Introduction

On April 16, 2026, Kuwait’s Ministry of Commerce and Industry (MOCI) issued Ministerial Resolution No. 37 of 2026 (the “Resolution”), introducing significant amendments to the beneficial ownership disclosure framework originally established under Ministerial Resolution No. 4 of 2023. This new Resolution is part of Kuwait’s broader drive to strengthen regulatory compliance, enhance corporate transparency, and align with evolving international anti-money laundering and counter-terrorism financing standards.

In this article, we break down the Resolution’s key provisions, what they mean for businesses operating in Kuwait, and the immediate compliance steps your organization should consider.

Background

Kuwait’s beneficial ownership regime was first introduced through Ministerial Resolution No. 4 of 2023, which set out the procedural framework for identifying and disclosing the ultimate beneficial owners of legal persons registered in Kuwait. That framework was issued under, among other legislation, Law No. 106 of 2013 on Anti-Money Laundering and Counter-Terrorism Financing and has since been amended several times, most recently under Ministerial Resolutions No. 16 of 2025 and No. 171 of 2025, to refine its scope and enforcement mechanisms.

Under the pre-existing regime established by Resolution No. 4 of 2023 (as amended prior to the new Resolution), legal persons  were already required to maintain beneficial ownership registers, identify individuals exercising direct or indirect control (including through ownership of 25% or more of share capital or voting rights), and submit updated disclosures to the MOCI upon incorporation, renewal, or any change in ownership structure.

Key Amendments Introduced by Resolution No. 37 of 2026

The Resolution amends Article 17 of Ministerial Resolution No. 4 of 2023 in three material respects:

A. Beneficial Ownership Disclosure as a Mandatory Licensing Condition

Under the revised Article 17, no commercial license may be issued or renewed unless full compliance with beneficial ownership disclosure requirements is demonstrated. While the previous iteration of Article 17 contained a similar prohibition, the amended provision clearly reinforces beneficial ownership compliance as an absolute, non-negotiable precondition to licensing, effectively elevating it from a mere routine filing requirement to a critical gatekeeper to market access and continued commercial operations.

B. Administrative Penalties

The Resolution introduces administrative fines ranging from a minimum of KWD 1,000 to a maximum of KWD 10,000 per violation. These penalties apply in circumstances where a legal person fails to disclose its beneficial owner(s) or submits incorrect or misleading information in connection with its beneficial ownership declarations.

C. Expanded Scope of Personal Liability

Crucially, the Resolution extends the same penalty regime to any natural person who is knowingly registered as a beneficial owner on an incorrect basis, as well as to any party who participates – in any manner – in providing or submitting information to the competent authorities that such party knows to be inaccurate. This provision significantly expands the enforcement perimeter, capturing not only the disclosing entity but also individuals and third parties complicit in supplying false data.

Practical Implications for Businesses

The Resolution carries immediate and tangible consequences for businesses operating in Kuwait. Given that beneficial ownership compliance is now an express condition for licensing and renewal, any entity that has not submitted or has submitted incomplete or inaccurate) beneficial ownership disclosures risks being unable to obtain or renew its commercial license, thereby facing potential operational disruption and regulatory exposure.

Moreover, the extension of personal liability toknowingly non-compliant individuals broadens the risk profile beyond corporate officers and shareholders to potentially include advisers, agents, or nominees involved in the preparation or submission of beneficial ownership declarations. Entities should therefore review not only their own internal records but also the accuracy of information provided by third-party nominees or agents acting on their behalf.

The existing framework under Resolution No. 4 of 2023 already requires legal persons to update their beneficial ownership registers within fifteen days of becoming aware of any changein beneficial ownership, and to submit those updates to the MOCI upon incorporation, renewal, or any structural modification. The new Resolution’s heightened enforcement posture underscores the importance of maintaining timely and accurate records.

Recommended Compliance Steps

In light of the Resolution and the broader obligations under Ministerial Resolution No. 4 of 2023 (as amended), businesses should consider taking the following immediate actions:

1. Conduct a comprehensive reviewof your current beneficial ownership register to ensure all individuals exercise direct or indirect control, including through chains of ownership or other means, are accurately identified and disclosed.
2. Verify that all previous disclosuressubmitted to the MOCI remain current and accurate and file any necessary updates via the MOCI portal without delay.
3. Review the roles and responsibilitiesof any individuals registered as beneficial owners, nominees, or agents to confirm that their registration accurately reflects the underlying ownership and control structure.
4. Implement internal controls and periodic review mechanisms to ensure ongoing compliance and prompt notification of any future changes.

Conclusion

Ministerial Resolution No. 37 of 2026 sends a clear signal: Kuwait intends to enforce beneficial ownership transparency with increasing rigor. The combination of licensing conditionality, escalating financial penalties, and expanded personal liability creates a compliance environment where delayed or incomplete disclosure carries commercial and individual risk. Businesses operating in Kuwait are strongly encouraged to take proactive, timely steps to ensure full compliance ahead of any licensing or renewal applications.

Authors: Mohamed Abdelhamed, Legal Director and Maryam Tarek, Associate