16th Conference on Islamic Capital Markets

Shariah committee approved Manfa`ah structure for software companies


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Shariah committee approved Manfa`ah structure for software companies

Manfa’ah security is one of the innovative corporate Sukuk structures that finance companies and the government in Iran. Securities and Exchange Organization passed the resolution for issuing Manfa’ah security in 2016. This Sukuk has been issued by the government and private sector in several cases.


Shariah committee of SEO recently approved issuing Manfa’ah security based on the benefits of a mobile application. In this structure, the owner of the application assigns the whole or a part of the benefits of the mobile app to investors for a certain period to the investors in exchange for a certain amount in one lump sum payment. The Sukuk holders as the owners of the app’s benefits, will appoint the owner app's owner as the attorney (Wakil) to operate these benefits. Therefore, a part of the proceeds from the application will belong to the Sukuk holders until maturity. Proceeds from the application will be paid to Sukuk holders at certain times, and the actual profit will be calculated and settled at maturity.

In order to manage the Sukuk’s profit rate, the originator determines the minimum and maximum profit. At maturity, If the definite income from benefits is less than 23% (minimum income), the originator is committed to compensate from his resources, and if the income from the interest is more than 28%, the originator can the excess amount as Wakil's fee.

The Shariah committee approved that this corporate Sukuk structure can be issued based on the Ijarah or Solh agreement. If the Sukuk issuance is based on the Ijarah contract, the secondary market would be based on the second Ijarah. In other words, the Sukuk holder rents the underlying asset. If he sells the Sukuk on the secondary market, he releases the underlying asset at a higher price. From the Imamiya jurisprudence point of view, releasing assets at a higher price is prohibited in 7 cases unless the tenant does something new on the leased asset. In order to correct the secondary transaction of Manfa’ah security at a higher price, the Shariah committee had previously approved that the originator should be committed to performing continuous service on the underlying asset. Because mobile application is not one of the specified cases, the obligation of the originator to perform continuous service on the asset is not mandatory. Also, if the Manfa’ah security construct based on Solh contract, the secondary transactions will be correct anyway.

This method of financing can be an attractive mechanism for service companies to develop their business by transferring part of their services to investors and raising funds.



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