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Setting up a Special Purpose Vehicle (SPV) in Abu Dhabi Global Market (ADGM)

Special Purpose Vehicle

Abu Dhabi Global Market is an international financial centre based in Abu Dhabi that caters to local, regional, and global institutions. It offers a wide range of services, including insurance, wealth management, banking, asset management, and capital market activities. This makes it a preferred destination for investors seeking Company Formation Services in Abu Dhabi Global Market, due to its strong regulatory framework and global credibility.

ADGM has three independent authorities: the Registration Authority (RA), the Financial Services Regulatory Authority (FSRA), and the ADGM Courts. These entities ensure a business-friendly environment that operates in line with international best practices recognized by major financial centres across the world.

Benefits Incentives offered by ADGM:
  • 100% Foreign Ownership
  • 100% Tax(Import & Export) Exemption
  • 100% repatriation of Capital & Profits
  • No office required based on an agent being appointed
  • No restrictions on the number of shareholders
  • Independent ADGM courts
What is Special Purpose Vehicle(SPV)?

SPVs are corporate vehicles, typically private companies, established for the purpose of isolating financial and legal risk by ring-fencing assets and liabilities. SPVs can be established as subsidiaries, project or joint venture vehicles to ensure that only those assets related to a transaction are exposed to the liabilities associated with that transaction. As the key feature of an SPV is its separate legal personality, claims by the SPV’s creditors cannot attach to the assets of the SPV’s shareholders or any of its sister companies.

Location:
Abu Dhabi Global Market, Abu Dhabi, (U.A.E.)
Uses of SPV:
Securitisation, Real Estate Investment, Financing, Asset Transfer, Risk Transfer 
Risk Sharing, Raising Capital & Intellectual Property
License available:
Commercial License 
Type of Entity:
Private Company Limited : Standard Private Limited Company & Passive Private Limited

Restricted Scope Company (RSC): subsidiary of a group which publicly files consolidated accounts, A Single Family Office & A subsidiary of a company formed by Emiri decree
Shareholder
Individual or Corporate entity
Share capital:
No minimum share capital
  Director:
Individuals & Corporate (Minimum one individual mandatory)
Audit:
Annual audit report to be filed in case of more than 35 employees or turnover above USD 13.5 million in limited company 
Annual Account 
Limited Company’s annual accounts to be filed 
Annual Return: Yes
Estimated time:
2-3 weeks to obtain trade license of the company 
Some of the basic documents required to set up SPV in ADGM are:
  • Application forms
  • Passport, visa & emirates ID copy of sharehoder(s)/director(s)/manager
  • NOC from current sponsor for shareholder(s)/director(s)/manager (applicable if holding UAE residence visa)
  • CV of shareholder(s)/director(s)/manager
  • Copy of lease agreement or signed consent letter for provision of Registered office
  • Specimen signature form & passport size photo for shareholder(s)/director(s)/manager
  • Business Plan
  • NOC from external departments (if any)

ADGM licensing fee for SPV is US$ 1,600/- in addition to the cost of rentals & agent fees.

How can GBS FZCO help? 

Global Business Services FZCO is a trusted provider of company formation services in UAE, offering comprehensive solutions including advisory, corporate structuring, accounting, company incorporation, and administration services across tax-efficient jurisdictions worldwide. With years of experience, our team has developed a strong understanding of diverse business and regulatory requirements, ensuring a smooth and compliant setup process for our clients.

Whether you are looking to establish an SPV in ADGM or expand your business presence in the UAE, we provide end-to-end support tailored to your needs.

For more information on setting up an ADGM SPV, contact us today at +971 4 4471804 or email us at info@gbsei.com.