Setting Up and Structure

Mainland Company Formation

Two things determine how smoothly this goes: whether the licensed **activity** matches what the business will actually do, and whether the **office space** supports the visa quota you need. Both are fixed at licensing and awkward to change afterwards. Everything else is process.

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Mainland Company Formation

Incorporating an LLC with the Department of Economic Development

Two things determine how smoothly this goes: whether the licensed activity matches what the business will actually do, and whether the office space supports the visa quota you need. Both are fixed at licensing and awkward to change afterwards. Everything else is process.

ItemDetail
Proposed name[NAME] L.L.C.
Emirate[Dubai / Abu Dhabi / Sharjah / other]
Licensing authority[DED / DET / relevant department]
Legal form[Limited Liability Company / Sole Establishment / Civil Company]
Licensed activities[LIST — must match actual operations]
Activity on the strategic-impact list?[Y/N — confirm before assuming full foreign ownership]
Shareholders[NAMES, NATIONALITIES, PERCENTAGES]
Manager[NAME] — named on the licence
Share capitalAED [AMOUNT]
Office[Ejari-registered premises / business centre]
Visa quota sought[NUMBER]
Licence issued[DATE]  Number: [NUMBER]

1. Before You Apply

#DecisionNote
1Jurisdiction confirmed as mainlandSee the jurisdiction guide — free zone may suit better if revenue is largely non-UAE
2Activity listThe licence activity governs what you may lawfully do, which visa job titles are approved, and whether a regulator approval is needed
3Foreign ownership position100% is available for most activities; strategic-impact activities remain restricted by Cabinet decision
4Legal formLLC is the default for commercial activity; professional activities may take a civil company form
5EmirateEach emirate licenses separately; rules, costs and office requirements differ
6Trade nameMust comply with naming rules — no religious or governmental references, no offensive terms; using a personal name requires it to be the full name
7Share capitalNo general minimum for most LLC activities, but it must be adequate for the business and some activities prescribe an amount
8Office spacePhysical premises with an Ejari or equivalent tenancy registration; visa quota is linked to space
9ManagerNamed on the licence, with powers set in the constitutional documents
10External approvalsHealth, education, transport, financial and many other activities need a sector approval before licensing

2. Process

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Notes for use

These notes accompany the template and explain the drafting choices, the compliance points and the mistakes most often made with this document. They appear as a final page in the Word file, intended to be deleted before the document is executed.

Get the activity list right at the start

The licensed activity determines what the company may lawfully do, which job titles will be approved for work permits, whether a sector regulator must approve the business, and in some cases the corporate tax analysis. Amending it later is possible but slower than getting it right, and companies typically discover the mismatch at the first visa refusal.

Office space drives the visa quota

Mainland visa quotas are linked to the size and type of premises. A company that takes minimal space to reduce cost and then needs ten visas will find the quota unavailable. Model the headcount before signing the tenancy, not after.

100% foreign ownership is the default — but check the activity

Full foreign ownership is now available for most mainland activities. Activities on the strategic-impact list determined by Cabinet decision remain restricted or conditional. Confirm the specific activity rather than relying on the general position.

Attestation of foreign documents takes weeks

Corporate shareholder documents issued abroad need attestation in the country of issue, legalisation through the UAE embassy, and then the Ministry of Foreign Affairs. This is the single most common cause of a stalled incorporation. Start it before the name reservation, not after the initial approval.

The bank account is the critical path

Corporate account opening involves enhanced due diligence on shareholders, beneficial owners and source of funds, and commonly takes longer than every other step combined. WPS runs through the account, and without WPS you cannot pay employees compliantly. Begin the moment the licence issues.

The MOA is notarised and bilingual

Unlike a Singapore constitution or an English-law articles of association, the mainland Memorandum of Association is notarised before a UAE notary and the Arabic text is the operative version. Amendments require notarisation again — build that into any plan involving share transfers or capital changes.

Register for corporate tax even if you expect no liability

Registration is required regardless of whether tax is payable. Businesses below the threshold, and those expecting to elect Small Business Relief, still register. Missing this is a straightforward and avoidable penalty.

Assess Emiratisation before you reach the threshold

Quota obligations attach at defined headcount levels and penalties compound monthly per unfilled position. A company planning to grow past 50 employees should model the requirement into its hiring plan rather than encountering it as a fine.

UBO is not optional and not one-off

The register must be established, filed, and kept current as ownership changes. It is checked in banking, in licensing and in due diligence, and it is frequently set up at incorporation and then never updated.

Sector approvals gate the licence

Health, education, transport, food, financial services, legal services and many other activities require approval from the relevant authority before the trade licence issues. Identify these at the activity stage; discovering one at submission adds weeks.

Professional versus commercial form

Professional activities may be licensed as a civil company or professional licence rather than an LLC, with different ownership and liability consequences. Take advice where the activity is a regulated profession.

Keep the corporate file from day one

Licence, MOA and amendments, notarised resolutions, share registers, UBO filings and lease documents belong in one place. Growing companies reconstruct this painfully at their first financing or bank review.

Renewal dates cluster — diarise them together

Licence, establishment card, immigration file, tenancy, Ejari, insurance and visas all renew on their own cycles. A single calendar with reminders prevents the cascade where a lapsed tenancy blocks a licence renewal which blocks a visa renewal.

Redomiciliation is now available

Recent amendments to the Commercial Companies Law introduced a mechanism to transfer a company’s registration between authorities, including between mainland and free zones. Getting the initial choice wrong is less permanent than it was — but it remains a process with approvals, not a switch.

Current as of

Reflects UAE law and practice current as of {{DATE OF USE}}. Licensing procedures differ by emirate and change frequently; foreign ownership rules, strategic activity lists, corporate tax and UBO requirements are all subject to amendment — confirm the current position with the relevant Department of Economic Development and take legal advice before incorporating.

This is a ready-to-use template provided for convenience. Laws and requirements change, and every situation is different — please have it reviewed by a qualified professional (a lawyer, corporate secretary, or accountant as relevant) before you rely on it.