Change Company Manager in Saudi Arabia 2026: Steps and Fees

By Fazal Hashmi, Sr. Business Consultant, Noble Core · Updated October 2026

The manager is the legal face of a limited liability company in the Kingdom: the person who signs contracts, represents the company before courts, operates the bank accounts and holds the master access to the government platforms that run payroll, visas, tax and municipal licensing. When that person changes, the company must move quickly and in the right order. A gap between the day the old manager leaves and the day the new one is recorded leaves the company unable to sign or file, and exposed on every platform the old manager still controls.

This guide sets out how a change of manager works for a limited liability company, including the foreign-owned LLCs that make up most of our client base. It follows the Companies Law issued by Royal Decree M/132 dated 1/12/1443H, the service pages of the Ministry of Commerce, and the published service levels of the Ministry of Investment (MISA). Where a figure can change, we say so and point you to the official portal.

Who the manager is under the Companies Law

Article 160 of the Companies Law allows a limited liability company to be managed by one or more managers drawn from the partners or from outside them. The partners appoint the manager either in the memorandum of association or in a separate contract, for a fixed or an indefinite term. If there are several managers, the partners may form a board of managers by resolution. Article 161 leaves it to the memorandum or to a partners’ resolution to fix how the company is managed and what majority the managers need for their own decisions.

Article 162 is the article that matters most for a change. The manager represents the company before the judiciary, arbitration tribunals and third parties, and may delegate specific tasks to others. Paragraph 2 then states that any resolution appointing or replacing the manager, or limiting the manager’s powers, applies to third parties only after it is recorded in the Commercial Register. In practice this means a signed resolution in the boardroom changes nothing for your bank, your landlord or your customers until the Ministry of Commerce has updated the register.

For a one-person LLC, Article 157 gives the sole owner the powers of the manager and of the general assembly, with decisions recorded in a special register kept by the company. The owner may still appoint one or more managers as the company’s legal representative, and those appointments and replacements follow the same registration route described below.

Two routes: register update or articles amendment

The first question in every file is whether the manager is named in the memorandum of association. The answer decides which Ministry of Commerce service you use and what the official fee is.

If the manager was appointed by a separate contract or a partners’ resolution and the memorandum does not name a specific person, the change is a data update. The service “Amend the main Commercial Register data of a company” on the Ministry of Commerce portal lists “amend the managers’ data” among the fields that can be edited, with a fee of SAR 100 and immediate execution. The request is filed through the Saudi Business Center after logging in with the National Single Sign-On, or through the investor login for partners who hold neither a Saudi ID nor an iqama.

If the memorandum names the manager, the memorandum itself must be amended. The service “Amend the memorandum of association or articles of association” on the same portal charges SAR 1,500 for the amendment plus SAR 100 for the Commercial Register update, with 15% VAT on top, about SAR 1,840 in total. It is also executed immediately once the file is complete. The amendment needs the majority set in Article 172 of the Companies Law: partners representing at least three quarters of the capital, unless the memorandum requires more.

Situation	Ministry of Commerce service	Official fee	Majority required
Manager appointed by contract or resolution, not named in the memorandum	Amend main CR data of a company (managers’ data)	SAR 100	More than half of the capital by default (Article 166), or the majority the memorandum sets
Manager named in the memorandum of association	Amend the memorandum or articles of association	SAR 1,500 + SAR 100 + 15% VAT (about SAR 1,840)	At least three quarters of the capital (Article 172), or higher if the memorandum says so
One-person LLC appointing or replacing a manager	Either service, depending on whether the articles name the manager	SAR 100 or about SAR 1,840	Owner’s decision recorded in the company register (Article 157)
Foreign-owned LLC, either route	As above, then update the investment registration	Ministry of Commerce fees as above; MISA fee set on approval	As above, plus a valid investment certificate

Many foreign founders find that their memorandum names the first general manager by full name and passport number, so the more expensive route applies the first time the manager changes. A well-drafted amendment can move the appointment out of the memorandum at the same time, so that every later change costs SAR 100 instead of SAR 1,840.

Step 1: the partners’ resolution

The resolution is the legal act that appoints the new manager and ends the mandate of the outgoing one. Article 164 confirms that the partners may dismiss a manager whether the appointment was made in the memorandum or in a separate contract, and that they must appoint one or more replacements. A manager who is also a partner may not vote on the resolution concerning their own dismissal. If the partners cannot agree, Article 164 also gives one or more partners holding at least one quarter of the capital the right to ask the competent judicial body to dismiss the manager.

The resolution can be adopted at a general assembly or by circulation. Article 166 allows the manager to send the proposed resolution and documents to every partner for a written vote, by registered letter, by hand, by email or by any modern means. The resolution is valid once partners representing more than half of the capital approve it, unless the memorandum requires a higher majority. If that majority is not reached, the partners are called to a meeting and the resolution passes with the majority of the shares represented at that meeting. Article 165 also lets partners who together hold all the shares convene a general assembly without the 21-day notice period, which is how most small foreign-owned LLCs handle the change in practice.

A complete resolution for a manager change states:

• The name, nationality and ID or passport number of the outgoing manager and the date their mandate ends.
• The name, nationality, ID or iqama or passport number, and date of birth of the incoming manager.
• The powers granted, whether unrestricted or limited in amount or subject, and whether the manager may delegate.
• Whether the memorandum of association is amended, and the new text of the relevant article if it is.
• Authorisation for a named person to file with the Ministry of Commerce, the Ministry of Investment and the other authorities.

Where a partner is a foreign company, its own board resolution authorising the vote must be notarised and legalised for use in the Kingdom, with an Arabic translation. This is the step that most often delays the file, so it should be started before the Saudi resolution is signed.

Step 2: conditions the Ministry of Commerce checks

Both service pages list conditions that the system verifies before the request is accepted. For the register update, the Commercial Register must be active, and for a foreign company the investment licence must be valid for at least 30 more days. For the memorandum amendment, the register must be active and not suspended, a foreign or mixed company must hold an investment certificate, managers must not be government employees, and the new partner or manager must not be the subject of a suspension. The applicant must be the company’s manager or a person the company has delegated electronically.

That last condition creates a practical sequencing issue. The outgoing manager, or an electronically delegated representative, is the person who can file the request that replaces the manager. If the outgoing manager has already left the Kingdom or is uncooperative, the partners should issue an electronic delegation to a representative while the outgoing manager is still in post, or rely on a partner who holds filing access. Where that is no longer possible, the judicial route under Article 164 is the fallback, and it takes considerably longer.

The new manager also needs a usable identity in the system. A Saudi citizen or a resident with a valid iqama is verified through the national identity platforms. A manager who lives abroad and holds neither can be recorded with passport details, but will need an investor or senior-profession visa and an iqama before they can log in to Qiwa, Absher Business and the other platforms described below.

Step 3: filing at the Saudi Business Center

The filing itself is quick. On the Saudi Business Center platform the applicant opens the relevant Ministry of Commerce service, enters the unified national number of the establishment, reviews the current register data, and edits the managers’ section by adding the incoming manager and removing the outgoing one. The ministry’s own guide for branch registers notes that at least one manager must always remain on the record, so the sequence is add first, then remove. For a memorandum amendment the applicant uploads the amended text and the resolution, and the system issues an invoice.

Once the fee is paid the status moves to completed and the Commercial Register shows the new manager. Since the Commercial Register Law came into force on 3 April 2025, a company holds one national register under a unified number starting with 7 and confirms its data every 12 months, so the manager change will also be reflected in the next annual confirmation. The SAR 100 fee for a data change is the one the ministry publishes on its portal today; confirm it on the official page at the time of filing.

Step 4: update the investment registration with MISA

For a foreign-owned company the Ministry of Commerce record is not the end. Since the Investment Law took effect in February 2025, foreign investors hold an investment registration with the Ministry of Investment rather than the old licence, and the ministry publishes a service-level table for changes to that registration. “Update the establishment’s information and data” carries a published service level of 5 working days, and “Change the account manager” is listed at 1 working day. The memorandum amendment service at the Ministry of Commerce explicitly requires that the investment registration be amended where the change calls for it, so the two filings should be planned together.

The Ministry of Investment also runs the services that give a foreign manager a legal presence in the Kingdom. Its service table lists visa issuance and work permit issuance for senior professions at 1 working day each, residence permit issuance and renewal at 1 working day, and power of attorney issuance at 1 working day. These are government services with their own eligibility rules; a consultant prepares and follows the file, and the ministry decides. The fee for updating the registration is set by the ministry on approval, so budget for it but do not rely on a figure quoted on a third-party website.

If you are still at the setup stage and deciding who should be the first manager, our guide to MISA investment registration explains what the ministry expects of the person who will represent the company.

Step 5: the platforms that follow the register

The Commercial Register feeds most of the government platforms a company uses every week, which is why the Ministry of Commerce update comes first. Once the register shows the new manager, the following accounts need attention, ideally in the same week:

• Qiwa (Ministry of Human Resources and Social Development): establishment access on Qiwa runs through the owners and managers of the establishment and the people they delegate. Confirm that the new manager can log in to the establishment account, then review and withdraw delegations the outgoing manager granted to HR staff or government relations officers who have also left.
• GOSI: the social insurance account has an authorised person who files registrations and monthly wage data. Update it so that payroll contributions are not interrupted.
• ZATCA: the taxpayer’s authorised representative on the ZATCA portal should be changed so VAT returns, zakat filings and e-invoicing matters are signed by someone who is still with the company.
• Absher Business and Muqeem: the platforms that manage the company’s expatriate employees, visas and exit re-entry permits are tied to the establishment and its authorised users; the outgoing manager’s access should be removed.
• Balady: municipal licences for premises sit under an account manager with delegates; replace them if the outgoing manager held that role.
• Chamber of Commerce: update the authorised signatories so that attestation requests are not rejected.
• Bank: deliver the registered Commercial Register extract and the resolution to the bank to change the account mandate. Banks will not act on the resolution alone, which is the practical effect of Article 162.

Timeline and total cost

For a well-prepared file the government steps are short. The table below sets out the sequence for a foreign-owned limited liability company whose memorandum names the manager, which is the most complete case.

Step	Authority	Official fee	Published processing time
Partners’ resolution and amended memorandum text	Company (foreign partner documents legalised)	Notarisation and legalisation costs abroad vary	1 to 3 weeks for foreign documents
Amend memorandum and Commercial Register	Ministry of Commerce via Saudi Business Center	SAR 1,500 + SAR 100 + 15% VAT	Immediate on payment
Register data update only (manager not in memorandum)	Ministry of Commerce	SAR 100	Immediate on payment
Update investment registration data	Ministry of Investment (MISA)	Set by the ministry on approval	5 working days
Change MISA account manager	Ministry of Investment (MISA)	Included in the service	1 working day
Visa and work permit for an incoming foreign manager	Ministry of Investment (MISA), then Muqeem and Absher for the iqama	Government visa and iqama fees as published	1 working day per MISA step
Qiwa, GOSI, ZATCA, bank and chamber updates	Each platform	No separate fee for the update itself	Same week, after the register changes

Where the incoming manager already holds an iqama and the memorandum does not name the manager, the change can be completed in a few days for SAR 100 in government fees. Where a new foreign manager must enter the Kingdom, the visa and iqama stages set the pace, so keep the outgoing or an interim resident manager on the register until the new one can log in to the platforms.

Special cases founders ask about

The sole manager has resigned or is unreachable

Article 163 requires the partners of an LLC with a single manager to appoint a replacement within 15 days of becoming aware that the position is vacant, and gives the auditor or any partner the right to convene the general assembly for that purpose. Act within that window: the company cannot sign or file while the position is empty, and the annual confirmation of the register will stall if no manager is recorded.

The manager is also a partner

A partner-manager cannot vote on the resolution dismissing them, and any resolution limiting their powers takes effect against third parties only after registration. If the partner-manager refuses to cooperate with the filing, partners holding at least a quarter of the capital may apply to the competent judicial body under Article 164. Our advice is to build an electronic delegation into the company’s routine from day one so that a dispute does not lock the partners out of the register.

Appointing a board of managers

Companies with several partners often move from a single general manager to a board of managers, especially after a new investor joins. Article 160 permits this by partners’ resolution, and Article 161 lets the memorandum or the resolution fix the board’s decision-making majority. The memorandum usually needs amending to describe the board, so budget for the SAR 1,840 route and state who may sign alone and up to what amount.

A branch of a foreign company

A branch has no partners’ assembly. The parent company’s board appoints and replaces the branch manager by a resolution legalised for use in the Kingdom, and the Ministry of Commerce records the branch manager under the branch’s register. The ministry’s branch services note that at least one manager must always appear on the record, and the investment registration update with MISA applies in the same way.

Changing the manager while changing partners

When a share transfer and a manager change happen together, file them in one memorandum amendment so that the SAR 1,500 fee is paid once. If you are also bringing in a new shareholder, our guide to company formation in Saudi Arabia explains how ownership, capital and management are documented from the start.

Common mistakes to avoid

• Treating the resolution as the change: under Article 162 the appointment binds third parties only after it is recorded in the Commercial Register. Sign, then file, then notify.
• Letting the outgoing manager leave before delegating access: the ministry’s conditions require the applicant to be the manager or an electronically delegated person. Arrange the delegation while the outgoing manager is still in post.
• Forgetting the investment registration: a foreign-owned company that updates the Commercial Register but not its MISA registration creates a mismatch that surfaces at the annual update and at the next visa request.
• Naming the manager in the memorandum without needing to: every later change then costs about SAR 1,840 instead of SAR 100. Move the appointment to a separate resolution when you next amend.
• Removing the only manager first: the register must always carry at least one manager, so add the new person before deleting the old one.
• Leaving platform access unchanged: Qiwa, ZATCA, GOSI, Absher Business and the bank each hold their own authorised users. A change on the register does not log the former manager out of them.
• Appointing a government employee as manager: the Ministry of Commerce conditions exclude government employees from the managers’ record, and the request will be rejected.
• Relying on fee figures from unofficial websites: the Ministry of Commerce publishes its fees on each service page, and the Ministry of Investment sets its fee on approval. Check the official page on the day you file.

How Noble Core handles a manager change for you

We complete the procedures on your behalf from the first draft to the last platform. We review your memorandum of association to tell you which route applies and what it will cost, draft the partners’ resolution and any amended article in the approved format, arrange legalisation and translation for foreign partner documents, file with the Ministry of Commerce through the Saudi Business Center, update the investment registration with the Ministry of Investment, and then work through Qiwa, GOSI, ZATCA, Absher Business, Muqeem, the chamber and your bank so that the new manager holds every access the role needs and the former manager holds none. Where the incoming manager needs a visa and iqama, we prepare and follow that file with the authorities, who make the decision.

Send us your company type, whether the current manager is named in the memorandum, the nationality and residence status of the incoming manager, and whether any partner is a foreign company. We will reply with a written plan listing the steps, documents, official fees and realistic timing for your specific file.

Message our Saudi team on WhatsApp and change your company manager with a file that is accepted at the first submission.

Frequently Asked Questions

How much does it cost to change the company manager in Saudi Arabia?

The Ministry of Commerce charges SAR 100 to amend the managers’ data on the main Commercial Register of a company. If the manager is named in the memorandum of association, the memorandum must be amended instead, at SAR 1,500 plus SAR 100 for the register update and 15% VAT, about SAR 1,840. A foreign-owned company then updates its MISA registration, whose fee the ministry sets on approval.

How long does it take to change a company manager in Saudi Arabia?

The Ministry of Commerce lists both the register data update and the memorandum amendment as immediate services once the fee is paid. The Ministry of Investment publishes 5 working days for updating establishment information and 1 working day for changing the account manager. Legalising a foreign partner’s board resolution usually takes 1 to 3 weeks and is the slowest step.

Do I need to amend the articles of association to change the manager?

Only if the memorandum of association names the manager. Under Article 160 of the Companies Law the manager can be appointed in the memorandum or in a separate contract. When the memorandum names a person, replacing them requires an amendment approved by partners holding at least three quarters of the capital under Article 172. Otherwise a partners’ resolution and a SAR 100 register update are enough.

When does a new manager’s appointment take effect against third parties?

Article 162 of the Companies Law states that any resolution appointing or replacing the manager, or limiting the manager’s powers, applies to third parties only after it is recorded in the Commercial Register. Banks, landlords and customers therefore act on the registered extract, not on the resolution. File the change at the Ministry of Commerce first, then update the bank mandate and the platforms.

Can the partners dismiss a manager who is also a partner?

Yes. Article 164 allows the partners to dismiss any manager, whether appointed in the memorandum or by separate contract, and requires them to appoint a replacement. A partner-manager may not vote on the resolution concerning their own dismissal. If the partners cannot agree, partners representing at least one quarter of the capital may ask the competent judicial body to dismiss the manager.

What happens if the only manager resigns or cannot be reached?

Article 163 requires the partners of a limited liability company with a single manager to appoint a new one within 15 days of becoming aware of the vacancy, and allows the auditor or any partner to convene the general assembly for that purpose. The register must always show at least one manager, so add the replacement before the outgoing manager is removed.

Does a foreign-owned LLC have to inform the Ministry of Investment about a new manager?

Yes. Foreign investors hold an investment registration with MISA under the Investment Law in force since February 2025, and the Ministry of Commerce memorandum amendment service requires the investment registration to be amended where the change calls for it. MISA lists updating establishment information at 5 working days and changing the account manager at 1 working day, with the fee set on approval.

Which platforms must be updated after the Commercial Register shows the new manager?

Qiwa for labour and work permits, GOSI for social insurance, ZATCA for tax and e-invoicing, Absher Business and Muqeem for expatriate employees and visas, Balady for municipal licences, the Chamber of Commerce for signatories, and the bank mandate. Each platform holds its own authorised users, so the register change alone does not remove the former manager’s access.