What does an outsourced General Counsel do for a business in Saudi Arabia?

The work an in-house General Counsel would do, without the hire: reading and negotiating contracts, keeping the investment registration, regional headquarters and employment position in order, running data-protection compliance and taking the commercial lead when a dispute starts. Dinmore Bell does this on a fixed monthly fee from the UAE. It does not hold a Saudi licence, so Saudi-licensed lawyers are instructed for court work and anything else Saudi law reserves to them.

Do I need a regional headquarters in Saudi Arabia to win government contracts?

Often, yes. Controls issued by the Ministry of Finance, effective from 1 January 2024, limit the ability of Saudi government agencies to contract with foreign companies that do not have a regional headquarters in the Kingdom, with limited exceptions. A licensed RHQ also brings a 30-year corporate income and withholding tax relief on qualifying activities and a 10-year exemption from Saudisation requirements, in return for minimum staffing commitments.

Do foreign investors still need a MISA licence?

The new Investment Law, issued by Royal Decree M/19 in 2024 and expected to take effect in February 2025, replaces the old investment licence with a registration process that applies to local and foreign investors alike, with the Ministry of Investment keeping a national register of investors. The detail of what a particular business must register, and when, is worth checking against the implementing regulations before set-up.

Do contracts in Saudi Arabia have to be in Arabic?

Arabic is the official language of the Saudi courts, and a document in a foreign language must be filed with a certified Arabic translation prepared by a licensed office. So a contract that may one day be enforced in Saudi Arabia needs an Arabic version someone has actually checked against the English, and a clear clause on which text prevails. We arrange that deliberately at signing rather than at the point of a claim.

Does the Saudi PDPL apply to my company?

If you process personal data in the Kingdom, very likely. The Personal Data Protection Law came into force on 14 September 2023 with a one-year transition period, and is supervised by SDAIA. Fines run up to SAR 5 million and can be doubled for repeat violations, and transfers of personal data outside the Kingdom need an approved mechanism such as standard contractual clauses.

Can Dinmore Bell represent me in the Saudi courts?

No. Under the Saudi Code of Law Practice, only lawyers registered on the list of practising lawyers may litigate on behalf of others before the courts. Dinmore Bell is not licensed in Saudi Arabia. Where proceedings are needed we instruct a Saudi-licensed lawyer, agree scope and fee before the work starts, and keep managing the commercial side of the dispute.

The Kingdom

OutsourcedGeneral Counsel.Saudi Arabia.

An outsourced General Counsel for Saudi Arabia is a senior lawyer and team retained on a fixed monthly fee to run a company's legal function in the Kingdom: investment registration and regional headquarters, Saudisation, PDPL data protection, government tenders and contracts. Dinmore Bell provides it from the UAE and instructs Saudi-licensed lawyers wherever Saudi law requires one.

A retained legal and commercial function for companies entering or trading in Saudi Arabia from the UAE or the UK: market entry, Saudisation, data protection and government contracts held in one place, with Saudi-licensed lawyers instructed for what only they can do.

Setting up

Registration, licences and the RHQ rule.

The rules for entering the Saudi market changed substantially between 2023 and 2025. A business planning its entry from a brief written before then is planning against the wrong law.

Running the group from Dubai: outsourced General Counsel in the UAE

Registration replaces the investment licence

The new Investment Law, issued by Royal Decree M/19 in 2024 and expected in force from February 2025, replaces the old investment licensing regime with a single registration that applies equally to Saudi and foreign investors, and the Ministry of Investment keeps a national register of investors. It simplifies the front door. It does not remove the sector licences, the commercial registration or the obligations that follow once the company trades.

The regional headquarters question

Since 1 January 2024, controls approved by the Council of Ministers and issued by the Ministry of Finance limit the ability of Saudi government agencies to contract with foreign companies that have no regional headquarters in the Kingdom. A licensed RHQ carries a 30-year relief from corporate income tax and withholding tax on qualifying activities and a 10-year exemption from Saudisation requirements. In return it must hire at least 15 full-time employees within a year of the licence, including senior executives. For a company whose customers are government entities, this is a commercial decision before it is a tax one.

Saudisation

Nitaqat decides who you can hire.

Employment in the Kingdom runs through Nitaqat, and the band a company sits in decides what it is allowed to do next.

Five bands, calculated for your activity

The Ministry of Human Resources' Nitaqat Mutawar programme places every company in one of five ranges: Red, Low Green, Medium Green, High Green and Platinum. The required Saudi share is no longer read off fixed size bands; it is calculated from the company's headcount using fixed values for its economic activity, so two businesses of the same size can face different targets.

Red is a hard stop

A company in the Red range cannot apply for new expatriate work visas or renew the work permits of the expatriates it already employs. That makes Saudisation a hiring-plan question to be settled before the first offer letters go out, not an HR report to read at the year end.

Data protection

PDPL is not GDPR with a new name.

Saudi Arabia has a full data-protection law with its own regulator, and businesses used to the UK GDPR should not assume it works the same way.

Start with a Scope Analysis

In force, and now enforced

The Personal Data Protection Law, issued in 2021 and amended in 2023, came into force on 14 September 2023 with a one-year transition period. SDAIA, the Saudi Data and AI Authority, is the competent authority. Fines reach SAR 5 million and may be doubled for repeat violations, and certain disclosures of sensitive data can carry imprisonment.

Data leaving the Kingdom

Transfers of personal data outside Saudi Arabia need an approved basis, such as SDAIA-approved standard contractual clauses, binding corporate rules or certification. For a group that runs its systems from Dubai or London, the transfer map is usually the first thing to fix.

Contracts and disputes

Drafted in English, enforced in Arabic.

Contracts in the Kingdom are written in English often enough, but they are enforced in Arabic, under a civil law that was codified only recently.

Arabic is the language of the courts

Arabic is the official language of the Saudi courts, and documents in a foreign language must be filed with a certified Arabic translation from a licensed office. The Civil Transactions Law, in force since December 2023, codifies Shari'ah principles for civil dealings in a single statute. A contract that may be enforced here needs a checked Arabic text and a clear clause on which version prevails.

Courts, limitation and arbitration

The Commercial Courts Law of 2020 introduced a five-year limitation period for commercial claims. The alternative is arbitration: the Saudi Center for Commercial Arbitration's rules have applied to cases filed since 1 May 2023, under an Arbitration Law inspired by the UNCITRAL Model Law, and the Kingdom has been party to the New York Convention since 1994.

Who appears for you

The Code of Law Practice reserves litigation on behalf of others to lawyers registered as practising in the Kingdom. Dinmore Bell holds no Saudi licence and does not appear before the Saudi courts; we instruct Saudi-licensed lawyers, brief them, agree the fee first and stay responsible for the commercial strategy.

Selling to government

Tenders, Etimad and local content.

Government entities and the projects they fund are among the largest buyers in the Kingdom, and they buy under their own procurement law and local-content rules.

Government contracts across the border: Abu Dhabi

The tender law and Etimad

Government buying runs under the Government Tenders and Procurement Law of 2019, through Etimad, the unified electronic procurement portal. The tender terms are the buyer's, and the work is reading them closely enough to price the risk before the bid is submitted.

Local content is scored

The Local Content and Government Procurement Authority keeps a Mandatory List that government entities generally have to follow, and foreign products are evaluated as if priced 10 per cent higher than their bid. A supplier's local content position is part of its price.

Against the alternatives

Three ways to cover Saudi legal work.

A company entering the Kingdom is usually choosing between a Riyadh firm, a local hire and a retained function that already carries its UAE or UK work.

Fractional General Counsel in the UAE

How an outsourced General Counsel compares with the alternatives
What is being compared	Dinmore Bell	Saudi law firm	In-house hire
Cost	Fixed monthly fee; Saudi lawyers' fees agreed before instruction.	Hourly, at Riyadh rates, as instructed.	A Saudi package, plus the hire's effect on the company's Nitaqat band.
UAE and UK entities	Same function across the group, briefed once.	Separate instruction for each jurisdiction.	Depends on where the hire is qualified.
RHQ, PDPL and tenders	Owned as ongoing work, not one-off advice.	Advised on when asked.	One person's experience.
Saudi court work	Instructed to Saudi-licensed lawyers we brief and manage.	Conducted directly by licensed lawyers.	Instructed by the employee.

Dinmore Bell

Cost: Fixed monthly fee; Saudi lawyers' fees agreed before instruction.
UAE and UK entities: Same function across the group, briefed once.
RHQ, PDPL and tenders: Owned as ongoing work, not one-off advice.
Saudi court work: Instructed to Saudi-licensed lawyers we brief and manage.

Saudi law firm

Cost: Hourly, at Riyadh rates, as instructed.
UAE and UK entities: Separate instruction for each jurisdiction.
RHQ, PDPL and tenders: Advised on when asked.
Saudi court work: Conducted directly by licensed lawyers.

In-house hire

Cost: A Saudi package, plus the hire's effect on the company's Nitaqat band.
UAE and UK entities: Depends on where the hire is qualified.
RHQ, PDPL and tenders: One person's experience.
Saudi court work: Instructed by the employee.

What it costs

One retainer, with local fees agreed up front.

Saudi work is priced on the same published tiers as our UAE clients, from AED 7,050 (about SAR 7,200) a month. Fees for Saudi-licensed lawyers are quoted separately and agreed before they are instructed.

Pricing set in GBP · shown in GBP

Foundation

Your contracts, managed. Counsel on demand.

from

£1,500

per month

Full contract lifecycle management
Capped legal and commercial questions
Drafting and review from our playbooks
Monthly strategic call

Scope this →

Embedded

Most engaged

Your outsourced legal and commercial function.

from

£4,000

per month

Everything in Foundation, uncapped
Active matter ownership and negotiation
Management of your legal@ inbox
Governance, regulatory and banking
Coordination of specialists

Scope this →

Counsel

By invitation

Outsourced GC and Founder Office.

from

£8,500

per month

Everything in Embedded, bespoke
Senior-led strategic and board support
M&A, transactions and expansion
White-label under your brand

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Bespoke

Scoped to the brief

A function built to a brief that no tier describes.

Scoped

Fixed fee or monthly

Custom recovery and dunning systems, built on our platform
A named compliance officer inside your business
Company set-up and licensing across the corridor
Project frameworks for a raise, an entry or a disposal
Workflow and reporting design for an existing in-house team

Scope this →

Common questions

What does an outsourced General Counsel do for a business in Saudi Arabia?: The work an in-house General Counsel would do, without the hire: reading and negotiating contracts, keeping the investment registration, regional headquarters and employment position in order, running data-protection compliance and taking the commercial lead when a dispute starts. Dinmore Bell does this on a fixed monthly fee from the UAE. It does not hold a Saudi licence, so Saudi-licensed lawyers are instructed for court work and anything else Saudi law reserves to them.
Do I need a regional headquarters in Saudi Arabia to win government contracts?: Often, yes. Controls issued by the Ministry of Finance, effective from 1 January 2024, limit the ability of Saudi government agencies to contract with foreign companies that do not have a regional headquarters in the Kingdom, with limited exceptions. A licensed RHQ also brings a 30-year corporate income and withholding tax relief on qualifying activities and a 10-year exemption from Saudisation requirements, in return for minimum staffing commitments.
Do foreign investors still need a MISA licence?: The new Investment Law, issued by Royal Decree M/19 in 2024 and expected to take effect in February 2025, replaces the old investment licence with a registration process that applies to local and foreign investors alike, with the Ministry of Investment keeping a national register of investors. The detail of what a particular business must register, and when, is worth checking against the implementing regulations before set-up.
Do contracts in Saudi Arabia have to be in Arabic?: Arabic is the official language of the Saudi courts, and a document in a foreign language must be filed with a certified Arabic translation prepared by a licensed office. So a contract that may one day be enforced in Saudi Arabia needs an Arabic version someone has actually checked against the English, and a clear clause on which text prevails. We arrange that deliberately at signing rather than at the point of a claim.
Does the Saudi PDPL apply to my company?: If you process personal data in the Kingdom, very likely. The Personal Data Protection Law came into force on 14 September 2023 with a one-year transition period, and is supervised by SDAIA. Fines run up to SAR 5 million and can be doubled for repeat violations, and transfers of personal data outside the Kingdom need an approved mechanism such as standard contractual clauses.
Can Dinmore Bell represent me in the Saudi courts?: No. Under the Saudi Code of Law Practice, only lawyers registered on the list of practising lawyers may litigate on behalf of others before the courts. Dinmore Bell is not licensed in Saudi Arabia. Where proceedings are needed we instruct a Saudi-licensed lawyer, agree scope and fee before the work starts, and keep managing the commercial side of the dispute.