1. Relevant Legal Framework for Real
Estate and Property Development
in Myanmar
By: Kelvin Chia Yangon Ltd
26 July 2013

2. Land In Myanmar
Area: Largest and least explored
land mass on mainland SEA
 Total: 678,500 sq. km.
 Land: 657,740 sq. km. (about
50% mountains and forests)
 Water: 20,760 sq. km.
Strategically located land
borders:
 Total: 5,876 km.
 Bangladesh: 193 km.;
 China: 2,185 km.;
 India: 1,463 km.;
 Laos: 235 km.;
 Thailand: 1,800 km.
Total Coastline: 2,832 sq. km.
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3. Contents
Overview of Land Laws/Key
Features
Investing in Land in
Myanmar
Commercial and Residential
properties / Hotels
Dealings in Real Property

4. Overview of Land Laws
The Legal Landscape

5. Features of Land
Restricted to Specific Uses
Commercial/ Industrial/
Residential
Agriculture / Livestock Breeding
/ Mining / Others
Rights and Title
URBAN - Freehold/Grant Land
NON-URBAN - Rights to
Cultivate/Utilize
Constitution
Laws Notifications Policies

6. Land Administration
Administrators
Allocated or
CFW Land
Proposed Use Location
Impact on the
State and
Resources
Source
Farmland/Cultivable
land, fallow land and
waste land (CFW)
Government
ministries and state
owned organizations
Myanmar entities and
citizens

7. Investing in Land
in Myanmar

8. Register Company/ Branch office
with the CRO
Applying for a
Permit to Trade
With the CRO
(Business License)
Establishing
a Company
Establishing
a Branch Office
Myanmar
Investment Commission
Approval
Regulated by the
Foreign
Investment Law
Regulated by
the Myanmar
Companies ActExecutive
Committee
Cabinet
Committee
Establishing an Entity

9. Investing under the FIL
 MIC permit is always required for a land related project
 Land must be identified for MIC approval
 Land lease contract has to be submitted
 Land required must not be excessive to the needs
 Land can be leased or can be contributed as capital

10. Commercial/Residential
Developments
Commercial Buildings:Project can
be 100% foreign investment in
BOT system; possible through JV
with local partner
Residential Buildings: only
through JV with local partner;
land to be contributed or leased
Lease period can be 50 +10 + 10
years
Exit through transfer of the lease
and building
Limitations on the sale/long term
leases of individual units
Draft Condominium Law
Ministry of Construction,
YCDC/DHSHD or the Regional
Government

11. Hotels
Ministry of Hotels and Tourism
Project may be wholly foreign
owned, joint venture, or BOT
Lease period may be 50 +10 +
10 years
Management contracts are
permissible by service companies
Commercial Tax of 5% payable on
sale receipts

12. Foreign Investors and Property
No Foreign
Ownership
Limited Rights to
Lease / Use
Rights Granted
under the Foreign
Investment Law
(with an MIC
Permit)

13. Foreign Investors and Property
• Transfer of Immovable Property Restriction Law (TIPRL)
• No dealings of land where a foreign party is involved
General Restriction
• Leases of less than 1 year
• Does not apply to “companies or organizations formed under
common interest with the State”
Exceptions to the Restriction
• May lease land where necessary for the investor’s business
• Period of 50+10+10 Years; Longer period for those who
invest in a less developed and inaccessible location
Foreign Investment Law (2012)

14. Investing in Land under the FIL
 Application to be submitted and approved by the MIC on a project-
basis
 Investment in land may be 100% foreign owned – it is sector driven
 Certain sectors reserved to locals
 Certain sectors are subjected to compulsory joint ventures
 Certain sectors are subjected to special conditions

15. Land rights under the FIL
How?
•Project and Land has been identified ----- Negotiate Lease
From
whom?
•Government
•Private companies/ individuals
Duration
•Currently 50+10+10
•Longerperiod to those who invest in a less developed location where
difficult to access, for the sake of countrywide development.
Payment
•Rental depends on whether the lessor is the Government or private entity
•Government Approval
•Premium for Government Leases

16. Standard Terms of a Lease
Initial Term 50 years
Renewal Term
 Two consecutive terms of 10 years,
 May vary based on the types and volume of the
investment
Rental
 Government linked - Determined by the MIC and
approved by the Union Government
 Ministry must charge a land premium
 Private entities – Market rental to be negotiated
and approved by MIC
Right of
transfer
 Any sub-lease, mortgage, transfer of share,
transfer of business, relating to the land can
only be effected with the permission of the
MIC.
 Such transfer can only be made to a person for
the remaining contractual term and only with
the approval of the MIC.
Other
requirements
 Purpose of land use must be clearly specified in the
lease.

17. Standard Terms: Limitations
 Activities that are not related to the business as set out in the
investment proposal to the MIC
 Natural resources in the land cannot be exploited.
 If natural resources or antiques are discovered on site, the
investor may only continue to use the site with the permission
of the MIC. If no permission is granted, the investor will be
relocated to another location.
 Changes to natural surface, appearance, or altitude of the land
can only be undertaken with the approval of the land owner and
the chief of the region.

18. Standard Terms: Termination
 Failure of the investor to pay rent
 Violation of laws on the part of the investor
 If the investor is blacklisted
 If the MIC decides that the activities pollute the environment,
air and water, or if the residents object due to noise or cultural
disturbances
 For breach of the terms of the contract
 If the investor decides to terminate the business (6 months
notice must be provided to the MIC and the full rental
for the term as set out in the contract must be paid. The
land should be transferred to the owner within a week of the
company’s liquidation)

19. Dealing with Real Property
The Details

20. Acquisition Conversion
Land Acquisition Act – Section
78 of the Farmland Law
Government / Private
Acquisition
Responsibility for Acquisition
Public Purpose
Compensation – Farmland Law
Agricultural land is not to be
used for other purposes.
Land Nationalization Act
La Na 39
Section 78 of the Farmland Law
New Procedures

21. Mortgages/Disposal
Mortgages Created under the Transfer of Property Act
Foreigners restricted under TIPRL
Permitted with the approval of the MIC
Banking sector issues
Disposal Restricted under TIPRL
Permitted with the approval of the MIC
Income and Capital Gains Tax

22. csg@kcyangon.com
Unit 1509, 15th Floor Sakura Tower,
339 Bogyoke Aung San Road, Kyauktada Township,
Cheah Swee Gim
Director, Kelvin Chia Yangon Ltd.