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1. What Is 100% Foreign Ownership in Dubai?
2. The Legal Framework Behind Full Foreign Ownership
3. Which Activities Qualify for 100% Ownership?
4. Sectors Where Restrictions Still Apply
5. How to Set Up a Wholly Foreign-Owned LLC
7. How Much Does a Dubai LLC Cost?
8. Removing a Local Partner from an Existing LLC
10. Corporate Tax and VAT Obligations
11. Company Ownership and Residence Visas
12. Benefits and What to Watch For
100% foreign ownership in Dubai means a foreign individual or corporate entity can hold the entire share capital of a mainland limited liability company, with no requirement for an Emirati shareholder or a local service agent. The change took effect on 1 June 2021 and applies across a broad list of activities published by the Dubai Department of Economy and Tourism (DET).
Under the previous regime, at least 51% of a mainland company had to be held by a UAE national. Investors tried to balance that requirement through side agreements, but the enforceability of those arrangements always remained uncertain. That structure is no longer necessary: the licence is issued directly in the foreign owner's name, and profit distribution and decision-making stay entirely with the investor.
| Dubai Mainland Full Foreign Ownership at a Glance | |
|---|---|
| Effective date | 1 June 2021 |
| Legal basis | Federal Decree-Law No. 26 of 2020 and Federal Decree-Law No. 32 of 2021 on Commercial Companies |
| Local partner requirement | None — except activities of strategic impact |
| Minimum share capital | No general minimum; may vary by activity |
| Licensing authority | Dubai Department of Economy and Tourism (DET) |
| Eligible activities | More than 1,000 commercial and industrial activities in Dubai |
| Corporate tax | 0% up to AED 375,000; 9% above that threshold |
Three instruments need to be read together. Much of what circulates online still reflects the pre-2021 position, which is why outdated claims about a mandatory 51% Emirati shareholder keep resurfacing.
Federal Decree-Law No. 26 of 2020 amended the then-applicable Federal Law No. 2 of 2015 on Commercial Companies, removing the requirement for a majority Emirati shareholder and a local service agent for mainland companies. It became operative on 1 June 2021.
Cabinet Resolution No. 55 of 2021, issued on 30 May 2021, defined the "activities of strategic impact" where full foreign ownership is either not granted or subject to additional conditions. In those fields, the ownership ratio and any extra requirements are determined by the licensing authority of the relevant emirate.
Federal Decree-Law No. 32 of 2021 came into force on 2 January 2022, replacing Federal Law No. 2 of 2015 and making full foreign ownership a permanent feature of UAE company law. The same statute raised the share of a public joint stock company that can be offered to the public, relaxed board and general assembly rules, and enabled electronic voting. The grace period for existing companies to align their constitutional documents expired on 2 January 2023.
Any source still citing "Federal Law No. 2 of 2015" as the operative text is out of date. The governing statute today is Federal Decree-Law No. 32 of 2021.
More than 1,000 commercial and industrial activity codes in Dubai are open to full foreign ownership. Because eligibility is determined code by code, confirming the exact code against the current DET list before incorporation is essential. The same business licensed under a different code can carry a different ownership ratio, a different visa quota and different fees.
| Activity Area | Foreign Ownership | Notes |
|---|---|---|
| General trading, wholesale and retail | 100% | Commercial licence; warehouse or shop conditions vary by activity |
| Manufacturing and industry | 100% | Industrial licence; facility and environmental approvals apply |
| Consultancy, software and digital services | 100% | Professional licence; proof of qualification may be requested |
| Construction and contracting | 100% | Dubai Municipality classification and technical staff requirements |
| Logistics, transport and e-commerce | 100% | Sector permits from RTA and Customs obtained separately |
| Healthcare, education and food | 100% | Subject to DHA, KHDA or Dubai Municipality pre-approval |
| Banking, insurance, exchange and finance | Restricted | Activity of strategic impact; regulator approval required |
| Security, defence and military activities | Restricted | National ownership element retained |
For the difference between commercial, professional and industrial licences and how codes map to them, the breakdown in Dubai DED licence types and activity codes is a practical starting point.
The following fields are treated as being of strategic impact under Cabinet Resolution No. 55 of 2021. Full foreign ownership is not automatic here; the emirate's licensing authority and the sector regulator set the ownership ratio and any additional conditions.
| Activity of Strategic Impact | Practical Approach |
|---|---|
| Security, defence and military-related activities | National ownership and security clearance required |
| Banks, exchange houses, finance and insurance companies | Central Bank or regulator approval; ownership may be capped |
| Currency printing | Full national ownership |
| Telecommunications | Sector regulator approval and ownership limits |
| Hajj and Umrah services | National ownership requirement |
| Quran memorisation centres | National ownership requirement |
| Certain fisheries-related services | Full national ownership |
Although the list is set federally, each emirate's economic department publishes its own implementation guidance. Abu Dhabi, for example, opened 1,105 commercial and industrial activities to full foreign ownership under its own list.
With complete paperwork, incorporation in Dubai typically takes 5–10 working days. Activities that need sector pre-approval take longer.
| Dubai Mainland LLC Formation Flow | ||
|---|---|---|
| 1 | Define activity and licence type | Select the code from the DET list and confirm it is open to full foreign ownership |
| 2 | Reserve the trade name | Must comply with UAE naming rules; religious and political terms are rejected |
| 3 | Obtain initial approval | Plus sector regulator approval where required |
| 4 | Draft and notarise the MOA | Share split and manager appointments confirmed before the notary |
| 5 | Secure premises and Ejari | Physical office or an approved flexible workspace |
| 6 | Issue the licence and pay fees | Trade licence, chamber of commerce registration and establishment fees |
| 7 | Open the corporate bank account | KYC file, business plan and source-of-funds evidence |
| 8 | Register for corporate tax | Registration via the FTA EmaraTax portal; VAT registration if thresholds are met |
| 9 | Open the visa quota and process visas | Partner or investor visas, staff visas and Emirates ID |
For the company form itself — liability structure, shareholder numbers and manager appointment rules — LLC limited company formation in Dubai covers the mechanics in detail.
The core document set for a mainland LLC is as follows:
Where a corporate shareholder is involved, apostille and consular attestation is usually the longest item on the timeline. Start that step as soon as the incorporation decision is made.
There is no single figure. Activity code, office type, visa count and sector permits together determine the total. Official fees can be queried in real time through the DET fee estimation service. The table below provides a line-item framework for budgeting; the exact amount should always be taken from the official calculation.
| Cost Item | Indicative Range (AED / year) | Notes |
|---|---|---|
| Trade name and initial approval | 1,000 – 2,500 | One-off; surcharge applies for foreign-language names |
| Trade licence fee | 10,000 – 30,000 | Varies by commercial, professional or industrial licence |
| MOA notarisation and attestation | 500 – 3,000 | Depends on shareholder count and corporate shareholders |
| Office and Ejari | 5,000 – 50,000+ | Large gap between flexible workspace and physical premises |
| Visa quota and residence visa | 3,000 – 7,000 per person | Includes medical test, Emirates ID and insurance |
| Sector permits | Activity-dependent | Calculated separately for health, education, food and transport |
| Accounting and compliance | 6,000 – 25,000 | Bookkeeping, corporate tax return, VAT filings |
A fuller cost breakdown by licence type is available in Dubai mainland company setup cost, and the documentation banks expect at account opening is covered in how to open a commercial bank account in Dubai.
An LLC incorporated before 2021 with a UAE national shareholder can be converted to full foreign ownership through a licence amendment. The sequence is:
Where the local partner declines to transfer, the dispute is resolved under the arbitration or jurisdiction clause in the shareholders' agreement. Share valuation and historical profit distribution then become separate negotiation points. The procedural detail is set out in adding or removing a partner from a Dubai company.
Since full ownership is now available under both models, the decision turns on market access, tax status and cost rather than the shareholding ratio.
| Criterion | Mainland | Free Zone |
|---|---|---|
| Foreign ownership | 100%, except strategic impact activities | 100% |
| Selling in the UAE local market | Direct and unrestricted | Requires a mainland distributor or branch |
| Government tenders | Eligible | Generally not eligible |
| Corporate tax | 9% above AED 375,000 | 0% on qualifying income if QFZP conditions are met |
| Office requirement | Ejari-registered physical space | Flexi-desk options widely available |
| Visa quota | Scales with office area | Package-based and capped |
| Setup cost | Typically higher | Lower at entry level |
A side-by-side comparison on cost and operations is available in Dubai mainland vs free zone, and the conditions for 0% corporate tax in a free zone are explained in the qualifying free zone person regime.
The most common error in post-2021 content is the claim that the UAE has no tax at all. That is no longer accurate. Federal Decree-Law No. 47 of 2022 introduced federal corporate tax, applicable to financial years beginning on or after 1 June 2023.
| Obligation | Rate / Threshold | Basis |
|---|---|---|
| Corporate tax | 0% up to AED 375,000; 9% above | Federal Decree-Law No. 47 of 2022 |
| Small Business Relief | Revenue up to AED 3,000,000, for tax periods ending on or before 31 December 2026 | Ministerial Decision No. 73 of 2023 |
| VAT | Standard rate 5% | Federal Tax Authority |
| Mandatory VAT registration | Taxable supplies and imports above AED 375,000 | FTA registration rules |
| Voluntary VAT registration | From AED 187,500 | FTA registration rules |
| Personal income tax | Not levied on salaries or personal income | No federal income tax |
Whether a newly incorporated company falls under the relief threshold is worth checking early; the eligibility test is covered in Dubai Small Business Relief. Filing deadlines and penalties for VAT are set out in VAT return filing for companies in Dubai.
A foreign shareholder in a mainland company can obtain a partner or investor residence visa through the company. The visa quota is set by office area and activity type, and can be extended as headcount grows.
The rule most often overlooked concerns time spent abroad. A UAE residence visa is nullified automatically if the holder stays outside the country for more than six consecutive months. The widely repeated claim that "entering once a year is enough" is not correct. Golden Visa holders hold a long-term status valid for five or ten years under a separate set of rules, with investor categories and thresholds published on the official government portal.
The step-by-step residence process through a mainland company is set out in company formation and residence permit in Dubai, and long-term status conditions in how to obtain a Golden Visa in Dubai.
What full ownership changes in practice is not only the share register, but who holds signing authority and decision rights day to day.
| Benefit | What to Watch For |
|---|---|
| No share of profit allocated to a local partner | Corporate tax and transfer pricing obligations still apply |
| No local partner signature needed for official filings | Some sector permits still require a local technical supervisor |
| Simpler bank KYC file | Ultimate beneficial owner declarations are scrutinised closely |
| Easier share transfers and exits | Transfers still require notarisation and DET approval |
| Access to government and semi-government tenders | Emiratisation quotas apply above certain headcounts |
| Free trading within the UAE local market | Ejari-registered premises and annual licence renewal costs continue |
Recruitment quotas and reporting duties for mainland companies above certain headcounts are covered in the law on Emiratisation for private companies.
World Company Setup handles mainland and free zone incorporation, licence amendments, corporate bank account opening, accounting and tax compliance as a single file from its office in Dubai Silicon Oasis. Removing a local partner from an existing LLC, moving an activity to a code eligible for full ownership and completing corporate tax registration on time are managed by the same team.
To confirm whether your activity code qualifies for full foreign ownership and to receive an indicative setup budget, submit the request form or call the office directly.
Legal references and rates in this article were verified against the official sources listed above. Government fees vary by activity code and licence type, so the exact figure should be taken from the official DET calculation service.
The requirement for a majority Emirati shareholder in mainland LLCs was removed on 1 June 2021, and Federal Decree-Law No. 32 of 2021, in force since 2 January 2022, made that position permanent. For investors the outcome is straightforward: the licence is issued directly in the foreign owner's name, and profit distribution and decision-making are no longer shared. Eligibility is still assessed activity code by activity code, and restrictions continue to apply in activities of strategic impact.
To confirm whether your activity code is open to full foreign ownership and to clarify your incorporation timeline and indicative budget, contact the World Company Setup team. Removing a local partner from an existing LLC and completing corporate tax registration are handled within the same file.
It took effect on 1 June 2021. Federal Decree-Law No. 26 of 2020 removed the majority Emirati shareholder requirement for mainland companies, and Federal Decree-Law No. 32 of 2021 on Commercial Companies, in force from 2 January 2022, made the regime permanent.
No. For activity codes open to full foreign ownership, a mainland LLC does not require an Emirati shareholder or a local service agent. The licence is issued directly in the foreign owner's name. Only activities of strategic impact may still carry a national ownership element or an additional approval requirement.
Restrictions remain in the activities of strategic impact defined by Cabinet Resolution No. 55 of 2021: security and defence, banking and insurance, currency printing, telecommunications, Hajj and Umrah services, Quran memorisation centres and certain fisheries-related services. In these fields the emirate's licensing authority sets the ownership ratio.
Eligibility is determined code by code. The activity must be checked against the current list published by the Dubai Department of Economy and Tourism. The same business licensed under a different code can carry a different ownership ratio, visa quota and fee structure, so the code should be settled before incorporation.
Through a licence amendment. Confirm the activity code is open to full ownership, pass a share transfer resolution signed by all shareholders, sign the transfer agreement before the notary, obtain DET initial approval, submit the file, pay the fees and collect the amended licence and MOA.
With complete paperwork, typically 5 to 10 working days. Activities requiring sector pre-approval, such as healthcare, education, food and transport, take longer. Where a corporate shareholder is involved, apostille and consular attestation is usually the longest item on the timeline.
There is no single figure. Trade name and initial approval, the trade licence fee, MOA notarisation, Ejari-registered premises and visa costs are all separate line items, and the total depends on activity code, licence type, office type and visa count. The exact amount can be queried through the official DET fee estimation service.
Yes. Corporate tax introduced by Federal Decree-Law No. 47 of 2022 applies to financial years beginning on or after 1 June 2023: 0% up to AED 375,000 and 9% above that. VAT is charged at a standard rate of 5%, with mandatory registration once taxable supplies and imports exceed AED 375,000.
There is no general minimum share capital for a mainland LLC. The capital amount is declared in the memorandum of association and is expected to be appropriate to the activity. Certain regulated activities have their own minimum capital thresholds set by the sector regulator.
There is no nationality-based restriction on full ownership, and corporate entities can also hold shares. Some nationalities go through a standard security clearance step, which can extend the incorporation timeline slightly.
Yes. A foreign shareholder in a mainland company can obtain a partner or investor residence visa through the company. The visa quota is set by office area and activity type and can be extended for staff. The process includes a medical test and an Emirates ID application.
A UAE residence visa is nullified automatically if the holder stays outside the country for more than six consecutive months. The claim that entering once a year is sufficient is not correct. Golden Visa holders hold a five or ten year status under a separate set of rules.
Ownership is no longer the deciding factor. A mainland company can sell directly in the UAE local market and bid for government tenders. A free zone company can achieve 0% corporate tax on qualifying income where the qualifying free zone person conditions are met, but generally needs a mainland distributor or branch to trade onshore.
Once the licence is issued, the company must register for corporate tax with the Federal Tax Authority, maintain accounting records and file the annual corporate tax return on time. VAT registration and periodic VAT returns are added where thresholds are met. The trade licence and Ejari contract must also be renewed annually.
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