In the current Syrian context, real estate development appears to be the most effective way to address informal settlements and rehabilitate the vast areas damaged by the bombing of the former regime's forces, in addition to being a key tool for urban development.
While traditional contracting methods are no longer sufficient to address these issues, the need to establish a framework for real estate development became urgent. Although the legislature responded quickly after liberation with Decree No. (114) of 2025, implementation gaps persist. This is not only due to the complex interplay of property, land, and housing rights (HLP) and the long-standing real estate problem in Syria, but also to the challenges posed by the novelty of the real estate development experience and the absence of a stable and robust procedural and contractual methodology that provides stability and legal security for both parties.
The investor and real estate developer are not primarily seeking advantages and exemptions, but rather clarity and stability in legal procedures, and ensuring their projects are not hindered by bureaucracy and weak administrative responses to their requirements.
Therefore, given the scarcity of real estate development projects in Syria and the accompanying fundamental changes to its legal framework, this paper aims to shed light on the methodological framework for these processes. The ultimate goal is to ensure legal stability, protect public funds, safeguard citizens' constitutional rights to property and housing, and uphold the principles of transparency and equal opportunity in administrative contracts.
First: The Concept of Real Estate Development
According to Investment Law No. (18) of 2021 and its amendments (Law No. 2 of 2023 and Decree No. 114 of 2025), the legislator defined a "real estate developer and investor" as: a natural or legal person, Syrian or non-Syrian, licensed to conduct real estate development and investment activities in the Syrian Arab Republic in accordance with the provisions of this law.
In practice, the developer is the entity that acquires land, conducts feasibility studies, obtains licenses, secures financing, appoints contractors for implementation, and bears the risks of profit and loss. The developer also provides ready-made plots to the administrative unit and markets and sells the real estate product to the end user. Therefore, it can be said that real estate development and investment goes beyond the concept of construction to become the creation of a place to generate investment profit.
Second: The Legal and Institutional Framework
Following the repeal of the Real Estate Development Law and the Real Estate Development Authority, the real estate development sector in Syria is now governed by Investment Law No. (18) of 2021 and its amendments, and the executive regulations issued by Decree No. (1) of 2025. (It should be noted that, to date, the sector lacks a regulation governing the practice of the real estate development profession.)
The institutional and legal frameworks are distributed as follows:
1. The supreme authority is represented by the Supreme Council for Economic Development, which is the sole entity authorized to issue decisions establishing real estate development zones and determining their incentives. 2. The executive authority is the Syrian Investment Authority, through its Investor Services Center and its branches in the governorates, in addition to the responsible entities (administrative units) designated by the establishment decree. 3. Establishment and Licensing: The establishment of joint-stock companies, limited liability companies, single-person companies, branches of Arab and foreign companies, and special purpose vehicles (SPVs) is permitted. The minimum capital for development companies and branches of foreign companies is determined by a decision of the Supreme Council for Economic Development based on a proposal from the board of directors, and the funds are deposited in Syrian banks. It is prohibited for any person or Any entity negotiating or practicing the profession without first obtaining a real estate developer license from the Syrian Investment Authority is prohibited.
Third: The Legal Methodology for Designating a New Development Zone
The purpose of designating real estate development zones is to establish cities and residential suburbs, address informal housing, create areas for economic activities and investment events, and establish specialized service areas.
- Spatial Determinant and Strategic Alternative to Expropriation: The area must be outside restricted and protected zones (military, archaeological, etc.), and its property record must be free of any encumbrances preventing disposal.
According to the provisions of Resolution No. 1 of 2025 (particularly Articles 33 and 49), the process begins with a request submitted by the public entity to the Investment Authority, which studies it and designates the area. The Authority then submits the request to its Board of Directors, which presents its proposal to the Supreme Council for Economic Development for the issuance of a designation decision. This process achieves the regulatory and real estate objectives of consolidating and planning the area, replacing unfair expropriation mechanisms.
- Components of the Designation Proposal File: Legal requirements necessitate the preparation of a comprehensive file that includes: the name of the area, its location, Its area, administrative affiliation, topographic plan, and recent satellite images cross-referenced with previous images to establish the actual situation. The file also requires a statement of the external boundaries, a document from the relevant administrative unit regarding the zoning status, and real estate registration data proving the absence of any encumbrances. In addition, a report from a specialized technical committee is required, including (a survey and description of the records, a list of occupants, an inventory of properties, and a field survey to identify the actual occupants), a statement of regional planning data (infrastructure and facilities), the proposed planning program, a study of the necessary estimated investments, and a memorandum of technical and economic justifications for the proposed development, along with the designation of the responsible entity.
- Distribution of Executive Roles: The responsible entity (the administrative unit) forms a real estate and social survey committee with restricted powers to document the initial situation and regulate occupants, in addition to obtaining spatial approvals and preparing the planning program. Meanwhile, the Investment Authority (through its branches) is responsible for drafting the economic feasibility study, the initial evaluation of estimated investments, and the legal framing of the file for submission.
Fourth: Methodology Legal Procedures for Dealing with Newly Developed Areas (Negotiation and Contracting Phase)
To secure contracts in previously developed areas, the following legal obligations must be strictly adhered to:
1. A notation must be made on the property register, and procedures must be completed.A field survey will be conducted to establish the physical and legal status of the area. Technical, financial, and legal terms and conditions will be prepared. Negotiations outside of these documents, which determine the fair value of the management's share, are prohibited. Transparency and Equal Opportunity: The project will be announced for a minimum of 15 days to ensure complete transparency.
Negotiations and contract awarding will strictly adhere to the principle of equal opportunity stipulated in the Investment Law; no bid will be considered except based on technical and financial criteria that serve the best interests of the project. Negotiations and contracts are prohibited except with entities holding a valid license and classification as real estate developers and investors. Any negotiation with unlicensed entities is considered null and void. The contract will be drafted by qualified legal and financial experts to ensure full compliance with applicable regulations.
It must also include a binding clause prohibiting the developer from claiming any compensation or modifying the agreed-upon share percentage, regardless of any price fluctuations. Pre-allocation of state-owned property is prohibited. Ownership of residential and service plots is transferred to the developer gradually and in proportions that correspond exclusively to the actual physical completion rates, while ownership of public facilities (Category 1) is transferred free of charge to the administrative unit. Off-plan sales require the developer to open an escrow bank account into which subscribers' funds are deposited and which can only be disbursed based on progress reports, thus protecting citizens and preventing project delays.
Fifth: Recommendations
The paper concludes with the following recommendations:
1. Replace expropriation with the Urban Planning Law and activate the tools of the Investment Law. Develop local investment policies: Administrative units should prepare investment policies for the governorates that align with the state's general direction, through partnership with local communities. In a manner that does not violate values, customs, and traditions, and that protects the history and architectural character of cities.
Ensuring equal opportunities by mandating prior announcement of any project and guaranteeing that contract awards are based solely on technical and financial criteria that serve the public interest. Regulating negotiations through formal, standardized minutes and subjecting them to continuous review by legal and financial experts to ensure full compliance with legislation. Subjecting draft contracts and terms of reference to prior review by the Central Financial Control Authority as a pre-approval requirement, thus safeguarding the work. Completing the legislative framework, including the regulations governing the real estate development profession and the procedures manual for the Investor Services Center (One-Stop Shop). Ensuring continuous project governance through specialized committees.
Judge Hussam Al-Shahna - Zaman Al-Wasl
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