Dubai is the commercial capital of the United Arab Emirates and is the business capital of the Middle East. In 2003, Jebel Ali Free Zone Authority (JAFZA) which manages one of the largest free zone in the region, promulgated JAFZA Offshore Companies Regulation which permits setting up of an offshore company.
Characteristics of an offshore company registered in the JAFZA are as follows:
Shareholders: Minimum of one shareholder is required. Corporate shareholders are permitted. Shareholders will decide capital structure of the company. Single class of shares permitted and bearer shares are not permitted.
Directors: A minimum of two directors are required and corporate directors are not permitted. Shareholder can be a director as well.
Secretary: Every company must have a secretary. Director can be a secretary as well.
Restrictions on Name & Activity: Names must end with Limited. The following words, and their associated activities, cannot be used: Assurance, Bank, Building Society, Chamber of Commerce, Chartered, Co-operative, Fund, Imperial, Insurance, Municipal, Mutual Fund, Royal, Consultants and Trust.
Local Requirements: Company must appoint an approved registered agent. A registered agent's office in the UAE or in the Jebel Ali Free Zone can also be used as the registered office.
Timescale: Registration of the JAFZA Offshore will take approx. 7 days. Shareholders or their authorized attorneys need to visit in person to sign in presence of JAFZA officials for incorporation of the company.
Annual Reporting: Every company must keep accounting records & get same audited. These must be approved by the shareholders. The accounts / audit report however, do not need to be filed with the Offshore Authority.
Taxation: JAFZA Offshore pays no taxes in UAE.
JAFZA Offshore cos are non-resident companies and hence not entitled to tax residency certificate and also can not avail benefits under any Double Tax Avoidance Agreements.
Confidentiality: Details of shareholders & directors need to be filed with authorities but are not available for public record
JAFZA offshore cannot:
Company Renewal: Renewals for JAFZA Offshore companies falls every anniversary date of incorporation. Failure to do so would result in penalties of AED 120/- per month.
In the event that the company is not renewed within 6 months of the renewal due date, the company will be struck off by the registrar of the companies.
Latest valid passport copy and recent utility bill for address proof of shareholder/director are required to be submitted at every renewal as a part of enhanced due diligence. If shareholder is a corporate entity, then latest certificate of incumbency and above stated docs of directors would be required.
Individual's KYC Docs:
Note: Item 1- 4 are to be attested upto UAE/Consulate Ministry.
Whilst every effort has been made to ensure that the details contained herein are correct and up-to-date, it does not constitute legal, tax or other professional advice. We do not accept any responsibility, legal or otherwise, for any errors or omissions.