Investment Managers

Investment Managers

The Kingdom of Saudi Arabia has a thriving domestic investment funds sector under the jurisdiction of the CMA. The role of investment fund managers is crucial, as Saudi investment funds are not separate entities but rather a contract between the fund manager and the unitholders in the relevant fund. Fund managers must be a Saudi joint stock company authorized by the CMA to conduct management activities in the Kingdom of Saudi Arabia, and their responsibilities to unitholders and the CMA are set out in detail in the CMA’s Investment Funds Regulations (the “IFRs”).

Regulation in the IFRs is divided between public and private funds, with the CMA having separate regulation for private real estate investment funds. The Saudi Stock Exchange has listings of:

  • Mutual funds;
  • Real estate investment funds; and
  • Exchange traded funds.


Units in foreign investment funds can be marketed and offered to investors in Saudi Arabia, subject to compliance with the IFRs. The relevant requirements include:

  • The offer must be structured as a private placement, including prior notification to the CMA, and limiting investors in the Kingdom of Saudi Arabia to “sophisticated investors” (for example certain institutions or professional investors) or an amount payable per offeree of not less than SAR1 million;
  • The foreign fund manager being authorized in a jurisdiction that employs regulatory standards and requirements that the CMA deems to be at least equivalent to those of the CMA; and
  • The fund is offered through a local “distributor” that is authorized by the CMA to conduct dealing as agent activities in the Kingdom of Saudi Arabia.


The Z&Co. team has experience advising a range of fund managers and investors (in each case, both foreign and local) on the offering of investment funds in the Kingdom of Saudi Arabia. Recent relevant matters include advising:

  • The SoftBank Vision Fund on the multi-billion dollar investment by the Public Investment Fund;
  • A family group as the majority investor in a Saudi-listed specialist healthcare investment fund;
  • Various global financial institutions on the requirements to offer their funds in Saudi Arabia; and
  • A listed real estate investment fund on a Sharia compliant bank financing.
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