Set Up A Holding Company In DIFC – DIFC Holding Company
DIFC Holding Company is established as a legal corporation to hold and control the shares of other companies. There are a number of available options (using unsubstantiated entities) to hold UAE or Foreign movable or immovable assets (residential or commercial properties), using UAE onshore entities, in particular, The Dubai International Financial Center (DIFC) – multiple vehicles in a common law environment to cater all sort of tailor-made structuring, estate and tax planning. In the UAE, incorporation of holding companies is allowed in all the emirates including Dubai. Dubai Company Act allows foreign investors to incorporate holding companies in Dubai under different forms although the holding companies in Dubai are not authorized to carry out business activities live service provision or manufacturing of goods. The main advantage of the holding company in Dubai is that it allows the owners have control in other companies in Dubai.
For support and assistance on this matter contact our Corporate team today.
The DIFC deploys within a common law jurisdiction – under the supervision of its own Regulatory authorities and Courts- various internationally recognised incorporated and incorporated entities.
The DIFC deploys within a common law jurisdiction – under the supervision of its own Regulatory authorities and Courts- various internationally recognised incorporated and incorporated entities such as:
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Private Company Limited (PC)
If established as a holding licensed entity, is entitled to own participating shares or freehold properties. It must lease its own DIFC office space and It can grant UAE residency visas for its employees.
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Prescribed Company (PSC)
(Established by the DIFC Law No. 5 of 2019 in October 2019 to replace Intermediate Special Purpose Vehicles (ISPVs) and Special Purpose Companies (SPCs)), identically to the ADGM Special Purpose Vehicle, is to be established for holding purposes (non-operating purposes) under prescribed conditions: the qualifying applicant (who must be controlling the PSC by holding its shares / voting rights or through powers conferred by its articles of association or other regulating document) should be a DIFC based entity (Exemption from DIFC Physical Presence for entities having a substantial presence in the UAE) or individual and the qualifying objects / purposes of the company should be related to structuring of financial transactions, family holding structures, DIFC holding structure (i.e. holding shares of DIFC entities such as DIFC PC) , investments in aviation or crowdfunding. It could use the registered address of a DIFC registered agent but cannot grant UAE residency visas for its employees.
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Qualifying applicants are: Authorized firm, Fund, Government Entity, Family Office, Fintech entity, Foundation, Holding Company, Private Trust Company, Proprietary Investment, DIFC qualifying applicant (being any non-retail entity established in the DIFC other than a PSC), Shareholder/UBO of DIFC qualifying applicant (if they own the majority of shares in a DIFC Qualifying Applicant / Have the majority of voting rights in a DIFC Qualifying Applicant /or have the authority to appoint/remove the majority of directors of the governing body of the DIFC Qualifying Applicant e.g. A natural person owning portfolio of participations in DIFC companies in his own personal name) , Affiliates of DIFC qualifying applicant (includes legal entities that are part of the same group and have one or more people owning the majority of the shares (Common Ownership ) or the majority of the votes (Common Control) in a DIFC Qualifying Applicant) or Family owned business with a large UAE presence (which must meet at least 2 of the following conditions: A total asset value of more than USD10 million in the UAE / Employ more than 100 employees in the UAE/ Lease more than 30,000 sq. ft. of space in the UAE (including offices, retail, schools, manufacturing / All shareholders must be UAE nationals).
| DIFC PC | DIFC PSC | |
| Legal form | – Company limited by shares- Common law regulatory- Access to Common Law Courts. | – Company limited by shares- Common law regulatory- Access to Common Law Courts. |
| Requirements | – DIFC physical office required for incorporation purpose;- Must maintain register of Directors and shareholders;- Annul return to be submitted. | – No DIFC physical office required if an agent is appointed;- Must be controlled by qualifying applicant for qualifying purpose only;- No requirement to deposit share-capital;- Must maintain register of Directors and shareholders;- Annual Financial reports to be submitted. |
| Key Characteristics | – To hold all type of assets in the UAE or abroad; – To hold movable or immovable properties (including Dubai freehold real estate) like a DIFC / ADGM Foundation. | – To structure finance transactions;– To be a Family Holding Structure;– To hold Aviation investments;– To cater crowdfunding– To hold DIFC company shares;
– Allowed to conduct only investment or holding activities. |
| Objects of Company | – To hold all type of assets in the UAE or abroad; – To hold movable or immovable properties (including Dubai freehold real estate) like a DIFC / ADGM Foundation. | – To structure finance transactions;– To be a Family Holding Structure;– To hold Aviation investments;– To cater crowdfunding– To hold DIFC company shares;
– Allowed to conduct only investment or holding activities. |
| Time Frame | – 4 – 7 weeks. | – 2-5 weeks. |
| Government Incorporation Fees | – USD 20,000. | – USD 1,100. |
| Government Recurring fees (excluding any rental fee if office required) | – USD 12,000 | – USD 1,000. |
How Can Wincore Advisory assist you in setting up a Holding Company in DIFC?
For Support and assistance on setting up a Holding Company in DIFC or any of these matters Get in Touch with our Corporate Team Today on +971 4 443 6694 or contact@wincoreadvisory.com.
Wincore specializes in Tax, Corporate and Fiduciary matters. We provide pragmatic, flexible and efficient solutions to individual entrepreneurs, startup businesses, foreign and local SMEs, multinationals, wealthy international families, HNWIs and UHNWIs.
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