Regulatory Compliance & Advisory
Helping companies operating in Iraq and across borders understand, navigate, and maintain compliance with an increasingly complex and multi-layered regulatory environment — practically and cost-effectively.
Compliance that enables operations — not compliance that constrains them
The purpose of a well-designed compliance programme is not to prevent a company from doing business. It is to ensure that business is done in ways that protect the company from regulatory exposure, reputational risk, and the long-term consequences of non-compliance — while remaining commercially viable and operationally practical.
Companies operating in Iraq and across borders face compliance requirements from multiple directions simultaneously — Iraqi domestic regulation, the anti-corruption and AML regimes of their home jurisdictions, sanctions obligations, and increasingly rigorous corporate governance expectations from investors and counterparties.
Resolute Global’s compliance service is built for this environment. We help companies understand what they are actually required to do, assess how far their current practices fall short, and put in place frameworks that are genuinely fit for purpose — not compliance theatre imported from other contexts without adaptation.
Three Compliance Environments Operating Simultaneously
Companies operating in Iraq typically face compliance obligations from three distinct directions at once. Understanding how they interact — and where they conflict — is the starting point for any effective compliance programme.
Iraqi Domestic Regulatory Obligations
The Iraqi regulatory framework for businesses encompasses commercial law, tax obligations, sector-specific licensing, employment law, and anti-corruption requirements that apply to all entities operating within the jurisdiction.
- Companies Law No. 21 of 1997 — corporate conduct obligations
- Tax registration and filing requirements — federal and KRI
- Sector-specific licensing renewal and compliance reporting
- Employment and social security obligations
- Anti-money laundering requirements under Iraqi law
- Commercial registry maintenance and annual filings
- Local content and Iraqisation requirements in applicable sectors
Home Jurisdiction Extraterritorial Obligations
UK and US-listed or incorporated companies operating in Iraq are subject to extraterritorial anti-corruption and sanctions regimes that apply regardless of where the relevant conduct occurs — and which carry significant penalties for non-compliance.
- UK Bribery Act 2010 — including adequate procedures defence
- US Foreign Corrupt Practices Act (FCPA)
- EU anti-corruption and AML directives (for EU-incorporated entities)
- OFAC and HM Treasury sanctions compliance
- UN Security Council sanctions — relevant Iraq-specific designations
- Modern Slavery Act obligations for UK entities
- Corporate Criminal Liability developments in UK law
Counterparty & Investor Compliance Expectations
Beyond legal obligations, companies operating in Iraq increasingly face compliance expectations from their own investors, lenders, and international counterparties — who require evidence of robust compliance practices as a condition of the relationship.
- ESG and governance reporting requirements from institutional investors
- Development Finance Institution compliance standards (IFC, CDC etc.)
- International bank counterparty KYC and AML requirements
- Supply chain compliance obligations from international customers
- Insurance underwriter requirements for operating in high-risk markets
- Third-party risk management expectations from enterprise customers
Eight Compliance Service Areas
We scope each engagement to what is genuinely needed — from a focused compliance review to a full programme design and implementation support mandate.
Regulatory Compliance Review
A structured assessment of a company’s current compliance posture against its applicable regulatory obligations — identifying gaps, prioritising risks, and producing a clear remediation roadmap. The starting point for most new compliance engagements.
Licensing Requirements & Renewal Management
Ongoing management of the licence and registration obligations that arise once a company is established in Iraq — tracking renewal dates, managing the renewal process with regulatory bodies, and ensuring the company never unknowingly operates outside its licensed scope.
Governance Framework Design
Design and implementation of corporate governance structures appropriate to the company’s size, ownership structure, and operating environment — board composition, committee structures, delegation of authority frameworks, and the oversight mechanisms that make governance substantive rather than nominal.
Anti-Corruption Compliance Programme
Design, documentation, and implementation of an anti-corruption compliance programme that meets the adequate procedures standard under the UK Bribery Act — covering risk assessment, policies and procedures, due diligence, training, monitoring, and review. Adapted for the specific risk profile of operations in Iraq.
Third-Party Due Diligence Programme
Design and implementation of a structured third-party due diligence process — covering identification, risk-rating, screening, and ongoing monitoring of agents, intermediaries, partners, and suppliers. Integrated with our commercial intelligence capability for in-market verification.
AML & Sanctions Compliance
Anti-money laundering and sanctions compliance advisory — covering programme design, screening procedures, customer due diligence standards, and the specific issues that arise in the Iraqi market including exposure through locally-owned intermediaries, politically exposed individuals, and complex ownership structures.
Regulatory Navigation & Government Relations
Managing the relationship between a company and its Iraqi regulators — attending regulatory meetings, responding to enquiries and investigations, managing licensing processes, and maintaining the constructive regulatory relationships that are essential to operating without unnecessary friction in the Iraqi market.
Internal Controls & Policy Development
Development of the internal control frameworks, compliance policies, and codes of conduct that give a compliance programme operational substance. Includes gifts and hospitality policies, whistleblowing frameworks, conflicts of interest protocols, and procurement control standards.
Six factors that make compliance in Iraq more demanding than standard frameworks assume
Compliance programmes designed for mature market operations need to be adapted — not merely translated — for Iraq. The risk profile is different, the regulatory infrastructure operates differently, and the practical challenges of maintaining compliant operations in this environment are not captured by standard frameworks.
Dual jurisdiction — Federal Iraq and Kurdistan Region
Distinct regulatory frameworks with different bodies, processes, and informal dynamics. A compliance programme covering one does not automatically cover the other.
High prevalence of PEPs in the commercial counterparty landscape
Politically exposed individuals appear far more frequently in Iraqi commercial networks than standard risk models assume. Screening needs to reflect the actual counterparty environment.
Informal business practices that create formal compliance exposure
Facilitation payments, relationship-based procurement, and gift-giving practices that are commercially normal in the local environment can constitute violations under FCPA or UK Bribery Act.
Opaque company ownership structures
Beneficial ownership disclosure in Iraq is limited. Standard database checks fail to identify the politically connected or sanctioned individuals who frequently appear in the ownership chains of Iraqi counterparties.
Regulatory inconsistency across sectors and time
The Iraqi regulatory environment is evolving. Rules that applied last year may not apply today. Guidance from one ministry may conflict with guidance from another. Staying compliant requires continuous monitoring, not point-in-time assessment.
Interaction between Iraqi law and home jurisdiction obligations
What Iraqi law permits or requires may conflict with home jurisdiction compliance obligations. Navigating these interactions — particularly in procurement and agent relationships — requires specific expertise in both frameworks.
The highest-priority compliance risk for most international companies in Iraq
For most international companies operating in Iraq, the most significant compliance risk — and the one that carries the most severe financial and reputational consequences — is exposure under extraterritorial anti-corruption legislation.
The UK Bribery Act 2010 and the US Foreign Corrupt Practices Act apply to conduct in Iraq by companies incorporated or listed in those jurisdictions. Both carry substantial financial penalties and criminal liability for individuals. Both provide a defence — adequate procedures under the UK Act — that requires demonstrable compliance infrastructure, not just a written policy.
Building an adequate procedures defence that genuinely reduces exposure in the Iraqi context requires understanding where the actual risks arise in this specific market — not simply importing a standard anti-corruption policy from a lower-risk operating environment.
- Facilitation payment exposure — the most common risk in the Iraqi operating environment
- Agent and intermediary exposure — the primary FCPA and Bribery Act risk vector in Iraq
- Procurement-related exposure in government contracting
- Hospitality and gifts exposure in relationships with government officials
- Joint venture partner conduct exposure
Why compliance in Iraq requires ongoing support, not one-time design
A compliance programme designed and implemented at the point of market entry will become outdated. Iraqi regulatory requirements change. New counterparties with different risk profiles are engaged. The business model evolves. Personnel turn over. Without ongoing maintenance, a compliance programme that was robust at launch becomes a compliance programme that looks robust on paper but no longer reflects operational reality.
We provide ongoing compliance support on a retainer basis — monitoring regulatory developments, managing licence renewals, reviewing new counterparty relationships against compliance standards, and updating compliance documentation as requirements and the business evolve. This is compliance as an operational function, not a one-time project.
Regulatory monitoring & alerts
Ongoing monitoring of Iraqi regulatory developments relevant to your sector and operations — with proactive notification when changes require action.
Licence renewal management
Tracking and managing all Iraqi licence and registration renewal deadlines — ensuring you are never unknowingly non-compliant through missed renewals.
New counterparty compliance review
Assessment of new business relationships against your compliance standards — third-party due diligence and sanctions screening for each new significant counterparty.
Compliance documentation maintenance
Keeping compliance policies, registers, and documentation current — updated to reflect regulatory changes, new risks, and the evolution of your operations.
Compliance query support
On-call advisory for specific compliance questions that arise in the course of operations — a rapid-response resource for your team when novel situations require prompt guidance.
Regulatory body liaison
Managing the ongoing relationship with Iraqi regulatory bodies on your behalf — responding to enquiries, attending meetings, and maintaining constructive relationships with the regulators who matter to your sector.
Compliance Obligations Vary Significantly by Sector
The compliance requirements for a company operating in Iraq vary substantially depending on its sector. These are the most commonly relevant sector-specific frameworks we advise on.
Energy & Oil and Gas
Ministry of Oil licensing, environmental compliance, local content obligations, and the specific anti-corruption exposure in government oil contracts and service agreements.
Construction & Infrastructure
Government procurement compliance, subcontractor due diligence obligations, health and safety regulatory requirements, and anti-corruption risk management in public works contracting.
Healthcare & Pharmaceuticals
Ministry of Health licensing, pharmaceutical import and registration requirements, medical device compliance, and anti-corruption obligations in healthcare procurement.
Financial Services
Central Bank of Iraq licensing and prudential compliance, AML and KYC obligations under Iraqi banking law, and the extraterritorial AML requirements of home jurisdiction regulators.
Technology & Telecoms
CMC (Communications and Media Commission) licensing, data protection obligations, and sector-specific procurement compliance in government technology contracts.
Retail & Consumer Goods
Ministry of Trade import licensing compliance, product registration requirements, consumer protection obligations, and brand protection enforcement through available regulatory channels.
Logistics & Transport
Customs and import/export compliance, freight licensing, port and airport regulatory requirements, and anti-corruption risk management in customs interactions.
Cross-Sector Anti-Corruption
FCPA and UK Bribery Act compliance applicable across all sectors — agent due diligence, facilitation payment risk management, and adequate procedures programme design.
Have a compliance gap, regulatory question, or programme to build?
Contact us for a confidential initial conversation about your compliance situation. We will tell you at that point what the priority issues are and how we would approach them — with no obligation to proceed.
Services That Work Alongside Compliance
Effective compliance depends on good intelligence, well-structured entities, and sound corporate governance. These services provide the foundations.
Speak to a compliance adviser directly
Have a specific compliance question about operating in Iraq, or want to discuss your current compliance exposure? Message us directly in English or Arabic — same-day response.