A scheme may have Kuwaiti unitholders beside the foreign platform, and many are formed that way: a Kuwaiti institution or family co-invests through the same scheme, which the module treats as a scheme with a mixed register. The Kuwaiti unitholders' admission is under the module's domestic rules rather than the permission regime; their rights are the articles'; and their presence changes the scheme's governance from a single-holder vehicle to a shared one. A platform that wants a Kuwaiti co-investor designs the articles for two kinds of unitholder from the start, because the module's rules on unitholders' rights apply to both, and the scheme's manager owes its duties to the register as a whole.

The listed-company route, briefly

The decree's other holder, a listed company with non-Kuwaiti partners, is a route for a platform that wants a shareholding in a Kuwaiti real estate company rather than a scheme of its own. The company is listed on a licensed Kuwaiti exchange, subject to the listing rules and the company law, and the platform's position is a shareholding within whatever limit the company's own articles and the 2013 law permit. The route suits a platform that wants exposure to a Kuwaiti developer's portfolio rather than parcels it chooses; it does not suit a platform with its own parcels, because the listed company owns what its board decides.

The registry's practice for a scheme

The Kuwaiti real estate registry records ownership in the owner's name, and a scheme is recorded in its own name as the decree permits. The registry's practice for a scheme is newer than its practice for a person or a company, and Kuwaiti counsel reads it before the contract: the documents the registry requires to evidence the scheme's licence and its activities, the form of the scheme's signature through its manager, and the recording of a charge in favour of the scheme's lender. A registry that has recorded few schemes asks more questions, and the answers are prepared before the contract rather than at the counter.

A scheme, as a type

A foreign platform with a logistics parcel in view near a Kuwaiti port instructs Kuwaiti counsel before the option. Counsel confirms the parcel is not private housing land, reads the decree and the module, and drafts an application for a real estate scheme whose activities clause names dealing in real estate in the decree's words, with a Kuwaiti licensed manager as sponsor. The regulator licenses the scheme. The platform subscribes for the scheme's units under the scheme's rules and the permission regime, through the licensed person, on the institutional route where the platform is a professional client by nature. The scheme takes the option in its own name, exercises it, and the registry records the scheme as owner. The lender's security is read by Kuwaiti counsel on the day. At exit, the scheme sells the parcel to a Kuwaiti buyer, or the platform sells its units to a holder the scheme's rules permit, and the registry records whichever it is.

Four cases, as types

A foreign platform forms a Kuwaiti company, sixty per cent foreign-owned under a 2013 investment licence, to hold a logistics parcel. The company is a non-Kuwaiti owner for the 1979 law's purpose; the decree's two holders do not include it; the registry declines; the seller, who waited a quarter for a completion that could not happen, sells to a Kuwaiti competitor.

A platform licenses a real estate scheme whose activities clause was copied from a securities fund and does not mention dealing in real estate. The parcel contract is signed in the scheme's name; the registry reads the licence and declines to record; the clause is amended after the contract, with the seller's consent to the delay and the price of that consent.

A platform's scheme is licensed correctly and contracts for a parcel the State classifies as private housing land, which the platform's own diligence read as mixed-use from the masterplan's marketing. The decree excludes it; the scheme cannot own it; the contract is unwound at the scheme's cost.

A platform drafts the scheme's activities clause to the decree before the application, licenses it with a Kuwaiti manager, confirms the parcel's classification with the State, admits the platform as a unitholder under the module and the permission regime, and the scheme contracts for the parcel in its own name. The registry records the scheme as owner, the lender's position is read on the day, and the exit is designed to the scheme's permitted holders.

What each party holds

The platform holds the decision to hold through a scheme, the subscription for its units, and the register designed to the scheme's permitted holders.

Kuwaiti counsel holds the decree, the 1979 law, the module, the activities clause, the parcel's classification and the registry's practice.

The scheme's Kuwaiti manager holds the licence, the activities, the module's duties and the scheme's register.

The licensed person holds the permission for the platform's admission as a unitholder where the permission regime applies.

The regulator holds the licence and its conditions.

The registry holds the record of the scheme as owner.

The lender holds a position Kuwaiti counsel reads on the day.

The sequence

1. The parcel's classification is confirmed with the State before the option: not private housing land.
2. The scheme's activities clause is drafted to the decree's words before the licence application, with a Kuwaiti licensed manager.
3. The scheme is licensed, and the licence as granted is read against the decree.
4. The foreign platform is admitted as a unitholder under the module and the permission regime.
5. The scheme contracts for the parcel in its own name, and the registry records it.
6. The lender's security is read with Kuwaiti counsel on the day.
7. The exit is designed to the scheme's permitted holders and the registry's practice.

Questions a manager asks

Can the platform own the scheme's manager. Under the Companies Law's default limit, the 2013 law's licence and the module's own requirements on a licensed manager's ownership; the answer is read before the platform decides to sponsor rather than subscribe.

Is an investment portfolio an alternative to a fund. The decree names both; a licensed portfolio under the module is a different vehicle with its own rules, and Kuwaiti counsel reads which fits the platform.

Does the decree reach a listed company the platform partly owns. A company with non-Kuwaiti partners listed on a licensed Kuwaiti exchange may own; the platform's position is then a shareholding in a listed company, with the listing rules and the company law.

What is private housing land. The State's own classification, read from the State's records and not from a masterplan's brochure.

Can the scheme borrow against the parcel. On the position Kuwaiti counsel gives on the day, with the mortgage law pending and the registry's practice on charges over land read for the scheme's case.

Does the decree change the marketing regime. No. The scheme's units are marketed under the module and, to foreign investors, under the permission regime; the platform's admission runs through the licensed person.

Terms used

The 1979 law: Law No. 74 of 1979 restricting non-Kuwaiti ownership of real estate.

The decree: Decree No. 195 of 2025 naming two holders that may own real estate notwithstanding the 1979 law.

Licensed scheme: a collective investment scheme licensed by the Capital Markets Authority under the module, with dealing in real estate among its activities.

Activities clause: the statement in the scheme's licence and articles of what it may do, which must name dealing in real estate for the decree to apply.

Private housing land: the category the decree excludes for every holder.

Permission regime: the module's requirement for permission to market a foreign scheme, and Decision 18 of 2026's institutional route.

What to read

Law No. 74 of 1979 and Decree No. 195 of 2025; the Capital Markets Authority's executive bylaws, module thirteen on collective investment schemes; the Companies Law No. 1 of 2016 and Law No. 116 of 2013; the State's classification of land. On this site, Kuwait's holding room in the onshore interfaces and the platform room on the Land door.