Osnivanje firme u Dubaiju

Company formation in Dubai: Legal Process, Tax & Banking (2026)

Company formation in Dubai is one of the most efficient and legally predictable options for international entrepreneurs seeking a stable jurisdiction for regional or global business operations. In practice, the incorporation process can be completed within approximately two weeks, provided that the structure and documentation are properly defined from the outset.

Dubai has established a robust corporate and regulatory framework that allows foreign investors to retain full control over their businesses. Company formation in Dubai is possible with 100% foreign ownership, without the need for a local partner, making the jurisdiction particularly suitable for holding companies, trading entities, technology businesses, and regional headquarters. Data published by the Dubai Chamber of Commerce confirms a growing number of Serbian-owned companies operating in the Emirate, demonstrating the legal reliability and operational viability of this jurisdiction.

The tax framework is a key structural element of company formation in Dubai. While the UAE previously operated under a zero-tax corporate regime, a federal corporate income tax of 9% now applies to taxable profits exceeding EUR 100,000, with profits below this threshold remaining subject to a 0% rate. There is no personal income tax, and VAT at 5% applies only once the same annual turnover threshold is exceeded. Importantly, company formation in Dubai may still result in an effective 0% corporate tax rate for qualifying free-zone entities and for companies benefiting from the small-business relief regime, making Dubai a tax-efficient yet fully compliant jurisdiction.

This article provides a structured legal overview of the key steps, documentation requirements, and cost considerations relevant to company formation in Dubai. It is intended to support informed decision-making and to help investors avoid common legal and compliance risks when entering the UAE market.

Company Formation in Dubai

Initial Steps: Business Name, Activity, and Legal Form

The initial phase of company formation in Dubai begins with three legally relevant determinations: the selection of a compliant business name, the definition of permitted business activities, and the choice of the appropriate legal form. These decisions are not merely formalities—they determine the scope of licensing, regulatory oversight, and operational flexibility of the company within the UAE legal framework. Proper structuring at this stage is essential to ensure that the entity can lawfully conduct its intended activities and avoid limitations or regulatory amendments at a later stage.

Choosing a Compliant Business Name

As part of company formation in Dubai, the proposed business name must comply with strict regulatory naming rules issued by the competent licensing authority. Non-compliance at this stage results in automatic rejection of the application and delays in the incorporation process.

In particular, a business name must not:

  • Include references to the UAE, individual emirates, cities, districts, or airport codes
  • Begin with descriptive or geographic terms such as International, Middle East, or Global
  • Contain obscene, indecent, or misleading words, including inappropriate personal names
  • Use divine attributes or names of God in either English or Arabic
  • Resemble or imply affiliation with government bodies, public institutions, or political entities

Trade names are assessed phonetically rather than literally, which means that similar-sounding names may be rejected even if spelled differently. As part of company formation in Dubai, the approved trade name must also include the abbreviation of the legal form (e.g., LLC, PJSC). Where a family name is used, it must include the first name and correspond to one of the registered shareholders.

As part of company formation in Dubai, the founders must select the company’s permitted business activities from the official list issued by the Department of Economic Development (DED). The UAE regulatory framework recognizes more than 2,000 approved economic activities, grouped under six principal license categories: Commercial, Professional, Industrial, Tourism, Agricultural, and Occupational.

Selecting the Business Activity from the DED List

The selection of business activity is a legally determinative step, as it:

  • Defines the company’s permitted operational scope
  • Determines the applicable license type
  • Triggers sector-specific approvals from competent authorities
  • Affects eligibility for 100% foreign ownership
  • Establishes ongoing compliance and reporting obligations

In practical terms, the selected activity forms the legal and regulatory foundation of the company. Errors at this stage frequently lead to delays, application rejections, or post-incorporation compliance risks. Where a business performs multiple functions, company formation in Dubai allows the registration of up to ten related activities under a single license, provided they fall within the same regulatory category.

Deciding on Ownership Structure and Shareholders

Determining the ownership structure and legal form is a central step in company formation in Dubai, as it directly affects corporate governance, liability, capital requirements, and regulatory oversight. The UAE Commercial Companies Law provides several legal forms through which business activities may be conducted, each suited to different commercial objectives.

The most common structures include:

  • Limited Liability Company (LLC) – The standard corporate form for operating businesses in the UAE. An LLC may be incorporated by a single shareholder (natural or legal person) or by up to 50 shareholders, with liability limited to the value of their respective shareholdings. Minimum capital requirements depend on the licensed activity and emirate, and are no longer fixed by law but determined by the competent authority.
  • Private Joint Stock Company (PJSC – Private) – Requires at least two shareholders and a minimum issued capital of AED 5,000,000, fully paid. Shares may not be offered to the public, making this structure suitable for larger, closely held ventures.
  • Public Joint Stock Company (PJSC – Public) – Requires a minimum of five shareholders and a minimum share capital of AED 30,000,000. This is the only legal form permitted to offer shares to the public.
  • Sole Establishment – Owned by a single individual, who bears unlimited personal liability for the company’s obligations.
  • Branch of a Foreign Company – Allows a foreign parent entity to operate in the UAE without forming a separate legal entity. While 100% foreign ownership is permitted, the appointment of a local service agent (UAE national) may still be required for certain regulated activities.

Since January 2021, the UAE has introduced full foreign ownership for most commercial activities, removing the former requirement for Emirati shareholding. As a result, company formation in Dubai has become significantly more accessible for international investors, with greater flexibility in structuring ownership and control.

Once the legal form is selected, the incorporation process proceeds with trade name registration and submission of the incorporation application, after which the authorities issue an initial approval confirming that the proposed business activity and structure are acceptable under UAE law.

Free Zone vs Mainland: What’s Right for You?

When structuring company formation in Dubai, one of the most consequential decisions is whether to establish the company in a free zone or on the mainland. This choice has direct legal and operational implications, including the company’s ability to conduct business within the UAE market, applicable regulatory oversight, tax treatment, and licensing scope. The appropriate jurisdiction must be selected based on the company’s intended activities, client base, and long-term commercial strategy, as each regime is governed by a distinct regulatory framework and offers different rights and limitations.

Benefits of Free Zones for Foreign Ownership

Free zones represent a distinct regulatory regime within company formation in Dubai, designed primarily for international businesses and cross-border operations. Their principal advantage lies in allowing 100% foreign ownership without the requirement to appoint a local sponsor or service agent, enabling investors to retain full corporate control.

In addition, free zone entities benefit from a number of structural incentives, including:

  • 0% corporate income tax on qualifying income (subject to compliance with free zone regulations)
  • Full repatriation of capital and profits
  • No foreign exchange restrictions
  • Customs duty exemptions on imports and exports within the zone

As a result, free zones are particularly suitable for companies engaged in international trade, consulting, technology services, digital platforms, and regional holding activities. Within the context of company formation in Dubai, these zones are frequently selected by businesses that do not require direct access to the UAE domestic market.

Another practical advantage is administrative efficiency. Free zones typically operate under a “single authority” model, offering centralized incorporation, licensing, visa processing, and regulatory services. This significantly reduces procedural complexity and shortens the overall incorporation timeline.

Mainland Advantages for Local Market Access

Mainland companies operate under a different legal framework and are licensed directly by the Department of Economic Development. Within company formation in Dubai, the mainland structure is the only option that allows unrestricted access to the UAE domestic market.

This structure is essential for companies that intend to:

  • Sell goods or services directly to UAE consumers
  • Participate in public tenders and government contracts
  • Establish multiple physical branches across emirates
  • Operate in regulated sectors such as food, healthcare, logistics, or financial services

Mainland companies also benefit from greater flexibility in office location, as they may establish premises anywhere in Dubai, subject to tenancy and zoning requirements. From a commercial perspective, mainland entities are often perceived as more integrated into the local business environment, which can be relevant when dealing with government bodies, large local corporates, and Emirati counterparties.

Restrictions and Regulatory Considerations

Each model carries specific limitations that must be evaluated carefully when structuring company formation in Dubai.

Free zone companies are generally subject to the following restrictions:

  • They may not trade directly with the UAE mainland without appointing a distributor or establishing a mainland branch
  • Their activities are limited to the scope of the free zone license
  • Physical operations are restricted to the designated zone unless additional licenses are obtained
  • Certain free zones impose higher setup and renewal costs
  • Expansion options outside the zone are structurally limited

Mainland companies, on the other hand, must comply with broader regulatory obligations, including:

  • Annual license renewals with the Department of Economic Development
  • Mandatory physical office space meeting minimum size requirements
  • Emiratization obligations for certain business sizes and sectors
  • More extensive documentation and approval procedures for regulated activities

Taxation in Dubai: Key Considerations

The tax framework remains one of the defining elements of company formation in Dubai, although recent regulatory developments have introduced important changes that investors must account for when structuring their operations. The UAE has historically operated under a low-tax regime, and while this remains largely the case, the introduction of federal corporate income tax has added a new layer of compliance that must be properly assessed. A clear understanding of the current taxation rules is essential for ensuring that company formation in Dubai is structured in a manner that remains both legally compliant and commercially efficient.

Corporate Income Tax on Profits Exceeding AED 375,000

As of 2023, the UAE has introduced a federal corporate income tax regime, representing a material development for investors considering company formation in Dubai. Corporate tax applies to businesses conducting activities under a commercial license in the UAE, including mainland companies, free zone entities (subject to specific rules), foreign entities with a permanent establishment in the UAE, banking institutions, and certain real estate activities.

The corporate income tax follows a tiered structure:

  • 0% on taxable income up to AED 375,000
  • 9% on taxable income exceeding AED 375,000
  • A separate regime for large multinational groups meeting the OECD Pillar Two criteria

The Corporate Tax Law includes several important exemptions. Companies engaged in the extraction of natural resources remain subject to emirate-level taxation and are excluded from federal corporate tax. In addition, qualifying intra-group transactions and corporate reorganizations may be tax neutral, provided statutory conditions are met. The regime applies to tax periods commencing on or after 1 June 2023.

For smaller enterprises, company formation in Dubai remains particularly attractive due to the small business relief regime. Companies with annual revenues not exceeding AED 3 million may elect to benefit from simplified tax treatment until the end of 2026, subject to compliance with the applicable conditions.

Value Added Tax (VAT): Registration and Compliance

In parallel with corporate tax, the UAE applies a 5% Value Added Tax (VAT) regime, which is a key consideration when structuring company formation in Dubai. VAT registration becomes mandatory where taxable supplies and imports exceed AED 375,000 within any rolling 12-month period, or where such threshold is expected to be exceeded within the next 30 days.

Voluntary registration is available where taxable supplies, imports, or expenses exceed AED 187,500, which may be relevant for startups incurring significant initial costs. Registered businesses are required to collect VAT, file periodic returns, and remit net VAT to the Federal Tax Authority, or claim refunds where input VAT exceeds output VAT.

No Personal Income Tax and Dividend Exemptions

Despite the introduction of corporate income tax, the UAE continues to apply no personal income tax on individuals, which remains a key structural advantage of company formation in Dubai. Individuals holding UAE residency are not taxed on employment income, dividends, or capital gains at the personal level.

At the corporate level, the law provides extensive participation exemptions. Dividends received from UAE resident companies are fully exempt from corporate tax without additional conditions. Dividends and capital gains derived from foreign subsidiaries may also qualify for exemption under the participation exemption regime, subject to minimum ownership and substance requirements.

Together, these rules are designed to prevent economic double taxation and preserve the UAE’s position as a tax-efficient, internationally compliant jurisdiction for holding, operating, and regional business structures.

Visa and Residency Requirements for Owners

Following company formation in Dubai, securing lawful residency status is typically the next procedural step for shareholders, directors, and founders who intend to reside in or regularly enter the UAE. The applicable visa route depends on the company’s legal structure, the applicant’s role within the company, and, in some cases, the level of investment.

The UAE immigration framework offers several residence options for business owners, each governed by distinct eligibility and compliance requirements.

Residency Visa Process for Business Owners

The residence visa process is standardized across the UAE and generally includes the following steps: issuance of an entry permit, completion of a medical fitness examination, biometric registration for the Emirates ID, and issuance of the residence visa. While timelines vary slightly by emirate and authority, the process is usually completed within a short and predictable timeframe once the company is properly licensed.

or individuals involved in company formation in Dubai, the most relevant visa categories include:

  • Standard residence visa (partner/employee-based) – Typically valid for 2 years, issued based on company sponsorship and linked to the business licence.
  • Green Visa – A 5-year self-sponsored residence visa available to eligible investors, partners, and certain professionals, without the need for employer sponsorship.
  • Golden Visa – A long-term (usually 10-year) residence option for qualifying investors, founders, and other eligible categories, offering enhanced stability and fewer presence restrictions.

The Green Visa has become a preferred option for many founders, as it provides longer validity, simplified renewal, and a grace period following expiry. The Golden Visa offers additional benefits, including extended absence flexibility and broader family sponsorship rights, subject to meeting statutory investment or eligibility thresholds.

As part of the standard procedure, applicants must undergo a medical fitness test (including screening for certain infectious diseases), which is mandatory for residence visa issuance.

Work Visas for Employees and Family Sponsorship

Once the owner’s residence status is secured, the company may sponsor residence visas for employees in accordance with the licensed activity and approved visa quota. Employment-based residence visas are typically issued for two years and are renewable, subject to continued employment and compliance.

Business owners holding valid residence visas may also sponsor immediate family members, provided they meet the applicable income and accommodation requirements. Standard documentation includes:

  • Valid passports
  • Legalized marriage and birth certificates
  • Proof of suitable housing
  • Evidence of financial capacity
  • Health insurance coverage

Family members aged 18 and above must also complete a medical fitness examination. All foreign civil status documents must be properly legalized for use in the UAE.

Presence Requirements and Visa Validity

Residence visa holders must observe minimum presence rules to maintain their status. Standard residence visas are generally cancelled if the holder remains outside the UAE for more than six consecutive months. Golden Visa holders are exempt from this restriction, making this option particularly suitable for international entrepreneurs managing businesses across multiple jurisdictions.

In case of visa expiry or cancellation, UAE law provides a grace period (the length of which depends on the visa category) during which the individual may either renew their status, change visa type, or exit the country without penalties.

Opening a Business Bank Account in Dubai

Opening a corporate bank account is a mandatory operational step following company formation in Dubai and often represents the most compliance-sensitive part of the setup process. While incorporation itself is largely procedural, banking approval is discretionary and subject to the internal risk policies of each financial institution.

Required Documents and Local Address

To open a corporate bank account in the UAE, banks require a comprehensive set of corporate and personal documents. While requirements vary between institutions, the standard documentation typically includes:

  • Trade license or certificate of incorporation
  • Memorandum and Articles of Association
  • Board resolution approving account opening and authorized signatories
  • Passport copies of all shareholders and directors
  • Emirates ID for UAE-resident signatories (if applicable)
  • Proof of registered business address (lease agreement or equivalent)

Local presence is a key consideration. Many banks require evidence of an actual operational address and may conduct physical verification visits. Virtual offices may be accepted in certain free zones, but acceptance depends on the bank’s internal compliance policy and the company’s risk profile.

Common Delays and How to Avoid Them

Bank account opening is a frequent source of delay in company formation in Dubai. The most common issues include:

  • Enhanced KYC and AML procedures, often triggered by nationality, activity, or ownership structure
  • Insufficient business substance, including lack of clear information on business model, expected turnover, counterparties, and source of funds
  • Absence of UAE residency, as many banks prefer at least one shareholder or authorized signatory to hold a residence visa

Delays can be significantly reduced by preparing a clear business profile, supporting documentation, and a transparent explanation of transaction flows in advance.

Choosing the Right Bank for Your Business

The UAE banking system includes both traditional commercial banks and digital financial institutions, each with different onboarding requirements, timelines, and cost structures. When selecting a banking partner, companies should consider:

  • Speed of account approval versus compliance requirements
  • Minimum balance and fee structure
  • Availability of multi-currency accounts (AED, USD, EUR, GBP)
  • Quality of online banking and international payment functionality
  • Long-term suitability for business growth and transaction volume

While digital and free-zone partner banks may offer faster onboarding, traditional banks are often more suitable for complex operations and higher transaction volumes. The optimal choice depends on the nature of the business and its anticipated banking needs.

Common Mistakes When Starting a Business in Dubai

Despite Dubai’s well-established reputation as a business-friendly jurisdiction, company formation in Dubai still requires careful legal and operational planning. A number of recurring mistakes continue to cause delays, compliance issues, and unnecessary regulatory exposure for first-time founders.

Not Renewing Licenses on Time

Failure to renew a commercial licence within the prescribed deadlines remains one of the most common compliance breaches. Licensing authorities in Dubai strictly monitor renewal obligations, and late renewals trigger administrative penalties, progressive restrictions, and, in prolonged cases, suspension or cancellation of the licence.

Operating with an expired licence may also result in the suspension of banking activity, invalidation of residence visas linked to the company, and restrictions on entering into new contracts. From a legal perspective, timely licence renewal is a fundamental obligation and should be treated as a priority corporate governance matter.

Lack of Clarity on Business Activity Scope

Incorrect or incomplete selection of licensed business activities is another frequent issue encountered during company formation in Dubai. This typically arises where founders:

  • Select activities that are too broad or do not accurately reflect their operations
  • Omit supporting activities required for lawful execution of their services
  • Fail to verify whether the activity is permitted in the chosen free zone or mainland regime
  • Do not account for future expansion when defining the activity scope

Misalignment between actual operations and licensed activities can lead to forced licence amendments, additional regulatory approvals, financial penalties, and operational limitations. In more serious cases, authorities may treat the activity as unlicensed, exposing the company to enforcement measures.

Conclusion

Company formation in Dubai remains a legally efficient and commercially attractive option for international entrepreneurs seeking a stable jurisdiction for regional or global operations. As outlined in this guide, the incorporation process is structured, predictable, and supported by a mature regulatory framework, provided that key decisions are taken correctly at the outset.

The selection between a free zone and mainland structure is a strategic legal decision that determines market access, regulatory exposure, and operational flexibility. Free zones are typically suitable for international, digital, and holding activities, while mainland entities are essential for businesses requiring direct access to the UAE domestic market. This choice should be driven by the company’s business model, target customers, and long-term expansion strategy.

From a regulatory perspective, the UAE continues to offer a competitive tax environment. The absence of personal income tax, combined with a moderate corporate tax regime and defined exemptions, preserves the UAE’s position as a jurisdiction suitable for compliant international structuring. Understanding these rules at an early stage is essential for avoiding future restructuring or compliance risk.

Immigration and banking considerations are integral to successful company formation in Dubai. Residence visa eligibility, presence requirements, and corporate banking approvals should be planned in parallel with incorporation, as they directly affect the company’s operational readiness. In practice, banking and immigration often require more preparation than incorporation itself.

Ultimately, successful market entry depends on proper legal structuring, accurate licensing, timely compliance, and realistic planning. When company formation in Dubai is approached as a legal and strategic project—rather than a purely administrative one—the jurisdiction offers a stable platform for long-term growth and international business development.




 

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