Algeria's 49/51 rule, read from the primary texts

The rule in force, and the article that carries it

The 51 % threshold is no longer the general rule for foreign investment. It survives in two named cases only, and it does not appear in the investment law.

• Applicable text: article 49 of loi n° 20-07 of 4 June 2020, the supplementary Finance Law for 2020, as rewritten by article 165 of loi n° 21-16 of 30 December 2021, the Finance Law for 2022.
• First case: the activity of importing raw materials, products and goods intended for resale in the same state.
• Second case: activities of a strategic character, falling within the sectors defined by article 50 of that same supplementary Finance Law for 2020.
• In those two cases only, a resident national shareholding of 51 % is still required.
• Everywhere else, any other activity producing goods and services is open to foreign investment with no obligation to associate with a local partner.

What Law 22-18 says, and what it does not say

This is the central misunderstanding. The 2022 investment law is repeatedly presented as the text that either abolished or preserved 49/51. It does neither: it contains no ownership cap at all.

• Loi n° 22-18 of 24 July 2022 on investment, published in Journal officiel no. 50 of 28 July 2022, has 41 articles. None of them sets an ownership threshold.
• Article 1: the law governs investments made by natural or legal persons, national or foreign, resident or non resident.
• Article 3: the law enshrines freedom to invest, defined as the freedom of any person, national or foreign, resident or non resident, to decide on their investment in compliance with the legislation and regulations in force, together with transparency and equal treatment of investments.
• Article 13: the effects of future revisions or repeals of this law do not apply to an investment made under it, unless the investor expressly asks for them.
• Article 12: any dispute arising from the application of the law between a foreign investor and the Algerian State goes to the competent Algerian courts, save under bilateral or multilateral conventions ratified by the Algerian State on conciliation, mediation and arbitration, or an agreement between the Agency acting for the State and the investor allowing recourse to arbitration.
• Article 40: the law repeals loi n° 16-09 on investment promotion, except its article 37. It neither repeals nor amends article 49 of the supplementary Finance Law for 2020.

First exception: importing for resale in the same state

In practice this is the wider of the two exceptions, and its wording changed twice between 2020 and 2022.

• Current wording: « l'activité d'importation de matières premières, produits et marchandises destinés à la revente en l'état ».
• Original wording, article 49 of the supplementary Finance Law for 2020: « les activités d'achat revente de produits », noticeably wider since it did not require importing at all.
• The narrowing came with article 139 of loi n° 20-16 of 31 December 2020, the Finance Law for 2021, which replaced the buy-and-resell wording with the import wording.
• That same article 139 required commercial companies with one or more foreign shareholders carrying on this activity to bring themselves into compliance before 30 June 2021, and provided that after that date non conforming trade register extracts cease to have effect.

Second exception: the strategic sectors

Here the answer has two storeys: a list of sectors in the Finance Law, and a list of activities in a decree. The two have not moved at the same pace, and this is the most delicate point in the whole question.

• The statutory storey: article 50 of the supplementary Finance Law for 2020, amended by article 151 of the Finance Law for 2021, rewritten by article 166 of the Finance Law for 2022, then completed by article 205 of loi n° 24-08 of 24 November 2024, the Finance Law for 2025.
• The regulatory storey: décret exécutif n° 21-145 of 17 April 2021 fixing the list of activities of a strategic character, published in Journal officiel no. 30 of 22 April 2021.
• Article 1 of that decree: it fixes the list of strategic activities in the energy and mining, pharmaceutical industry and transport sectors, subject to a resident national shareholding of 51 %.
• Article 2: military industries initiated by or connected with the industrial and commercial public establishments of the economic sector of the Ministry of National Defence are also of a strategic character.
• Article 3: the list of activities in the three sectors of article 1 is annexed to the decree, as codes of the economic activity nomenclature.

Transferring capital and income: article 8 and its 25 % threshold

Owning 100 % of an Algerian company and being able to take the income out of it are two different questions, settled by two different texts.

• Article 8 of Law 22-18: investments made from cash capital contributions imported through the banking channel, denominated in a freely convertible currency regularly quoted by the Banque d'Algérie and sold to it, whose amount reaches minimum thresholds determined by reference to the overall cost of the project, benefit from the guarantee of transfer of the invested capital and of the income arising from it.
• Same article: reinvestment in capital of profits and dividends declared transferable is accepted as an external contribution.
• Same article: the guarantee and the thresholds also apply to contributions in kind of external origin, provided they are valued in accordance with the rules governing the formation of companies.
• Same article: the guarantee also covers the real net proceeds of the sale and liquidation of investments of foreign origin, even where they exceed the capital initially invested.
• The threshold: article 8 of décret exécutif n° 22-300 of 8 September 2022, published in Journal officiel no. 60 of 18 September 2022. It is set at 25 % of the amount of the investment, calculated on the share of foreign-origin financing borne by the investors in the total cost of the investment.

Selling shares in a strategic sector: prior authorisation

This is the most recent limb and the least documented elsewhere. It does not concern forming the company, it concerns a shareholder coming in or going out.

• Article 52 of the supplementary Finance Law for 2020, amended by article 138 of the Finance Law for 2021 and then by article 164 of loi n° 25-17 of 14 December 2025, the Finance Law for 2026.
• As it now reads: any transfer of shares or corporate units held in the capital of an Algerian-law company operating in one of the strategic sectors set out in article 50, made in favour of foreign natural or legal persons or in favour of an Algerian-law company whose capital is majority-held by a foreign person, is subject to the prior authorisation of the empowered services.
• The procedure: décret exécutif n° 25-304 of 16 November 2025, published in Journal officiel no. 78 of 23 November 2025.
• The application is filed by the company that is the subject of the transfer, with the ministry that covers its activity, and gives rise to a deposit receipt which in no way amounts to an authorisation (articles 2 and 4).
• The ministry seised must seek the opinion of national defence, foreign affairs, the interior, justice, finance, domestic trade and health, as well as the Banque d'Algérie, which have thirty days to give an explicit opinion (article 7).
• The application must be refused where there are indications of situations liable to affect public order and security, public health and the country's economic interests, or where the transferee is involved in acts of corruption or of financial and economic crime (article 9).
• The ministry must answer within a maximum of sixty days from the delivery of the deposit receipt (article 10).

Dated history: why your source may be out of date

If you arrived here from a 2017 law firm memo, a 2019 country sheet or a 2021 article, here is exactly what changed in between, and by which text.

What we cannot confirm, and why we say so

A page that claims to settle a question four sources disagree on has to say where its own certainty stops. Here are this page's four limits, as at 22 August 2026, within the Journal officiel issues we hold.

• The consolidated wording of the second sector in article 50. The December 2021 amending text publishes it as an ellipsis with no lead-in words. We do not reconstruct it.
• The definition of « actionnariat national résident ». Article 49 uses the phrase without defining it. The only text in our set that did define it belongs to an ordonnance of which only two articles survive today. We therefore do not present that definition as applicable.
• Whether the annex to décret 21-145 was updated after the 2021 and 2024 rewrites. We found no text amending it, and the decree is still cited as being in force in November 2025. We state that tension, we do not resolve it for any given activity.
• The procedure for transferring dividends outside the article 8 guarantee, which falls under Banque d'Algérie exchange regulations and not under the texts read here.