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Key issues of establishing an offshore company in Dubai and the UAE

Key issues of establishing an offshore company in Dubai and the UAE

Offshore companies in the UAE are often subject to misconceptions. This is largely due to the absence of a single, clear definition of the terms “offshore zone” and “tax haven” in international practice. Although the United Arab Emirates is traditionally associated with a favourable tax environment, the country as a whole is not an offshore jurisdiction in the classical sense of the term.

In the UAE, offshore companies constitute a separate category of legal entities designed for conducting international activities outside the country of incorporation. Such companies are not equated with onshore companies or free zone companies and are governed by a distinct legal regime.

Offshore company in the UAE – what is it?

An offshore company in the UAE is a legal entity registered under specialised offshore registries and intended for international business. Such companies are generally treated as foreign tax residents and are not permitted to conduct operations in the UAE.

Unlike free zone companies, offshore companies:

  • do not obtain licences to carry out commercial or professional activities in the UAE;
  • are not entitled to lease office space or other commercial premises in the country;
  • do not provide grounds for obtaining residence visas for owners or employees;
  • are primarily used for holding, investment, trading, and other international purposes outside the UAE.

At present, offshore company registration in the UAE is available in a limited number of jurisdictions. In practice, the main active offshore registry is the Ras Al Khaimah International Corporate Centre (RAK ICC). Registration of offshore companies through free economic zones in the formats previously used is now significantly restricted.

An offshore company in the UAE may maintain a bank account in the UAE or abroad and may own shares and assets outside the country. In certain cases, ownership of real estate or corporate rights in the UAE is permitted through specific authorised structures.

Advantages of an offshore company in the UAE. Why register one?

The UAE remains one of the most stable and reputable jurisdictions for establishing offshore structures used in international business and asset management. Key advantages of registering an offshore company in the UAE include:

  • absence of corporate taxation in the UAE in respect of activities conducted outside the country, subject to compliance with applicable legislation;
  • no mandatory annual audit requirement for offshore companies;
  • relatively short registration timelines provided documents are properly prepared;
  • a high level of confidentiality of corporate information within the framework of applicable laws and KYC procedures;
  • no nationality requirements for directors or shareholders, with nominee services permitted within the limits of the law;
  • use of offshore structures for asset protection and international business structuring;
  • strong reputation of the UAE as a jurisdiction not classified as a classic offshore zone, reducing risks when dealing with international banks and counterparties;
  • a stable legal and political environment that ensures the predictability of business conditions.

It should be noted that offshore companies are suitable only for specific purposes and cannot be used for operational activities or immigration purposes in the UAE.

What to register: an offshore or an onshore company?

There is no universal answer to this question. Offshore and onshore companies in the UAE serve different purposes and differ fundamentally in terms of licensing, taxation, operational activities, and immigration possibilities. The choice of the optimal structure depends on business objectives, geographic scope of operations, and plans for presence in the UAE.

Below is a comparative overview of the main characteristics of free zone (onshore) companies and offshore companies (International Business Company, ICC) in the UAE.

Comparison of offshore and onshore companies in the UAE

CriterionFree zone company (onshore)Offshore company (ICC)
100% foreign ownership Yes Yes
Restrictions on the nationality or residency of shareholders and directors No No
Corporate tax 0% or 9%, depending on tax status and nature of activities Generally not applicable to activities conducted outside the UAE
VAT 5% on taxable supplies (0% in certain cases) Not applicable
Ability to open a bank account in the UAE Yes Yes, subject to limitations depending on the bank and company profile
Residence visas for owners and employees Yes No
Conducting business within the UAE Limited to the scope of the licence and free zone rules Not permitted
Office and other premises in the UAE Yes, within the free zone No
Activity licence Yes No
Mandatory annual audit Required in certain free zones Generally not required
Approximate cost of registration Higher (depends on the free zone and licence type) Lower compared to onshore structures
Restrictions on repatriation of capital and profits No No
International business operations Yes Yes

Which option should you choose?

If you need a cost-efficient solution for international activities, do not plan to obtain a residence visa, office space, or operational presence in the UAE, and intend to conduct business outside the country, an offshore company may be a suitable option.

If, however, you plan to work with the UAE market, obtain residence visas, have an office, employees, and licensed activities, the optimal solution will be an onshore company in a free economic zone.

In any case, it is recommended to obtain professional advice before choosing a structure, as tax, regulatory, and banking requirements depend on the specific business model.

Establishment of an offshore company in the UAE: how it works in practice

The process of registering an offshore company (International Business Company, ICC) in the UAE is carried out through a licensed registered agent and is generally structured and formalised. Offshore companies cannot be registered directly by investors; they must be incorporated exclusively with the involvement of an authorised agent operating in the relevant jurisdiction.

To initiate registration, the investor must provide the required documents and pay the prescribed registration fees. With proper document preparation, the registration process for an offshore company usually takes several business days, although actual timelines depend on the chosen registry, company profile, and the results of KYC checks.

Our consulting company acts as a registered agent and supports the offshore company registration process at all stages – from preliminary consultation and structure selection to the issuance of the full set of corporate documents. The registration and administration package includes government fees, registrar services, preparation of incorporation documents, and provision of a registered address and agent services in the UAE. Additional support may be provided for opening a bank account, business structuring, and related services.

Typical sequence of steps for registering an offshore company (ICC)

  1. You submit a request for offshore company registration or contact our specialists for an initial consultation.
  2. We provide information on available structures, requirements, timelines, and registration costs, and send you an order form.
  3. You complete the order form and provide the required documents, which usually include copies of passports of shareholders and directors, proof of residential address, and other documents required under KYC and AML procedures.
  4. We prepare the company’s incorporation documents. Signing may be done remotely or in person, depending on the specific registry's requirements.
  5. After receiving the full document package and payment of the registration fees, the registered agent submits the application to the relevant offshore registry.
  6. Upon completion of registration, you receive the full set of corporate documents of the offshore company. Documents may be delivered by courier or collected in person or through an authorised representative.

Each offshore company registered in the UAE is required to have a registered agent and an official registered address provided by the agent in accordance with applicable legislation.

Bank account for an offshore company in the UAE

Opening a bank account for an offshore company is a separate procedure and is carried out in accordance with the internal requirements of the chosen bank. It should be noted that not all banks in the UAE work with offshore companies, and the account-opening process may take several weeks to several months.

Banks assess the company profile, source of funds, ownership structure, and intended business activity. In most cases, minimum balance requirements are applied, along with additional compliance conditions. Failure to meet bank requirements, including minimum balance thresholds, may result in service fees or suspension of account operations.

As an alternative, a corporate bank account for an offshore company may be opened outside the UAE, depending on the business structure and the client’s banking preferences.

Frequently asked questions

Is it necessary to visit the UAE to register an offshore company?

In most cases, offshore company registration can be completed remotely. Personal presence may be required only in certain situations, for example, when opening a bank account, depending on the requirements of the specific bank.

Is it possible to open a bank account outside the UAE?

Yes. An offshore company may open a corporate account either in the UAE or with a foreign bank, provided the requirements of the selected financial institution are met.

Can an offshore company lease an office in the UAE?

No. An offshore company is not permitted to lease office premises or have employees in the UAE. The only permitted address is the agent's registered address.

Are there guarantees of offshore company registration?

Registration is carried out subject to successful completion of KYC checks and compliance of the company profile with the requirements of the registrar and the agent. Signing the order form and issuing an invoice confirms the scope and terms of services; however, the final decision on registration is made by the registering authority.

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