TFZ

19th Floor, Conrad Tower, Sheikh Zayed Road, Dubai, UAE

UAE Offshore Companies — TFZ

The offshore framework,
explained precisely

RAK ICC, JAFZA Offshore and Ajman — regulated holding vehicles for assets, shares and international business.

A UAE offshore company may hold assets, own shares, hold real estate where permitted, and transact internationally — but it may not carry on business within the UAE market. Within those boundaries, it's the most cost-efficient structure the UAE offers.

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Jurisdictions

The Three Registries and Their Governing Regulations

RAK ICC Regs 2016
RAK ICC

The UAE's most active offshore registry, hosting tens of thousands of companies. Modern features include different share classes, migration of foreign companies, and access to common-law dispute resolution via DIFC/ADGM courts. The default recommendation for general holding.

JAFZA Offshore Regs 2003
JAFZA Offshore

The prestige Dubai registry — and the offshore vehicle recognised by the Dubai Land Department for ownership of real estate in designated freehold areas. The correct instrument where the objective is holding Dubai property.

Ajman Offshore Regs 2014
Ajman Offshore

The lowest-cost entry point for straightforward international holding and invoicing purposes.

Legal Position

Characteristics & Benefits

Governed by modern regulations with full beneficial-ownership transparency to the authorities — not a legacy secrecy jurisdiction.

100% foreign ownership, no minimum capital deposit

Capital is stated in the memorandum without a mandatory paid-up requirement.

No physical premises requirement

The registered office is provided through a licensed registered agent, which TFZ acts as.

Confidentiality with lawful transparency

Registers aren't public, but are maintained and disclosed to the registrar and competent authorities under Cabinet Decision No. 109 of 2023 and Federal Decree-Law No. 20 of 2018.

Succession and asset-protection utility

Shares pass to heirs or transferees; RAK ICC additionally interfaces with foundations and the DIFC Wills Service for non-Muslim succession planning.

Speed and remoteness

Incorporation typically within 3–7 working days, executed remotely through the registered agent.

Scope

Permitted and Prohibited Activities

Permitted
✓ Holding shares in UAE and foreign companies
✓ Owning real estate where the registry is approved
✓ Holding intellectual property
✓ International trading and invoicing outside the UAE
✓ Opening UAE and international bank accounts
Prohibited
✕ Carrying on trade within the UAE
✕ Leasing onshore commercial premises
✕ Employing staff onshore or sponsoring visas
✕ Regulated activities without the relevant licenses

Breach of the business-restriction rules is a compliance event with real consequences — the boundary is respected, not managed around.

AED 8,000

All-inclusive starting cost

3–7 days

Typical incorporation time

140+

Countries in the UAE's double tax treaty network

7 years

Accounting records retention period

The Precise Position

Banking, Tax and Compliance

Bank account

The most scrutinised of the three structures. Banks apply enhanced due diligence under Federal Decree-Law No. 20 of 2018. Accounts are regularly opened for well-documented companies — preparation is the determining factor.

Corporate tax

Within the scope of Federal Decree-Law No. 47 of 2022, but an offshore company with no UAE-source income typically has no positive liability. Share-holding commonly benefits from the participation exemption under Article 23.

Economic substance

ESR filing obligations were discontinued for financial years ending after 31 December 2022 under Cabinet Decision No. 98 of 2024, though historic-period filings should be verified once.

Visas
None — by design

Offshore registries confer no immigration sponsorship rights. Founders requiring UAE residence pair the offshore holding company with a free zone operating company (packages with one visa from AED 12,000), or obtain residence independently.

The Decision Rule

If the company's purpose is to own — shares, property, IP, investments — and to invoice internationally, offshore is the efficient instrument. If it must operate, hire or sponsor, it is not.

RAK ICC for general purposes, JAFZA Offshore where Dubai real estate is involved, Ajman where budget governs. Where both ownership and operation are needed, the offshore-holding-plus-free-zone-operating structure delivers both.

Frequently Asked Questions

Everything You Need to Know About Offshore Companies

From governing regulations to property ownership and tax filing, here are answers grounded in the current legal position.

RAK ICC companies are governed by the RAK ICC Business Companies Regulations 2016 (as amended); JAFZA offshore companies by the Jebel Ali Free Zone Offshore Companies Regulations 2003 (revised 2018); and Ajman offshore companies by the Ajman Offshore Companies Regulations 2014. Federal AML and beneficial-ownership law applies to all three.

No. UAE offshore companies operate under regulated registries with mandatory registered agents, beneficial-ownership disclosure under Cabinet Decision No. 109 of 2023, and full AML supervision under Federal Decree-Law No. 20 of 2018 — regulatory substance that legacy island jurisdictions lack.

Yes — JAFZA Offshore is the registry recognised by the Dubai Land Department for designated freehold areas, and RAK ICC companies can hold Dubai property under DLD-recognised arrangements. We confirm the current route for the specific property before incorporation.

Incorporation brings a company within scope of Federal Decree-Law No. 47 of 2022, but an offshore entity with no UAE-source income typically has no positive liability. Registration and filing obligations depend on the facts — a one-time review we perform for every offshore client.

This page provides general legal information current at the time of publication, not legal advice for your specific circumstances. Legislation and executive decisions are amended from time to time; TFZ confirms the current position for every client engagement.

Hold it properly. Document it precisely.

Tell us what the company should own — we'll recommend the registry and quote from AED 8,000.

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