بررسی فقهی اوراق مزارعه در بازار سرمایه ایران و امکان پیوند آن با نظام بانکی

1. Introduction and Objective
Islamic financial systems need instruments that comply with Shariah while responding to the financing requirements of the real economy. Agriculture is especially important in this regard because it directly affects food security, employment, regional development, and social welfare, yet it frequently suffers from limited access to stable and diversified finance. In Iran, agricultural financing has remained heavily dependent on banks. At the same time, banks have generally preferred contracts with predetermined or relatively fixed returns over participatory contracts exposed to production and market risks. Consequently, although the sharecropping contract (Muzara’ah) is recognized in Iranian law and Islamic banking legislation, its practical application has remained limited.
Muzara’ah is a participatory agricultural contract under which land or the right to use it is provided to a cultivator for a specified period, and the resulting crop is divided between the parties according to agreed proportional shares. Its direct connection with productive activity and risk sharing makes it a suitable jurisprudential basis for Islamic securities. Muzara’ah Sukuk can represent investors’ undivided ownership in agricultural land, usufruct, inputs, or the benefits generated by cultivation. Through securitization, small and large funds may be pooled and directed toward agricultural projects without severing finance from real economic activity.
This study aims to examine the jurisprudential validity and operational feasibility of Muzara’ah Sukuk in Iran’s capital market and to assess the possibility of linking this instrument to the money market through bank participation. It investigates whether the classical requirements of Muzara’ah can be reconstructed within a modern Sukuk structure, whether secondary Muzara’ah and multiple contracting parties are permissible, and how production inputs and obligations may be allocated. The study also identifies the principal models of Muzara’ah Sukuk, proposes a bank-based operational model, and evaluates the legal basis for issuance under Iranian civil and capital-market law.

2. Methodology
The research adopts a descriptive–analytical and doctrinal methodology. Classical and contemporary sources of Imami jurisprudence are examined to identify the constitutive elements and validity conditions of Muzara’ah. These include determination of the contract period, identification and agricultural suitability of the land, specification of the crop or seed, identification of the party responsible for seed and other inputs, lawful ownership or control of the land’s usufruct, and determination of the parties’ shares as undivided proportions of the output. The jurisprudential findings are then compared with the relevant provisions of the Iranian Civil Code. This comparison determines which requirements must be reflected in the prospectus and contractual documents of the Sukuk. The study also examines the general legal capacity provided by the Securities Market Act and the Law for the Development of New Financial Instruments and Institutions.
An applied structural analysis is used to adapt the traditional contract to modern securitization. The roles of the originator, special purpose vehicle, trustee, sales agent, bank, cultivator, and investors are examined, together with the flow of funds, ownership, inputs, products, and returns. Three structures—specific, general, and liquidity-financing Muzara’ah Sukuk—are analyzed. The study then develops a bank-issued model and evaluates secondary Muzara’ah and the jurisprudential disagreement concerning contracts involving more than two parties. Economic observations are used only to clarify the practical significance of the instrument; the principal analysis remains jurisprudential and legal.


3. Research Findings
The findings show that the essential rules of Muzara’ah can be accommodated within a properly designed Sukuk structure. The parties’ shares must be determined as proportional and undivided portions of the total crop, such as one-half or one-third. A fixed quantity allocated to one party does not satisfy the specific legal nature of Muzara’ah. Accordingly, Sukuk holders should participate in the agricultural yield or its sale proceeds according to a declared percentage rather than receive a guaranteed fixed return merely described as Muzara’ah profit.
The cultivation period must be determined with sufficient precision. The prospectus should specify either a definite duration or the crop and cultivation schedule in a manner that removes uncertainty. The land must be identifiable and capable of cultivation. Before issuance, technical assessments should confirm its suitability and the availability of essential resources. If the land permanently loses its productive capacity and the obstacle cannot be removed, the underlying contract may be terminated or lose validity.
The crop or seed should generally be specified because it directly influences costs, yield, maturity, and risk. Although local custom or an expressly granted discretion to the cultivator may sometimes remove uncertainty, explicit specification is more appropriate for investor protection. The party responsible for providing seed, fertilizer, pesticides, irrigation facilities, and other costs must also be identified. These obligations may be allocated flexibly between the land provider, cultivator, bank, and investors, provided that the allocation is transparent.
Ownership of the land itself is not always required. Lawful ownership of the usufruct or another legitimate right of possession and disposal is sufficient. This expands the possible structures because the underlying asset may consist of ownership, usufruct, leasehold interests, agricultural inputs, or a combination of these rights. Investors may acquire undivided interests through the special purpose vehicle.
The study further finds that secondary Muzara’ah is generally permissible, particularly where the original contract does not require the personal performance of the first cultivator. The first party may involve another person or conclude a subsequent Muzara’ah arrangement within the limits of the original contract. This feature is important for bank-based Sukuk: investors, represented by the issuing vehicle, may provide the land, usufruct, or inputs, while the bank subsequently contracts with actual farmers.
Concerning multiple parties, some jurists restrict Muzara’ah to the traditional two-party structure of land provider and cultivator. However, the preferred analytical view supports multiplicity. General contractual principles, the participatory nature of Muzara’ah, and the absence of a decisive prohibition allow several parties to contribute land, labor, seed, capital, or other inputs. Even under a conservative interpretation, numerous investors can act collectively through a special purpose vehicle and agency arrangement rather than becoming individually involved in each agricultural contract.
Three main Sukuk models are identified. Specific Muzara’ah Sukuk finance a defined project or specified land. General Muzara’ah Sukuk operate continuously and allow the originator to acquire or prepare different agricultural assets during the life of the securities. Liquidity-financing Muzara’ah Sukuk serve enterprises that already possess or control land but require funds for inputs and operating expenses. In all models, the special purpose vehicle issues the securities, collects investors’ funds, represents their common interests, and supervises the allocation of returns.
The proposed banking model enables a bank to prepare an agricultural plan, arrange issuance through a special purpose vehicle, acquire or lease land, provide inputs, and conclude Muzara’ah contracts with farmers. After harvest, the farmer’s share is separated, the investors’ share is sold, and the net proceeds are distributed. Because banks are generally risk-averse, however, an agency-based model may be more practical. In this structure, the bank acts as the investors’ agent, manages contracts and funds, and receives a disclosed agency fee without assuming all production risks as a direct partner. A specialized agricultural bank may be better positioned to perform this role.
From a legal perspective, Muzara’ah Sukuk are not fundamentally prohibited in Iran. Muzara’ah is recognized by the Civil Code, and capital-market legislation permits the development of new Islamic financial instruments. Nevertheless, actual issuance requires detailed regulations concerning eligibility of the originator, duties of the trustee and agent, disclosure, valuation, profit-and-loss allocation, transferability, supervision, insurance, and Shariah review. Guarantees must not transform a genuinely participatory instrument into a fixed-return debt instrument.

4. Conclusion
The study concludes that Muzara’ah Sukuk possess a credible jurisprudential and legal foundation and can be structured as a Shariah-compliant instrument for agricultural financing in Iran. Their legitimacy depends on preserving the substantive features of Muzara’ah: connection to real agricultural activity, proportional sharing of output, transparency of land and inputs, lawful control of the underlying rights, and genuine exposure to the economic results of cultivation.
These Sukuk may mobilize household and institutional savings, diversify capital-market instruments, reduce excessive dependence on bank balance sheets, and direct liquidity toward productive agriculture. They may also support employment, food security, efficient use of land, and a fairer distribution of risk and return. Bank participation can create a functional bridge between the money and capital markets, especially when banks act as professional agents and project managers rather than guarantors of predetermined returns.
However, jurisprudential permissibility alone is not sufficient. Successful implementation requires clear regulations, reliable valuation, agricultural insurance, technical supervision, transparent disclosure, an effective secondary market, and coordination among the Securities and Exchange Organization, the Central Bank, Shariah supervisory bodies, specialized banks, and agricultural institutions. Subject to these conditions, Muzara’ah Sukuk can revive an underused Islamic contract and transform it into a modern instrument for financial innovation, agricultural development, and Islamic economic justice.