Company Formation

PRIME CALIBRE provides all kind of Company Formation Services that available in UAE.

  • Company Formation in Dubai Main Land
  • Registration and Licensing
  • Freezone Company Set Up
  • Offshore Company Formation in UAE
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a) Company Formation in Dubai

Company Formation in Dubai Main Land

The Department of Economic Development, with the institutional support from the Dubai Chamber of Commerce & Industry, is the statutory body that regulates and controls the licensing procedures for business setup services in Dubai or Company Formation in Dubai. It was formed to organize and activate industry as well as internal and external trade in the Emirate and prepare studies relating to industrial and commercial activities. New business Setup or Company Formation in Dubai is now a hassle-free process than ever.

What are the different types of Licenses issued while setting up a business in Dubai?

1.Trade License

Trade license is issued to a natural or juridical person for start-ups in Dubai to practice any trading activity for the purpose of profit making through buying and selling of goods. For new business set up these kind of licenses are issued for engaging wholesale or retail trade enterprises, contractors, hotels, transport and storing establishments etc., A Trading License can be a General Trading or Specific Trading. A specific trading license limits the scope of activities to trade in only closely related items. [For e.g. a company cannot trade in building materials, if its licensed activity is trading in computer peripherals.

2. Industrial License

An industrial license is issued to a natural or juridical person to start-ups in Dubai who choose to practice any investment activity, the object of which is to discover natural resources or transform raw materials in terms of its structure or appearance into manufactured products or to transform the semi-manufactured products into fully manufactured products by using mechanical power and segregate the products, filling, assembling or packing them.

3. Professional License

A professional license is issued to a natural or juridical person to form a new business set up in Dubai and practice any profession in which he depends on his physical or mental efforts rather than depending on a cash capital. This license is issued for start-ups in Dubai to practice certain professions such as engineering consultancy, other consultancy services and studies, auditing and accounting, business set up, company formation, medical and educational services and similar services.

Some of the business activities require approvals from the government bodies other than Dubai DED. A few examples of some of the activities that require approvals from the government bodies are as listed below:

Activity

Approving Authority

Department / Section

Road transport activities

Road and Transport Authority

Commercial Activities Department

Oil related services

H.H. The Ruler’s Court

Department of Petroleum Affairs

Legal activities

H.H. The Ruler’s Court

Legal Affairs Department

Telecommunications

Telecomm unications Regulatory Authority

Licensing Department

Architectural & Engineering activities

Dubai Municipality

Building Department

Veterinary activities

Dubai Municipality

Veterinary Section

What are benefits of starting a business in Dubai?

U.A.E. offers incoming businesses & start-ups in Dubai  with all the advantages of a highly developed economy. The infrastructure and services match the highest international standards, facilitating efficiency, quality and service. Among the benefits are:

  • Free enterprise system.
  • Highly developed transport infrastructure.
  • State-of-the-art telecommunications
  • Sophisticated financial and services sector.
  • Top international exhibition and conference venue.
  • High quality office and residential accommodation
  • Reliable power, utilities etc.
  • First class hotels, hospitals, schools, shops etc. Cosmopolitan lifestyle

How will PRIME CALIBRE Group provide business setup services in Dubai?

  1. Review all the essential requirements of your business activities to suggest the best license where you can open your Company in the UAE mainland.
  2. Support you in strategizing your business plan.
  3. Assistance in preparing the application form which has to be submitted to the DED.
  4. Getting your trade name approval, Initial Approval and security approval
  5. Attesting the legal documents from the concerned department of the authorities for corporate clients.
  6. Drafting the MOA of the company.
  7. Proper guidance while selecting the ware house/s or offices.
  8. Support and guidance for E – channel registration and obtaining the establishment card.
  9. Assistance for opening your company bank account/s and personal bank account.
  10. Visa assistance for employees as well as investors.
  11. Selection of suitable employees for your new formed company
  12. Proper guidance while appointing an auditor, as having an auditor is a compliance requirement for free zone companies.
  13. VAT Compliance and Advisory support for VAT Registration | VAT Implementation | VAT Return Filing
  14. Provisions for Accounting & Book Keeping services
  15. Support for Company Liquidation
  16. To add or remove existing shareholder or Director
  17. To change the trade name of the company.
  18. To produce additional company documentation (Certificate of Incumbency, Certificate of Good Standing, etc.)
  19. To increase or decrease your company share capital

Setting up a business in Dubai is an excellent way to rightfully gain international profits. PRIME CALIBRE Group provide clients with licensing support to set up their businesses in Dubai, UAE by providing strategic recommendations and negotiations with local stakeholder along with documentation formalities.

b) Registration and Licensing

I. Sole Establishment:

It is an establishment owned by a sole proprietor to operate an economic activity (commercial, professional, industrial, agricultural or real property). An establishment’s financial liability is linked to the proprietor who shall be responsible for all its financial obligations.

First:Documents required for Initial Approval

  •  Registration and licensing application, as well as proof of reserved trade name.
  •  Photocopy of applicant’s passport (together with residence permit / visa details for non-GCC states nationals).
  •  Photocopy of applicant’s naturalisation identification for UAE nationals only.
  •  No-objection letter from the applicant’s current sponsor for non GCC nationals.
  •  Photocopy of the director’s passport, and no-objection letter from the director’s current sponsor.
  •  Permission from the court to practice business, for applicants under 21 years.
  •  Approval issued by other Government authorities according to the type of activity.

Second: Documents required after getting the Initial Approval

  •  Initial Approval receipt
  •  All documents submitted before in order to get the Initial Approval.
  •  Photocopy of office lease including the plot number.
  •  Appointment contract of Local Services Agent duly authenticated by the Notary Public in the Emirate for professional licenses of non GCC nationals.
II. Civil Company / Professional firm setup services

We supervise the entire process of establishing your professional firms. It includes strategic inputs, help select local service agents, assist to select locations, organize business plan, and also handle paperwork and documentation formalities.

  •  Appointment of a UAE national as your local service agent.
  •  The local service agent will have no direct involvement in the business.
  •  Local Service Agents is paid a lump sum or a percentage of profits or on turnover.
  •  While associating with IEC Emirates Chartered Accountants, you get the combination of our deep in-depth local knowledge expertise and extensive experience, which gives us the ability to precisely understand the unique needs of your business. We are thus able to recommend the best possible options and ensure that your business is set up with minimal hassles and effort.
Advantages
  •  No personal income and capital taxes
  •  No corporate taxation
  •  100% repatriation of capital and profits
  •  No currency restrictions
  •  Competitive import duties (5% with many exemptions).
  •  Abundant and economic energy supply
  •  Simple staff recruitment procedures
  •  Competitive freight charges.
  •  We undertake the entire task for, so you’re free to concentrate on the bigger picture – your business.

First: Documents required for Initial Approval

  •  Registration and licensing application, as well as proof of reserved trade name.
  •  Photocopy of applicant’s passport (together with residence permit / visa details for non-GCC states nationals).
  •  Photocopy of applicant’s naturalization identification for UAE nationals only.
  •  No-objection letter from the applicant’s current sponsor for non GCC nationals.
  •  Photocopy of the director’s passport, and no-objection letter from the director’s current sponsor.
  •  Permission from the court to practice business, for applicants under 21 years.
  •  Approval issued by other Government authorities according to the type of activity.

Second: Documents required after getting the Initial Approval

  •  Initial Approval receipt
  •  All documents submitted before in order to get the Initial Approval.
  •  Photocopy of office lease including the plot number.
  •  Contract of Professional Business Company duly authenticated by the Notary Public in the Emirate, Contract of Civil Works Company.
  •  Appointment contract of Local Services Agent duly authenticated by the Notary Public in the Emirate for professional licenses of non GCC nationals.
III. Limited Liability Company

UAE allows LLCs to flexible, differential profit sharing arrangements. This permits the foreign investor a great edge as the 51% local equity rule is in most cases.

Limited Liability Company can be formed by a minimum of two and a maximum of fifty shareholders whose liability is limited to their shares in the businesses capital. Most companies with foreign partners have opted for the Limited Liability Company, due to the fact that this is the only option that’ll give maximum legal ownership i.e. 49% to the expatriates for a local business. As it is mandatory to have a UAE national as a partner in the LLC prospective investor has the option to choose the one UAE national (sponsor) as a partner in the company. The span of time to form a company will be approximately 1-2 weeks from the date of receipt of all documents.

Advantages
  •  While foreign equity in the company may not exceed 49%, profit and losses will be shared in a ratio different to that of the share capital ratios
  •  The most popular method of establishing a commercial company in Dubai
  •  A Dubai LLC offers unrivalled access to Dubai and the wider UAE economy
  •  Through a Dubai LLC, international entrepreneurs obtain Trade Licenses from the Dubai government
  •  No specific minimum capital requirements
  •  The investor becomes the partner in the company.
  •  The investor gets the investor visa under which he/her enjoys an investor’s status in Dubai along with his/her family.
  •  The investor can create more branches at different places for his activities.
  •  The investor can run the business without the day-to-day interference of the local national partner.
  •  The assets and capital created will be in the name of the company and not in the name of the local national partner.
  •  Only a few restrictions on the activities of a Dubai LLC
  •  Easy to open global corporate bank accounts following Dubai LLC set up

First: Documents required for Initial Approval

  •  Registration and licensing application, as well as proof of reserved trade name.
  •  Photocopy of applicant’s passport (together with residence permit / visa details for non-GCC states nationals).
  •  Photocopy of applicant’s naturalization identification for UAE nationals only.
  •  No-objection letter from the applicant’s current sponsor for non GCC nationals.
  •  Photocopy of the director’s passport, and no-objection letter from the director’s current sponsor.
  •  Permission from the court to practice business, for applicants under 21 years.
  •  Approval issued by other Government authorities according to the type of activity.
  •  The Company’s Board of Directors resolution to subscribe to the new company if the partner is an existing corporate entity in UAE or abroad (the resolution must be attested by UAE embassy / consulate or by a GCC state embassy / consulate and UAE Ministry of Foreign Affairs, and duly translated into Arabic).

Second: Documents required after getting the Initial Approval

  •  Initial Approval receipt
  •  All documents submitted before in order to get the Initial Approval.
  •  Photocopy of office lease including the plot number.
  •  Original photocopy of the Memorandum of Association duly authenticated by the Notary Public.
  •  If the partner is an existing corporate entity in UAE or abroad the Memorandum of Association and the Commercial Register Certificate must be attested by UAE embassy / consulate or by a GCC state embassy / consulate and UAE Ministry of Foreign Affairs, and duly translated into Arabic).
IV. Branch and Representative Office.

We undertake to assist the A to Z procedures relating to Branches and Representative Offices in UAE from
Details at a glance

  •  A branch office is permitted to promote and market the products of its parent entity.
  •  Also, It can enter into transactions and offer services to customers.
  •  Representative offices are only allowed to promote/market the business activity of parent company.
  •  And cannot enter into a transaction in the name of its company
    Look after the entire process of establishing your branch or representative offices. We give strategic inputs, help select local sponsors, assist to select locations, on your business plan, and also paperwork and documentation formalities.

Useful Tips on Dubai Branch/ Representative Offices

  •  No personal income and capital taxes
  •  No corporate taxation
  •  100% repatriation of capital and profits
  •  No currency restrictions
  •  Competitive import duties (5% with many exemptions).
  •  Abundant and inexpensive energy supply
  •  Simple staff recruitment procedures
  •  Competitive freight charges.

First: Documents required for Initial Approval

  •  Registration and licensing application, as well as proof of reserved trade name.
  •  Photocopy of the director’s passport, and no-objection letter from the director’s current sponsor.
  •  Photocopy of the national agent’s passport & UAE naturalization identification.
  •  Approval from the Ministry of Economy & Commerce (commercial activities only).
  •  The Company’s Board of Directors’ Resolution authorizing opening of the branch in Dubai, duly translated into Arabic.
  •  Power of attorney issued in favor of the director.
  •  Main company’s Memorandum of Association.
  •  Photocopy of the main company’s certificate of Incorporation duly translated into Arabic.
  •  Approval issued by other Government authorities according to the type of activity.

Second: Documents required after getting the Initial Approval.

  •  Initial Approval receipt
  •  All documents submitted before in order to get the Initial Approval.
  •  Photocopy of office lease including the plot number.
  •  The original appointment contract of national agent duly authenticated by the Notary Public (Engineering Consultancy Companies are excluded).
V. Joint Venture

We have expertise to assist all joint venture operations setup in UAE. We initiate dialogue and contacts with potential partners, set strategic direction, co-ordinate your business plan, and also handle paperwork and documentation formalities.

  •  Minimum Local equity participation of 51%.
  •  Profit and loss distribution can be mutually agreed.
  •  So you can hold 49% equity and eligible for a higher share of profits.

First: Documents required for Initial Approval

  •  Registration and licensing application, as well as proof of reserved trade name.
  •  Photocopy of applicant’s passport
  •  Photocopy of applicant’s naturalization identification
  •  Permission from the court to practice business, for applicants under 21 years.
  •  Approval issued by other Government authorities according to the type of activity.

Second: Documents required after getting the Initial Approval

  •  Initial Approval receipt
  •  All documents submitted before in order to get the Initial Approval.
  •  Photocopy of office lease including the plot number.
  •  Original photocopy of the Memorandum of Association duly authenticated by the Notary Public.
VI. Public & Private Shareholding Company

We organize to establish shareholding companies in UAE from inception to conclusion We give strategic inputs, assist to help decide company structure, select local partners, choose exclusive office locations, organize business plan, and also handle documentation formalities.

Salient features:

  •  Minimum capital required for a public shareholding company is AED. 10 million (US$ 2.725 million).
  •  Minimum capital required for a private shareholding company is AED. 2 million (US$ 0.545 million).
  •  UAE nationals are appointed as Chairman/ Director.

First: Documents required for Initial Approval

  •  Registration and licensing application, as well as proof of reserved trade name.
  •  Four copies of the Company’s Memorandum & Articles of Association duly authenticated by the Notary Public.
  •  Two copies of the Project’s Feasibility Study.
  •  Approval issued by other Government authorities according to the type of activity.
  •  Ministry of Economy resolution concerning private shareholding.
  •  Approval of UAE Securities and Commodities Authority concerning public shareholding.

Second: Documents required after getting the Initial Approval

  •  Initial Approval receipt
  •  All documents submitted before in order to get the Initial Approval.
  •  Photocopy of office lease including the plot number.
  •  List of Directors’ names, dates and places of birth, occupation, and a sample of the Directors signature. Please provide the original documents plus one copy of each.
  •  A written declaration by each member of the Board of Directors of accepting the appointment.

c) Free zone Company Set Up

Free Zones are special economic zones set up with the objective of offering tax free, and free customs duty benefits to expatriate investors. Free zones are designed for boosting international business by providing complete ownership to the foreign investors. Free Zones in Dubai and the UAE are governed pursuant to a special framework of rules and regulations applicable to concerned free zone. Free zones in Dubai are managed and operated by free zone authority. These free zones operate outside the federal Law or Laws of Ministry of Labor. A free zone company is the most fruitful legal entity that not only offers the benefit of 100% ownership to the investors or entrepreneurs but a host of other exclusive advantages that other legal forms do not have. Normally for setting up companies in UAE mainland, the expatriates need a local sponsor but through free zone companies the expatriate can set up their business without the local sponsor and he can enjoy 100% repatriation of capital profits. A free zone offers 100 % corporate and personal income tax benefit.

Most of the free zones in Dubai broadly offer trading, service, industrial, national industrial, and branch licenses to investors looking to set up their businesses. In UAE free zones are either attached to a port or industry specific.

In free zones you can set up different types of companies based on your requirements.

  • Free Zone Establishment (FZE) – Single shareholder
  • Free Zone Company ( FZC) – Two or more shareholders
  • Branch Company – Branch of local company or branch of foreign company

MAJOR FREE ZONES IN UAE

Abu Dhabi Free Zones

The major free zone options in Abu Dhabi are:

    •  Abu Dhabi Airport 
    •  Abu Dhabi Ports Company 
    •  Industrial City of Abu Dhabi 
    •  Khalifa Port and Industrial Zone (KPIZ) 
    •  Twofour 54 Media and Production 
    •  Masdar City 

Dubai

Dubai is the business hub for many prestigious free zones among all emirates. The main free zone in Dubai are:

  •  Dubai Airport Free Zone 
  •  Dubai Silicon Oasis
  •  Dubai South
  •  Jebel Ali Free Zone 
  •  Dubai Multi Commodities Center 
  •  Dubai Creative Clusters Authority 
  •  Dubai Biotech Research Park 
  •  Dubai International Financial Centre 
  •  Dubai Logistics City 
  •  Dubai Maritime City 
  •  Dubai Flower Centre 
  •  Mohammad Bin Rashid Technology Park – Jebel Ali Area 
  •  Heavy Equipment and Trucks Zone (HETZ) 
  •  Meydan FZC
  •  Dubai Car and Automotive City (DUCAMZ) 
  •  Dubai Health Care City (DHCC) 
  •  Dubai Technology and Media 
  •  International Humanitarian City 
  •  Dubai Carpet Free Zone 
  •  International Media and Production Zone
  •  Dubai Industrial City (DIC) 
  •  Dubai Textile Village 
  •  Dubai International Arbitration Center (DIAC) 
  •  JLT Free Zone (JLT) 
  •  Economic Zones World (EZW) – Jafza International, Techno Park, Gazeley, Dubai Auto Zone 
  •  Dubai Outsource Zone (DOZ) 
  •  Dubai Media City (DMC) 

Sharjah Free Zones

  • Sharjah Airport Free Zone(SAIF ZONE)
  • Hamriyah Free Zone
  • Sharjah Media City Free Zone (SHAMS)

Ajman Free Zones

  • Ajman Free Zone Authority 

Umm Al Quwain Free Zones

  •  Umm Al Quwain Free Trade Zone

Ras Al Khaimah Free Zones

  •  RAK Free Zone 
  •  RAK Investment Authority (RAKIA FZ) 
  •  RAK Media Free Zone (RAKMFZ) 
  •  RAK Industrial and Technology Park 
  •  RAK Maritime City 
  •  Injaz Training Centre 
  •  RAK Education Zone 
  •  RAK Financial Centre 
  •  RAK Industrial and Technology Park 

Fujairah Free Zones

  •  Fujairah Free Zone 
  •  Fujairah Creative City 

UAE free zone benefits

  •  Tax Incentives
  •  100% Corporate tax exemption
  •  100% Personal income tax exemption

Investment Incentives

  •  100% foreign ownership is allowed
  •  100% repatriation of capital and profits possible

Very few restrictions on recruiting labour

  •  Shared services and synergies with other companies
  •  No bureaucratic red-tapism

 State of the art infrastructure

d) Offshore Company Formation in UAE

The word “offshore” is mainly based on executing, managing and operating in foreign countries with benefits in financial, legal and tax. Emiratesca helps in offshore company formation in UAE. So the offshore company formation is the process in which the company operated or managed outside of the country in which it is registered or outside of the country in which owners and shareholders have residence. Emiratesca helps in offshore company formation in UAE.

Benefits of Offshore Company Formation in UAE
  1. Exemption from Corporate Taxes: At present there is no personal tax or corporation tax imposed neither at the Emirates level nor at the federal level with limited exceptions, such as oil and foreign banks. However, Municipal fees and duties are imposed in relation to certain special commodities, such as liquor and tobacco and this freedom from tax will equally apply to offshore companies.
  2. 100% Foreign Ownership: The International Companies Regulations requires no local shareholding in an offshore company as opposed to the companies incorporated in mainland of UAE, which requires mandatory local shareholding.

Therefore foreign investors either individual or corporate entities may own 100% share equity.

  1. Simple Registration Procedures and Cost Efficiency: The registration process is simple and expeditious and can be completed within 3 to 4 working days upon submission of the required documentation. Incorporation cost is relatively low as compared with other entities incorporated in free zones or mainland of individual emirates.
  2. Low Operational Costs: Offshore Companies are not subject to any registration conditions with regard to the leasing of premises, the provision of guarantees and employment of staff. Offshore Companies may conduct the offshore company business through the office of registered agents like Law Firms and Accountant approved by the registrar and through whom communication with the company can be maintained.
  3. Share Capital: There is no requirement for any minimum share capital, although the registrar may require that the paid up capital of the company be commensurate with its proposed activities.
  4. Transferable Shares: Shares in offshore companies are easily and freely transferable by a written instrument.
  5. Limited Liability: The liability of shareholders in an offshore company is limited to their share in the capital of the company. The regulation requires that the name of the offshore company shall end with “Limited”.
  6. Other Benefits: An Offshore Company formation in UAE can be used for international trading, asset protection, tax planning, acquiring real estate properties in the designated areas of UAE, holding, becoming partners and acquiring shares of the other companies, trust funds etc. Capital requirement is only symbolic. Identity of beneficial owners will be kept confidential by law unless there is suspicion of criminal activity. An Offshore Company may open an account in the UAE bank/s and operate such accounts. The offshore company shall also have the option of choosing the governing law, either the UAE Law or the law of the applicant country.
Restrictions on the activities of Offshore Companies
  1. The activities expressly prohibited under the regulations are banking, insurance and financial services. The Authorities shall have the power to add other activities to the list of prohibited activities.
  2. UAE Offshore Company formation are not generally permitted by the Regulations to carry on any commercial operations within the UAE.
  3. Own an interest in real estate property situated in UAE except in the designated areas of UAE as approved by the authorities.
Offshore Company Formation in UAE – Exceptions
  1. Offshore Companies may own or rent real estate properties in the designated areas of UAE or any other real property approved by the Ras Al Khaimah Free Zone Authority.
  2. An Offshore Company may also open an account in the UAE bank/s and operate such account/accounts.
  3. An Offshore Company wishing to conduct trade or any other business within the UAE free zones, or elsewhere in the UAE, must obtain an appropriate License from the competent authorities. This exception to the rule would enable an offshore company wishing to conduct trade or business in the UAE to form, or participate in the formation of, a subsidiary in a UAE Free Zone or onshore UAE and thereafter engage in UAE business in accordance with applicable Licensing regulations.
Offshore Company Formation in UAE – Requirements

Offshore Company formation UAE process is initiated by one or more persons, who may be either natural or juristic, submitting a signed application form to the registrar of offshore companies, together with the relevant prescribed supporting documents.

It is sufficient to state that the object of the offshore company is to engage in any lawful act or activity for which offshore companies may be organized under the regulations. The proposed capital of the offshore company shall be stated in the application form. The information required on an application form should include the full names and addresses of the shareholders, the number of shares proposed to be held by them and the value of the shareholdings. In addition the names and addresses of the directors (minimum 1 director shall be nominated, shareholders may nominate any other person/persons to act as director/s of the company), name and addresses of the registered agents and any other particulars that the registrar may require. The application form should also be accompanied by the offshore company’s proposed memorandum and articles of association.

In addition to the application for registration of the offshore company and the proposed memorandum and article of association, the following documents needs to be submitted to the Registrar:

  1. Individual applicant:
  •  Personal profile of applicant.
  •  Passport copy of applicant.
  •  Bank reference letter.
  •  Proof of residence (utility bills like water/electricity bill evidencing the address of the applicant)
  •  Director’s passport copy. (shall be one director minimum, shareholder can also become a director)
  •  Power of Attorney in favor of our office to pursue the incorporation process. (Draft will be provided by us) notarized and legalized up to the UAE Embassy/consulate in the country of execution.
  1. Corporate Applicant:
  •  Certificate of registration of the company duly legalized and attested by the UAE Embassy/Consulate in the country of origin.
  •  Certificate of good standing of the company duly legalized and attested by the UAE Embassy/Consulate in the country of origin.
  •  Memorandum and Articles of Association of the company (Applicant Company) duly legalized and attested by the UAE Embassy/Consulate in the country of origin.
  •  Bank Reference letter.
  •  Board resolution calling for the establishment of an offshore company, appointment of directors (minimum one director) and appointing our office as the company legal representative duly attested by the UAE Embassy/consulate in the country of origin.

Upon submission of all the required documents and payment of the prescribed fees, the registrar issues a certificate of incorporation evidencing the incorporation and also allocates a registration number to the offshore company.

We are registered agent and one of the market leaders in offshore business consultancy offering solutions to clients looking to minimize taxes, protect assets and limit liabilities.

We offer
  •  Registered Office with PO Box
  •  Registered agent
  •  Preparation of Memorandum and Articles of Association
  •  Preparation of registration forms
  •  Preparation of Incorporation certificate
  •  Assisting in opening a multi-currency bank account

 Filing with the registrar of companies

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