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A holding company UAE founders set up owns shares, property, intellectual property or investments, and leaves the trading to its subsidiaries. The three usual homes are RAK ICC, a registry with no visas or office, ADGM in Abu Dhabi, where an SPV costs USD 1,900 to incorporate, and DIFC in Dubai, where a prescribed company costs USD 1,000 a year to license. DMCC, DWTC and Expo City also offer holding or family office routes.
Holding company options compared
| Where | Vehicle | Published fee | Visas and office |
|---|---|---|---|
| RAK ICC (Ras Al Khaimah) | Holding company, IP holding company, foundation, company limited by guarantee | Registry fee AED 3,250 to incorporate, AED 3,950 a year to renew (3 agencies); packages AED 6,500 to AED 12,500 first year (2 agencies) | No visas, no office |
| ADGM (Abu Dhabi) | Specialised entity such as an SPV; foundation | SPV USD 1,900, renews USD 1,400; foundation USD 1,000, renews USD 500 | Registered office in ADGM required |
| DIFC (Dubai) | Prescribed company; Active Enterprise; foundation | Prescribed company USD 100 plus USD 1,000 a year; foundation USD 350 a year | Depends on the entity |
| DMCC (Dubai) | Company limited by guarantee package | AED 34,185 new, AED 30,185 transfer | No office or desk included |
| DWTC Free Zone (Dubai) | Family Offices licence | Not published | Not published |
| Expo City Dubai | Holding licence | AED 30,000 a year (fee list dated April ) | Lease required |
| Jafza (Dubai) | Holding licence | AED 30,000 a year, licence only | Facility lease and visas extra |
Source: RAK ICC site (archived), ADGM Registration Authority fee schedule, DIFC table of fees, DMCC packages page, DWTC licence page, ECDA fee list, Jafza New Company Formation guide, checked . The RAK ICC figures are agency prices: registry fees from 3 agencies, packages from 2.
Holding company in Dubai
Dubai's two routes work differently.
DIFC runs its own company law and courts. Its fee table lists a prescribed company, described as an SPV or holding vehicle, at USD 100 to register and USD 1,000 a year. The Active Enterprise Commercial Package, at USD 100 to incorporate and USD 1,000 a year, is for a private company that holds, manages an office or makes its own investments, and must be controlled by a DIFC entity, an affiliate, a government entity or a family business. A DIFC foundation has no registration fee and costs USD 350 a year.
Free zones issue holding licences as part of their normal menu. Expo City lists a Holding licence at AED 30,000 a year, the same as its e-commerce licence. Jafza's own fee table charges the same AED 30,000 for its Holding licence, six times its basic trading licence, and you still lease a facility on top. DWTC has a Family Offices licence type. DMCC sells a company limited by guarantee package, aimed at family offices and associations, at AED 34,185, with no desk.
ADGM holding company
ADGM applies English common law directly. Its fee schedule has a Specialised category for SPVs and similar entities: USD 1,900 at incorporation and USD 1,400 at each renewal. A foundation costs USD 1,000, then USD 500 a year. An ordinary non-financial company costs USD 5,800 in the first year.
Every ADGM entity keeps a registered office address in ADGM and pays the lease registration fee. Setup agencies publish first-year non-financial ADGM company costs at about AED 33,000 to AED 65,000 (published prices of 3 agencies, checked ). That range is for an operating company, so ask for an SPV quote on its own.
RAK ICC holding company
RAK ICC is an international company registry, not a free zone. Companies are formed only through licensed registered agents, and the minimum is one share. Its legal forms include a holding company, an intellectual property holding company, a company limited by guarantee and a foundation. The registry's homepage promises incorporation in one day.
A RAK ICC company has no office lease and cannot sponsor visas. RAK ICC has offered a Premium Product that pairs a RAK ICC holding company with a RAKEZ subsidiary, so the subsidiary holds the licence, office and visas.
What a holding company does not do
- It does not trade goods or sell services in the UAE under its own name, unless it also holds an operating licence.
- A pure registry company gets no establishment card and no visas.
- It still needs a bank account, accounts and a tax registration.
If you need visas for yourself, set up an operating company too, owned by the holding company. Our offshore company UAE page explains where the line between offshore and holding sits.
Compliance for holding companies
- Corporate tax. Resident companies, free zone companies included, register within three months of incorporation. Late registration costs AED 10,000.
- Beneficial owners. Mainland and commercial free zone companies keep a UBO register under Cabinet Decision 109 of . A beneficial owner holds 25% or more of the shares or votes, or controls the company another way. See UBO register.
- Economic substance. Notifications and reports were cancelled for financial years ending after 31 December .
- Banking. Banks ask who owns the structure, where the money comes from and what each company does. Read corporate bank account before you apply.
Steps to set up
- Decide what the company will hold and where the subsidiaries are.
- Choose the jurisdiction: registry, common law centre or free zone.
- Appoint a registered agent (RAK ICC) or a corporate service provider.
- Reserve the name and draft the articles or charter.
- File with the registry and pay the fees.
- Register the UBO details and apply for corporate tax.
- Open the bank account and move the shares or assets in.
Documents
- Certified passport copy for each shareholder, director and beneficial owner
- Proof of residential address
- For corporate shareholders: certificate of incorporation, constitution, register of members and a board resolution
- A structure chart showing who owns what
- A short note on the source of funds
Get matched with an agent
Describe what the holding company will own and where, using the form on this page. UAEFreeZoneDirectory.com is an independent directory; it is not RAK ICC, ADGM, DIFC or any free zone. We send your request to a licensed registered agent or setup partner, who quotes you.
Sources
- RAK ICC home page (archived): legal forms and one-day incorporation
- RAK ICC about page (archived): registry status and registered agents
- RAK ICC Premium Product (archived): holding company with a RAKEZ subsidiary
- Trident Trust RAK ICC key facts (PDF): minimum share capital
- ADGM schedule of fees (PDF): SPV, foundation and company fees, registered office rule
- ADGM overview: English common law
- DIFC table of fees (PDF): prescribed company, Active Enterprise and foundation fees
- DMCC business setup packages: company limited by guarantee package
- DWTC activities and licences: Family Offices licence
- Expo City fee list (PDF): Holding licence fee
- FTA corporate tax registration timeframes: three-month deadline
- Ministry of Finance on economic substance: ESR cancellation
- SRTI Park free zone rules: UBO definition
- Avyanco packages and Rizmona RAK offshore page: RAK ICC agency prices
- VJM Global and Binderr: RAK ICC registry fees
- Jafza New Company Formation guide: Holding licence fee
- Avyanco ADGM cost, Arnifi ADGM costs and BusinessDubai ADGM guide: ADGM agency prices
