Article commentary and official references

Scope of application

Article 3 — Revenue threshold test

Determines the revenue included in the group test, aggregation of separate revenue lines, and preceding years without consolidated statements because the group’s entities were newly created.

Short answer

Determines the revenue included in the group test, aggregation of separate revenue lines, and preceding years without consolidated statements because the group’s entities were newly created.

What should you do now?Prepare the four-year schedule with each year’s duration, applicable threshold, total revenue and reconciliation items. Distinguish a year absent because of new creation from a year whose evidence is missing.

Provision in brief

What does the official Article provide?

The official source is Arabic. This English commentary is explanatory and is not presented as an official translation.

Determines the revenue included in the group test, aggregation of separate revenue lines, and preceding years without consolidated statements because the group’s entities were newly created.

This is a verified summary rather than a verbatim reproduction. Consult the official Arabic text, the Law and later decisions before making a final determination.

Madar explanation

What does the Article mean in plain language?

Law Article 3(C) supplies the threshold and period: consolidated revenue of at least EUR 750 million in at least two of the four fiscal years immediately preceding the year examined. Adjust the threshold proportionately for any reference year longer or shorter than twelve months; that rule comes from the Law.

Build the revenue figure from the consolidated statements and aggregate separately presented revenue categories. Include net realised and unrealised investment gains recognised in the profit and loss statement, and income or gains presented as extraordinary or non-recurring. Using the sales line alone can therefore understate revenue for this test.

A preceding year without consolidated statements because the group’s constituent entities were newly created is treated as below the threshold. Missing documents for an existing year are not equivalent to this condition. The rule does not replace the merger and demerger provisions in Regulations Article 37. Revenue of excluded entities remains included under Law Article 3(D).

Who should read this?

MNE groups, Bahrain entities, registration teams and group-structure teams.

Practical action

Prepare the four-year schedule with each year’s duration, applicable threshold, total revenue and reconciliation items. Distinguish a year absent because of new creation from a year whose evidence is missing.

Illustrative Madar example

How can the rule appear in practice?

For a twelve-month reference year, ordinary-activity revenue is EUR 730 million and net investment gains of EUR 25 million are recognised in profit or loss. If those gains are not already included in the first figure, test revenue is EUR 755 million. That year meets the threshold; the other years still determine whether the two-year condition is met.

This illustration is not an NBR case or a binding outcome for a particular fact pattern.
Common mistake to avoid

Testing only the Bahrain company’s sales, omitting non-recurring gains and excluded-entity revenue, or applying a full-year threshold to a shorter reference period.

Legislative connection

Related Articles

Limits of the commentary

Before relying on the result

Is this Article enough on its own?

Usually not. Read it with the connected Law Article, definitions, any effective election and current NBR guidance, especially for an amount or deadline.

Does NBR guidance replace the Regulations?

No. Guidance explains application and supports procedures and examples, but current legislation and decisions prevail in case of inconsistency.

References

Official sources