Executive summary

Executive Decree No. 25-304, issued on 16 November 2025, outlines the terms and conditions for obtaining prior authorization for the transfer of shares or equity interest in Algerian companies engaged in activities within strategic sectors.

The decree was issued in accordance with Article 52 of Law No. 20-07, dated 4 June 2020, which pertains to the regulation of foreign investments in Algeria.

Key provisions

Authorization requirement: Before transferring any stock or equity interests to foreign individuals or legal entities, or to Algerian entities predominantly owned by foreign persons, companies operating within strategic sectors must obtain authorization from the relevant ministerial department overseeing the company's activities (as provided by Article 52 of Law No. 20-07, dated June 4, 2020). "Strategic sectors" include industries involving: mining; energy production; national defense; transportation (railways, shipping ports and airports); and pharmaceuticals.

Application process: Companies wishing to transfer shares must submit a request to the appropriate ministerial department. This request must include specific information, such as:

• The reason for the transfer
• The identity of the transferring party (individual or company)
• The identity of the receiving party (individual or company)
• The number of shares being transferred and their percentage of the company's capital
• The nominal and actual value of the shares
• The total amount of the transfer
• The capital structure of the company post-transfer

Upon submission, the ministerial department will issue a receipt of deposit, which does not constitute prior authorization.

Response timeline: The ministerial department is required to respond to the authorization request within a maximum of 60 days from the date of receipt.

Rejection criteria: Requests for prior authorization will be automatically rejected if there are indications of:

• Potential threats to public order, safety, health or the country's economic interests
• Involvement of the transferee in corruption or financial crimes

Additional requirements for public enterprises: State-owned economic companies must request and receive prior authorization, as well as prior approval from the State Participation Council.

Consultation with other departments: Before making a decision, the ministerial department must consult with various governmental departments, including those responsible for national defense, foreign affairs, interior, justice, finance and health, as well as the Bank of Algeria.

Implications

Stakeholders involved in share transfers within strategic sectors should be aware of these new regulations and ensure compliance to avoid delays or rejections.