We are a UAE-based law firm specialising in corporate structuring, cross-border company formations, and regulatory compliance. With offices in Dubai and Abu Dhabi, and deep knowledge of both DIFC (Dubai International Financial Centre) and ADGM (Abu Dhabi Global Market), we provide end-to-end legal solutions for entrepreneurs, family businesses, multinationals, and investment platforms seeking efficient, compliant and scalable company structures.

Whether you are a startup founder, a multinational looking to expand into the region, or a holding company restructuring for global tax efficiency, we bring clarity and precision to the formation process.

Company formation is not just an administrative process—it’s a strategic foundation. The right structure can:

- Optimise tax efficiency

- Enhance operational flexibility

- Ensure regulatory compliance

- Facilitate cross-border transactions

- Protect intellectual property and other assets

Getting it wrong, on the other hand, can result in tax exposure, regulatory penalties, and costly reorganisations. Our goal is to get it right the first time—aligned with your commercial objectives, growth plans, and risk appetite.

1. Jurisdictional Complexity

The UAE offers over 40 different free zones, each with unique licensing categories, ownership rules, and regulatory nuances. Add to that the distinctions between mainland, offshore, DIFC, and ADGM entities, and it’s easy to see how decision-making becomes overwhelming.

We advise clients on:

- Choosing the most appropriate jurisdiction (mainland, free zone, offshore)

- DIFC vs ADGM vs mainland entity structuring

- Sector-specific licensing requirements (e.g., fintech, media, investment holding)

- Evaluating regulatory timelines, costs, and disclosure obligations

2. Substance and Tax Residency

With the UAE implementing Corporate Tax and economic substance requirements, simply incorporating a company in a tax-free zone is no longer sufficient. Real operations, governance, and decision-making must align with international standards for tax residency.

We assist with:

- Corporate tax analysis and planning

- Economic substance compliance

- Office space, employee, and director requirements

- Treaty access strategies for holding companies

3. Ownership, Control and Governance

Many clients require complex ownership structures, involving multiple shareholders, nominee arrangements, or family trusts. Others need joint venture frameworks, voting rights protection, or bespoke shareholder agreements.

Our team provides:

- Drafting of Memoranda and Articles of Association

- Shareholders’ agreements, board charters, and voting protocols

- Nominee director and nominee shareholder structures

- Founders’ control mechanisms and exit provisions

4. Regulatory Approvals and Licensing

Certain sectors—finance, media, health, technology, defence—require additional licensing beyond simple company registration. Approvals may involve federal and emirate-level regulators and can be opaque without expert navigation.

We manage end-to-end approvals with:

- DIFC/ADGM registrar and FSRA/DFSA liaison

- DED, Ministry of Economy, and sector-specific regulatory support

- Timelines, document management, and application drafting

5. Cross-Border and Multinational Structuring

UAE entities often form part of broader global structures involving BVI, Cayman, Luxembourg, Singapore, and UK holding companies. Ensuring consistency across jurisdictions—while optimising for local laws—is critical.

We advise on:

- Parent-subsidiary structuring

- Tax neutral conduit entities and holding companies

- Use of nominee arrangements and special purpose vehicles (SPVs)

- Coordinated international legal strategy with foreign counsel

6. Digital, IP, and E-Commerce Considerations

For tech companies, IP-heavy startups, and online platforms, the choice of jurisdiction and entity type has major implications for valuation, IP protection, and investor due diligence.

Our firm assists with:

- IP holding company formation (e.g., in ADGM or DIFC)

- Platform structuring for online services and apps

- Licensing for crypto, e-commerce, and software-as-a-service (SaaS)

- Data protection and cybersecurity compliance

The DIFC and ADGM are international financial centres offering:

- Common law legal systems - 100% foreign ownership

- Zero percent corporate tax (subject to exemptions and reforms)

- Regulatory clarity and dispute resolution through dedicated courts

Ideal for:

- Investment holding companies

- Family offices

- Professional service firms

- Fintech and asset management platforms

We guide clients on entity selection (Ltd, LLP, foundation, SPV), licensing procedures, and post-incorporation compliance.

Entrepreneurs and Startups

- Free zone or mainland setup advice

- Founder equity and capital structure planning

- IP, trade name, and employment structuring

Multinationals and Expansion Units

- UAE subsidiary formation

- Intercompany agreements and transfer pricing compliance

- Sector-specific licenses and registrations

Family Businesses

- Group restructuring for succession planning

- Family holding companies in DIFC/ADGM

- Cross-border asset protection structures

Investment Platforms and SPVs

- Deal-specific SPV formations

- Co-investment vehicles

- Offshore feeder and master fund entities

We provide comprehensive support throughout the company formation process:

- Jurisdictional analysis and entity selection

- Company registration and licensing

- Regulatory approvals

- Shareholder and governance documentation

- Nominee arrangements

- Ongoing compliance and secretarial services

We also offer white-labelled formation services for law firms, advisors, and consultants looking to serve their clients through the UAE.

Our firm brings:

- Deep DIFC and ADGM expertise

- Strong regulator relationships

- Commercial mindset with legal precision

- Multilingual, multicultural execution capability

We move fast, think clearly, and always keep your business goals at the centre of our legal strategy.

The UAE has established itself as a global hub for business, finance, and wealth management, attracting corporations, investors, and high-net-worth individuals from around the world. With world-class regulatory frameworks, tax-efficient structures, and strategic geographic positioning, the UAE offers unparalleled opportunities for entrepreneurs and investors looking to establish their presence in the region.

Two of the most prestigious jurisdictions for company formation and wealth structuring in the UAE are the Dubai International Financial Centre (DIFC) and the Abu Dhabi Global Market (ADGM). These financial free zones provide a robust legal and regulatory environment, making them ideal for business operations, asset protection, and succession planning through DIFC and ADGM Foundations.

This article explores the intricacies of company formation in the UAE, the advantages of setting up in the DIFC and ADGM, and the growing role of foundations in wealth management and legacy planning.

Why Choose the UAE for Business Setup?

The UAE has become one of the most attractive destinations for business setup due to its pro-business environment, tax incentives, and ease of doing business. Some of the key advantages include:

1. 100% Foreign Ownership – Many free zones, including DIFC and ADGM, allow full foreign ownership, eliminating the need for a local sponsor.

2. Tax Benefits – Businesses benefit from 0% personal income tax and competitive corporate tax rates.

3. Strategic Location – The UAE serves as a gateway to Africa, Asia, and Europe, making it an ideal base for international trade and investment.

4. Strong Regulatory Framework – DIFC and ADGM operate under English common law principles, ensuring a globally recognized legal system.

5. Stable Economy and Political Environment – The UAE boasts a resilient economy supported by strong financial institutions and government initiatives.

Types of Companies in the UAE

Businesses in the UAE can be incorporated in various structures, depending on the jurisdiction and purpose. The key types of entities include:

1. Mainland Companies – Governed by the UAE Commercial Companies Law, mainland companies allow businesses to operate across the UAE without restrictions.

2. Free Zone Companies – Located in designated free zones such as DIFC and ADGM, these entities offer tax benefits, simplified regulations, and full ownership rights.

3. Offshore Companies – These entities are primarily used for holding assets, wealth management, and international trade, benefiting from confidentiality and tax optimization.

4. Foundations – Established in DIFC or ADGM, foundations provide a robust vehicle for wealth preservation, succession planning, and philanthropic endeavors.

Dubai International Financial Centre (DIFC)

DIFC is a leading financial hub in the Middle East, Africa, and South Asia (MEASA) region. It operates under an independent legal framework based on English common law, making it an attractive jurisdiction for businesses, financial institutions, and family offices.

Key Benefits of Setting Up in DIFC

Independent Legal System – DIFC courts follow common law principles, providing legal certainty and transparency.

Regulated Business Environment – The Dubai Financial Services Authority (DFSA) ensures stringent compliance with international financial standards.

Flexible Corporate Structures – Companies can choose from Limited Liability Companies (LLCs), branches, and holding companies.

Wealth and Asset Protection – The DIFC Foundation structure offers a powerful tool for estate planning, protecting assets from external risks.

Access to Global Financial Markets – DIFC is home to some of the world’s leading financial institutions, making it an ideal hub for investment and banking activities.

Abu Dhabi Global Market (ADGM)

ADGM is another prominent financial free zone in the UAE, offering a progressive legal framework aligned with international best practices. It has positioned itself as a leading center for finance, innovation, and dispute resolution.

Key Benefits of Setting Up in ADGM

Common Law Jurisdiction – ADGM’s legal system is based on English common law, ensuring familiarity for international investors.

Efficient Regulatory Oversight – The Financial Services Regulatory Authority (FSRA) maintains high compliance standards.

Flexible Legal Entities – Businesses can register as Special Purpose Vehicles (SPVs), holding companies, or financial firms.

Innovative Wealth Management Solutions – ADGM Foundations provide robust wealth planning solutions for family offices and high-net-worth individuals.

Access to Investment Opportunities – ADGM connects businesses with global financial markets, offering access to venture capital and private equity firms.

What is a Foundation?

A foundation is a legal entity that holds and manages assets for the benefit of specific individuals or purposes. Unlike trusts, foundations have a distinct legal personality, making them highly effective for asset protection, estate planning, and philanthropy.

Key Features of DIFC and ADGM Foundations

Legal Personality – Foundations can own assets, enter contracts, and engage in business activities.

Separation of Ownership – Assets held by a foundation are legally distinct from the founder’s personal estate.

Flexible Structuring – Founders can customize governance structures to align with family or business needs.

Strong Legal Protections – Assets are safeguarded against claims, creditors, and legal disputes.

Tax Efficiency – DIFC and ADGM foundations benefit from tax advantages and exemptions.

Uses of DIFC & ADGM Foundations

1. Succession Planning – Ensures the seamless transfer of wealth across generations while maintaining control.

2. Asset Protection – Shields family wealth from litigation, creditors, and external claims.

3. Investment Holding – Serves as a vehicle for managing investment portfolios, real estate, and business interests.

Philanthropy – Enables structured charitable giving with clear governance mechanisms.

Family Governance – Establishes rules and frameworks for family-owned businesses and assets.

Key Steps in Setting Up a Foundation

Drafting a Charter – Defines the objectives, structure, and governance of the foundation.

Appointing a Council – A council oversees the management and administration of the foundation.

Registration with DIFC or ADGM Authorities – The foundation must be officially registered to gain legal recognition.

Defining Beneficiaries – The founder can specify individuals or entities to benefit from the foundation’s assets.

Ongoing Compliance – Regular filings, governance meetings, and audits ensure the foundation remains in good standing.

Both DIFC and ADGM offer world-class legal frameworks, and the choice between the two will depend on specific business goals and regulatory preferences.