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Document Information:
- Year: 2010
- Country: Iraq
- Language: English
- Document Type: Domestic Law or Regulation
- Topic: CSO Framework Legislation
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In the name of the people
The Presidency Council
According to what has been approved by the Council of Representatives and in accordance with Item
(First) of Article (61) [of the Constitution], as the stipulated legal period in Paragraph (a) of Item (5) of
Article (138) of the Constitution has passed,
The following law has been issued:
Number (12) of the Year 2010
The Law of Non ‐Governmental Organizations
Chapter One
Definitions and Objectives
Article (1): The following terms, used in this law, have the following definitions:
First: Non ‐Governmental Organization : A group of natural or legal persons that have registered
and obtained legal personality according to the terms of this Law to pursue not ‐for ‐profit
purposes.
Second: Foreign NGO : A branch of an organization that has been established according to the
laws of another country.
Third: NGO Network : An NGO registered under the provisions of this Law that consists of other
NGOs with their own legal personalities.
Fourth: The Department : The NGOs Department in the Secretariat of the Council of Ministers.
Article (2): The goals of this law are:
First: To enhance the role played by NGOs by supporting their growth, development and
independence according to law.
Second: To promote the freedom of citizens to establish and join NGOs.
Third: To create a central mechanism to regulate the registration of Iraqi and foreign NGOs.
Article (3): All NGOs shall seek to achieve their objectives through peaceful and democratic means.
Chapter Two
Establishment
Article (4):
First: All natural or legal Iraqi persons have the right to establish, join or withdraw from an NGO
pursuant to the provisions of this law.
Second : Founding members must be:
A. Iraqi nationals or residing in Iraq.
B. Legally competent and be at least (18) eighteen years of age, if natural persons.
C. Not convicted of any non ‐political crime or crime of honor.
Article (5):
First: A NGO is established by submitting an application for registration to the Department,
signed by at least (3) three founding persons. This application must include the following
information:
1. The official name of the organization in Arabic or Kurdish, and English.
2. The official address of the organization certified by a competent official body.
3. The names, phone numbers and e ‐mail addresses (if any) of the founding members.
Second : The establishment application should be attached with the following:
a. The Articles of Incorporation.
b. The NGO’s Bylaws.
c. Copies of the Iraqi nationality certificate and civil identification card of the natural founding
members or the document of residence for foreign residents.
d. The names and contact information of the persons who will be the official point of contact of
the NGO and who shall receive official notifications, answer inquiries related to establishment
and registration.
Article (6): The Bylaws of an NGO must include the following:
First: The official name of the organization in Arabic or Kurdish, or the language of the NGO’s
choice.
Second: The address of the organization’s main office.
Third: A detailed statement of the organization’s objectives.
Fourth: A copy of the logo and stamp of the organization.
Fifth: The organization’s rules of membership. These should stipulate how members obtain and
lose membership and the rights and duties of members.
Sixth: The organizational structure of the organization, election mechanisms and powers of any
other internal committees of the organization.
Seventh: Identifying the body inside the NGO that has powers to modify the bylaws of the NGO
and to make decisions concerning dissolution, merger or division, and moving funds inside the
NGO accord, subject to the requirements of Articles 22(1) and 22(4).
Eighth : Identifying the body that appoints employees of the organization and defines their
compensation.
Ninth : The financial resources of the organization and the sum of annual membership dues if
any.
Article (7): The establishment and registration applications should be exempted from duties.
Article (8):
First: The Department shall decide on the establishment application within (7) seven days of the
date of registration with the Department. Otherwise, the application is considered approved.
Second : The NGO must submit to the Department the registration application within (30) thirty
days of the date of application approval. Otherwise, the application for registration is
considered refused.
Third: The application for registration shall include the following documents:
a. The registration form prepared by the Department, which must include the required
information.
b. Minutes containing the election of the Board of Directors or the decision of
appointment.
Fourth: The Department issues the NGO’s certificate of registration within no more than 30 days
of the date of receiving a registration application that meets the required information and
documents.
Fifth: An NGO obtains legal personality as of the date of issuing the registration certificate.
Sixth: If an application for registration or application for establishment is denied, the
Department must state the reasons of refusal and notify the applicants in writing. Registration
or establishment applications may be refused only if they are in violation of a provision of this
law.
Seventh: The Department’s decision to refuse registration or establishment applications may be
appealed within 30 days of the date of the decision is appealable to the Court of Appeals.
Article (9): The Department keeps a register of NGOs, NGO networks and branches of foreign NGOs
registered with the Department. This register contains the name of the NGO, the network or the branch,
the field of work, its full address and any other actions taken against or penalties imposed on it.
Article (10): All NGOs are prohibited from the following:
First: Adopting any goals or conducting any activities that violate the Constitution or other Iraqi
laws.
Second : Carrying out business so as to distribute money among its members for personal
benefit, or using the organization to evade payment of a tax.
Third : Raising funds to support candidates for public positions, or providing candidates with
financial support.
Fourth: Including a provision of the Bylaws that would distribute funds, grants, or aid among
their members in the event that they are dissolved.
Chapter Three
Membership
Article (11):
First: All members of NGOs must:
a. Be an Iraqi citizen or a resident in Iraq.
b. Be legally competent and at least eighteen (18) years of age.
c. A person under eighteen (18) years of age may join an organization but may not vote on any
resolution.
d. Accept the NGO’s Bylaws in writing.
Second: Organizations that accept foreigners resident in Iraq as members may not have more
than 25% foreign members, with the exception of organizations founded by foreign residents in
Iraq.
Third : Any person has the right to be a member of several NGOs, but may not chair more than
one NGO.
Fourth: NGOs have the right to set their own membership requirements, provided that they do
not violate the provisions of this law, taking in consideration the provisions stipulated in Article
(6) of this law.
Fifth : Members, founders, employees and the directors of an NGO may not be held personally
financially liable for a NGO’s legal or financial obligations. A NGO’s creditors may not seek
repayment for the debts of the NGO from their personal funds.
Sixth : Minors may join the NGO as honorary members only. They may not attend the meetings
of the General Assembly or vote on its decisions.
Article (12): Members of NGOs must be committed to:
First: Disclose and avoid any potential or actual conflict of their personal interests or job with
the interests of the organization and notify the NGO administrative board of such conflicts.
Second : Exclude themselves from attending any meeting or taking any decision of any matter in
which they have a personal interest.
Third : Contractual transactions between the organization and its members must be according to
the NGO’s bylaws.
Chapter Four
Financial Provisions
Article (13): NGOs’ resources consists of:
First : Members’ fees and dues.
Second : Internal or external donations, grants, bequests and gifts.
Third : The revenues from their activities and projects.
Article (14):
First : The NGO pledges to use its funds to fulfill the organization’s goals.
Second : NGOs are eligible to bid on tenders announced by public authorities, provided that the
subject of the procurement process relates to the NGO’s field of expertise.
Third : An NGO may possess any real estate necessary to establish headquarters, branches, or a
place of meeting for its members, or to achieve its goals in accordance with the law.
Fourth: An NGO may sell any property not essential to attaining its objectives according to law.
The property price shall be recorded as revenue to the organization.
Article (15) : An NGO must submit the following to the Department each year:
First: One financial report including a detailed description of the source of the NGO’s funds and
financial transactions.
Second : A report of the NGO’s activities including a briefing on the projects implemented by the
organization during the year.
Article (16) :
First: NGOs should conduct all their financial transactions including receiving and disbursing
financial resources through public or private banks via a bank account.
Second : Only a court may authorize the freezing of the bank account of an NGO.
Article (17) :
First: Public utility NGOs shall be exempted from income tax, VAT, customs duties and sales tax.
Second : Public utility NGOs should seek to achieve a public interest.
Third: The capacity of a public utility organization shall be granted to an NGO or withdrawn from
it under a decision by the Council of Ministers based on a proposal by the Secretary General of
the Council of Ministers.
Chapter Five
Records and Accounts Auditing
Article (18): The NGO and its branches must keep the following records:
First: Members register containing the members’ names, addresses, nationalities, ages and
positions.
Second : A record of decisions containing the decisions of the General Assembly and the Board of
Directors.
Third : A record of accounts including the NGO’s revenues and expenses.
Fourth: A record of monies containing the NGO’s transferable and non ‐transferable money with
the values and details for each.
Fifth : A record of activities and projects including the type of activity or project, the financing
entity and the benefit of it.
Article (19):
First : NGOs must keep all financial documents, reports and records of activities for five years.
Second : Accounting records of NGOs must conform to the legally approved accounting
principles.
Third : An NGO with a budget exceeding 75 million dinars annually must conduct an internal
audit of its accounts each year through a chartered accountant.
Article (20):
First: The Department shall coordinate with the Board of Supreme Audit to audit the NGO’s
accounts if the Department believes that the accounts are manipulated or not accurate. The
auditing body shall inform the organization 30 days before auditing its accounts.
Second : An NGO must provide all required information for auditing purposes.
Third : The Department may not disclose information to entities other than the concerned
governmental bodies.
Chapter Six
Merger and Dissolution
Article (21):
First: NGOs of similar objectives have the right to merge and form a new organization with its
own bylaw based on the bylaw of each.
Second : Procedures of merger and establishment of the new organization shall be subject to
the provisions of this law.
Third : A public utility NGO may only merge with a public utility organization.
Fourth: An NGO may be affiliated with or join an organization, commission, club, firm or
network based outside Iraq.
Fifth: Upon issuance of the registration certificate, the new NGO obtains its legal personality and
becomes the successor to the merged organization with regards to rights and obligations.
Article (22):
First: NGOs may be dissolved voluntarily by a decision of its members and according to its
bylaw, or by a court order.
Second : NGOs must inform the Department within (30) thirty days of a decision to voluntarily
dissolve. The organization must appoint a liquidator or contact the Department to appoint one.
Third : In the event of a court decision of dissolution, the court shall appoint a liquidator.
Fourth : NGOs must submit a statement of their movable and immovable assets. This statement
shall be used to fulfill its obligations. Any assets remaining shall be distributed according to the
NGO’s Bylaws. If these assets were raised from grants, donations and bequests, they shall be
transferred to a successor organization of similar objectives to be determined by Board or the
General Assembly of the NGO.
Chapter Seven
Penalties
Article (23): in consideration of other laws, NGOs may be penalized if they violate this law with the
following penalties:
First: Suspension which is imposed by a Department decision according to the following:
a. The Department must notify an NGO and give it (10) ten days to correct the violation as
of the date of notification.
b. If the violation is not corrected within the period stipulated in Clause (a) of this item, or
was repeated, the NGO’s activity shall be suspended for (30) thirty days.
c. The organization may appeal the suspension decision to the Secretary General of the
Council of Ministers within (10) ten days of the date of notification.
d. The Secretary General of the Council of Ministers must decide on the appeal within (10)
ten days of the being received by the Department. His decision is appealable to the
Court of Appeals within (10) ten days of the date the NGO was notified, or otherwise
considered notified.
Second : Dissolution by a court decision upon a request by the Department in one of the
following cases:
a. Should the NGO conduct activities contrary to the objectives stated in its bylaws or
failed to fulfill the duties stipulated in this law.
b. If proved to have violated any Iraqi laws that are in force.
c. In case the NGO failed to correct the violation despite being notified and suspended and
the period of appeal has expired.
Chapter Eight
Foreign NGOs
Article (24): A branch of a foreign NGO shall be registered in Iraq under the provisions of this law.
Article (25):
First : The NGO branch must present the following documents for registration:
a. The official name of the organization
b. The address of the main office of the Foreign NGO in Iraq, certified by a competent
authority.
c. A detailed statement of the objectives the organization seeks to fulfill in Iraq.
d. The name and contact information of the Foreign NGO’s current Iraq ‐based staff
members.
e. If the staff members are Iraqi nationals, they must provide a copy of their Iraqi
nationality certificate and civil status identity card. If the staff members are foreigners,
they must provide a copy of their passport and residence documents.
f. The bylaws of the mother organization.
g. Duly authenticated documentary proof that the Foreign NGO is registered as a not ‐for ‐
profit non‐governmental organization in its original country.
h. An activity report on the Foreign NGO activities outside Iraq.
Second : Foreign information and documents set out in item (First) of this Article should be
translated into Arabic and approved by an official body indicating accurate translation.
Article (26): An NGO may establish a branch in Iraq under the provisions of this law.
Article (27): All Iraqi laws apply to foreign NGO branches operating in Iraq.
Chapter Nine
NGO Networks
Article (28):
First: Any two or more NGOs registered in Iraq have the right to establish an NGO network
according to this law.
Second: An NGO network must submit an application for registration in accordance with this law
including:
a. Statement of establishment
b. Bylaw of the network
c. Copy of registration certificates of organizations forming the network
Third : The network acquires legal personality independent of the member organizations.
Fourth: A network may join one or more networks.
Fifth : A network may accept the membership of other NGOs registered under this law according
to the following conditions:
a. The representative of a foreign NGO must not be the head of the network.
b. The number of foreign NGOs registered with the network may not exceed (25%) twenty
five percent of the total number of members.
Sixth: All provisions of this law that apply to NGOS also apply NGO networks, including
provisions on legal personality, acquisition, merger, dissolution, rights, duties and penalties. As
such, all provisions on prohibited activities also apply.
Chapter Ten
General and Final Provisions
Article (29): The NGO is permitted to open branches inside Iraq and abroad.
Article (30): The name of organization should not be similar to the name of existing governmental
institutions, political parties and blocs, associations or unions.
Article (31): the NGO must notify the Department of any change to the data and documents submitted
to the Department within (30) thirty days from the date of change.
Article (32): The branches of foreign NGOs have the right to possess movable money according to the
law.
Article (33):
First: The provisions of this law apply to:
a. All NGOs registered in Iraq before enforcement, except for the ones that were
established under special laws.
b. Branches of foreign NGOs registered in Iraq unless stipulated otherwise.
11
Second: NGOs included in the provisions of paragraph (First) of this Article shall be required to
adjust their Bylaws and otherwise comply with the provisions of this law within (180) one
hundred and eighty days of its effective date.
Third: The provisions of this law shall not apply to political parties, labor unions, or associations
and societies that were established according to special laws.
Article (34): The following shall be cancelled:
First: The Law of Societies Relating to Foreigners Number 34 of 1962.
Second : The Law of Societies Number13 of 2000.
Third : The (dissolved) Coalition Provisional Authority Order on Non ‐Governmental Organizations
Number 45 of 2003.
Fourth: The Detachment of NGO Assistance Office Order Number 16 of 2005.
Article (35): The Secretary General of Council of Ministers has the authority to issue instructions to
facilitate the implementation of the provisions of this law.
Article (36): This law is in force from the date of its publication in the Official Gazette.
Justifying Reasons
In order to confirm the right to establish and join NGOs as guaranteed by the constitution and for the
purpose of facilitating the registration of Iraqi and foreign NGOs, this law was enacted.