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Table of Contents
What Is a Dubai Offshore Company?
Where to Register: RAK ICC, JAFZA, Ajman
Dubai Offshore Company Formation Cost in 2026
How to Set Up an Offshore Company: Step by Step
Documents Required and Attestation
Are Dubai Offshore Companies Tax Free?
An offshore company is a legal entity registered in the United Arab Emirates that carries out its activity outside the country. UAE legislation calls this structure an International Business Company (IBC). It has no physical office, no employees and no trade licence in the UAE. What the registry issues is a Certificate of Incorporation, nothing more.
That distinction has a practical consequence: an offshore company cannot sell goods or services to customers inside the UAE. What it does well is hold assets. International trade, group holding structures, intellectual property ownership, ship and yacht registration and real estate acquisition are the use cases where this vehicle earns its keep.
This is where most enquiries begin, and where most of them are resolved. Placing the three side by side usually settles the decision in a minute:
| Criterion | Offshore (IBC) | Free Zone | Mainland |
|---|---|---|---|
| Trading inside the UAE | Not permitted | Within the zone and for export | Unrestricted |
| Residence visa | None | Available | Available |
| Trade licence | Not issued | Issued | Issued |
| Physical office | Not required | Flexi-desk accepted | Mandatory |
| Formation time | 5-10 working days | 1-3 weeks | 2-4 weeks |
If the goal is to relocate to Dubai, obtain a visa or sell locally, an offshore company will not do the job. In that case look at Dubai free zones or company formation in Dubai Mainland instead.
Importers and exporters running cross-border contracts, investors consolidating subsidiaries in several countries under one roof, technology companies keeping trademarks and patents in a separate entity, buyers of Dubai freehold property and families structuring assets for succession planning are the groups that get real value out of an IBC.
The phrase "Dubai offshore" is used loosely for three separate registries. The differences drive both cost and what the company is actually allowed to do.
The most widely used registry in the region. A company can be incorporated with a single shareholder and the regulations impose no minimum share capital. Incorporation is possible only through a licensed registered agent; direct applications are not accepted. Renewals are expected 30 days before expiry, with a 30-day grace period after that. Further detail is available in our guide to the advantages of RAK ICC company formation.
The only offshore structure registered inside Dubai itself, which gives it a distinct position. It requires at least one shareholder, one director and one company secretary, and allows 100% foreign ownership. No trade licence is issued, only a certificate of incorporation, and the company cannot conduct commercial activity with persons inside the UAE. JAFZA publishes a "NOC Letter to Own Property" in its official service list, which is how a JAFZA offshore company acquires Dubai real estate, subject to Dubai Land Department approval. Registration usually completes in 5-7 working days.
Ajman Free Zone positions its offshore solution for holding companies, special purpose vehicles, property ownership and cross-border trade structures, with incorporation in 1-3 working days. Trade inside the UAE is not permitted. Ajman does not publish a current fee schedule on its official site, so pricing should be confirmed with the registry at the point of application.
| Objective | Recommended registry | Reason |
|---|---|---|
| Buying property in Dubai | JAFZA Offshore | NOC letter for property ownership is issued |
| International trade and holding | RAK ICC | Published fee schedule, flexible share structure |
| Fast SPV incorporation | Ajman Offshore | 1-3 working day turnaround |
| Visa and local sales | Offshore is unsuitable | Choose a free zone or mainland licence |
Published figures range from USD 4,000 to AED 35,000, and most carry no date. The reason for the spread is simple: some quotes cover only the registry fee while others bundle the agent's service charge. The table below uses the RAK ICC fee schedule effective 1 January 2026 and JAFZA's published tariff.
| Item | 1 year | 2 years | 3 years |
|---|---|---|---|
| RAK ICC IBC incorporation | AED 3,250 | AED 6,700 | AED 9,600 |
| RAK ICC renewal | AED 3,950 | AED 7,250 | AED 10,650 |
| JAFZA Offshore registration | AED 10,000 | ||
| JAFZA NOC letter to own property | AED 200 | ||
Where budgets go wrong: these are registry fees only. The registered agent's own service fee sits outside the official schedule. RAK ICC tariffs agent onboarding and renewal at AED 12,500, with portal access at AED 50 per month.
Year one covers incorporation fees, the agent's fee, notarisation, attestation and translation. From year two onward you carry the renewal fee and the agent's annual retainer. If you engage support for the bank account application, that is a separate line again. Our breakdown of accounting services and costs in Dubai is useful when you model the recurring side of the budget.
For an applicant who prepares properly, the process runs without surprises. Six stages in practice:
1 | Choose the registry and company name RAK ICC, JAFZA or Ajman · name availability check · 1 day |
2 | Engage a registered agent Mandatory in all three registries · no direct applications |
3 | Prepare documents, notarise and attest Passport, proof of address, bank reference · around 1 week |
4 | Draft the MOA and AOA Share allocation, objects, director appointments |
5 | Registration and certificate Certificate of Incorporation · 5-10 working days at RAK ICC and JAFZA |
6 | Apply for a corporate bank account Separate approval process · the longest stage in practice |
For individual shareholders the standard set is:
Where a corporate shareholder is involved, the parent company's commercial register extract, articles of association, signature circular and board resolution are added. Corporate documents issued abroad must be notarised and carry an apostille; this step alone commonly takes a week and is the single most frequent cause of delay.
The answer that applied before 2023 no longer holds. The UAE introduced corporate tax through Federal Decree-Law No. 47 of 2022, and offshore structures are not outside its scope.
For financial years beginning on or after 1 June 2023, taxable income up to AED 375,000 is taxed at 0% and the excess at 9%. Free zone entities may access a 0% rate on qualifying income as a Qualifying Free Zone Person. Cabinet Decision No. 100 of 2023 conditions that status on genuine substance: core income-generating activities carried out in the zone, adequate assets, an adequate number of full-time qualified employees and adequate operating expenditure.
Important: an IBC by design carries no premises, staff or physical presence. The claim that an offshore company is automatically taxed at 0% is not supported by the legislation. Each entity is assessed on its own facts.
UAE VAT is charged at 5%, with a mandatory registration threshold of AED 375,000 and a voluntary threshold of AED 187,500. On Economic Substance Regulations there is a persistent misconception worth correcting: the reporting obligation was removed by Cabinet Decision No. 98 of 2024 for financial years ending after 31 December 2022. Obligations for the 2019-2022 periods, including responding to information requests and settling penalties already imposed, remain in force.
Ultimate beneficial owner reporting is governed by Cabinet Resolution No. 109 of 2023, effective 16 November 2023. Companies must maintain a UBO register and a register of partners or shareholders, file the initial notification within 60 days, report changes within 15 days and respond to further requests within 14 days. Financial free zones such as DIFC and ADGM are excluded; RAK ICC, JAFZA Offshore and Ajman are within scope.
Since 1 January 2025 a 15% Domestic Minimum Top-up Tax also applies to UAE members of multinational groups with consolidated revenue above EUR 750 million. For the mechanics of the regime see our guide to UAE corporate tax rates and thresholds.
Because an offshore company issues no trade licence, it cannot obtain an establishment card, which in turn means no residence visa and no Emirates ID for its owner. Without UAE residency there is no tax residency certificate, and without a TRC the owner cannot claim benefits under a double taxation treaty. Anyone who remains tax resident elsewhere should assume that home-country controlled foreign company rules and dividend reporting obligations still apply, and take local advice before incorporating. Our Dubai tax consultancy team can review the structure before you commit.
The only sensible way to judge this structure is to look at both columns at once.
| Advantages | Limitations |
|---|---|
| 100% foreign ownership, no local partner | No trading inside the UAE |
| No office or staffing requirement | No residence visa or Emirates ID |
| Incorporation in 5-10 working days | No trade licence is issued |
| No restriction on capital or profit transfer | No tax residency certificate |
| Flexible vehicle for holding, SPV and IP | Bank account approval is slow and uncertain |
| Shareholder details are not published publicly | UBO filing and a registered agent are mandatory |
Holding the certificate does not finish the job; the bank account is the real hurdle. The UAE Central Bank's AML/CFT guidance for institutions serving legal persons requires banks to verify the constitutional documents, the registered address, senior management and authorised signatories, and to identify every natural person holding or controlling 25% or more by tracing the ownership chain upward.
The guidance applies enhanced scrutiny to entities with no significant operations or assets, to nominee arrangements and to multi-layered cross-border structures. The binding rule is unambiguous: where a bank cannot satisfy itself that it understands the legal person, it must not accept it as a customer. Applications therefore succeed on evidence, a clear business model, real commercial contracts and a documented source of funds. Our walkthrough on opening a corporate bank account in Dubai covers the document set in detail.
A fair share of enquiries end with the conclusion that this is the wrong instrument. If any of the following describes your plan, change direction:
Still weighing the options? Our comparison of Dubai mainland vs free zone companies sets out the trade-offs.
Incorporation happens once; renewal is an annual obligation. RAK ICC expects the renewal application 30 days before expiry, allows a 30-day grace period, and then applies monthly penalties that can accumulate for up to 180 days. Missing renewal altogether can lead to the company being struck off the register.
Closing the company means passing the resolution set out in the articles, closing any bank account and applying to the registry through the registered agent. Where a company is liquidated, the UBO register must be handed to the relevant authority within 30 days. Record-keeping obligations continue for a period after dissolution, which is a good reason to keep the books in order from day one.
Information compiled as at 19 August 2026. Registry fees and tariffs are subject to change; confirm current figures with the relevant registry before applying.
The choice between offshore, free zone and mainland rarely bites in year one. It bites in year three. For investors who need no visa, generate income outside the UAE and want the entity to hold assets rather than trade, the offshore model is the low-cost answer. Where relocation, local sales or hiring are on the table, the same budget belongs in a free zone company.
Where is your income generated, do you need a residence visa, and in which country will the company actually be managed? Those three answers narrow the field quickly. If effective management stays in your home country, settle the reporting position with a local adviser before incorporating rather than after.
World Company Setup handles the full cycle: selecting the registry, appointing the registered agent, managing attestation, preparing the bank account file and tracking annual renewals. Request a short assessment to find out which registry fits your structure.
Yes. Offshore companies are legal entities formally registered under UAE law at RAK ICC, JAFZA or Ajman, and incorporation is carried out only through a licensed registered agent. Provided the company files its ultimate beneficial owner notification and renews on time, the structure is fully compliant. The UAE does not appear on the FATF grey or black lists as published on 19 June 2026.
With a complete document set, registration typically takes 5-10 working days at RAK ICC and JAFZA, and 1-3 working days at Ajman. The most common delay is notarisation and apostille of corporate documents, which can add a week on its own. The corporate bank account is a separate approval process that runs after incorporation.
No. JAFZA states that an offshore company is not issued with a business licence, only a certificate of incorporation. The ICP establishment card service requires a valid commercial licence, and without an establishment card a company cannot sponsor residence visas. Anyone whose objective is residency should incorporate in a free zone or on the mainland instead.
Under the RAK ICC fee schedule effective 1 January 2026, IBC incorporation is AED 3,250 for one year and renewal is AED 3,950; two and three year options are AED 6,700/7,250 and AED 9,600/10,650 respectively. JAFZA Offshore registration is AED 10,000. These are registry fees only, so the registered agent's service fee, notarisation, attestation and translation costs must be budgeted separately.
Since 1 June 2023 the UAE applies 9% corporate tax on taxable income above AED 375,000. The 0% rate available to a Qualifying Free Zone Person depends on the substance conditions in Cabinet Decision No. 100 of 2023: core income-generating activity in the zone, adequate assets, adequate full-time qualified employees and adequate operating expenditure. Because an offshore entity holds no premises or staff by design, it cannot be assumed to meet those conditions; each case is assessed on its own facts.
Incorporation itself can be completed remotely through the registered agent under a power of attorney, with notarised and attested originals couriered to the agent. Banking is a different matter: most UAE banks want to meet the authorised signatory in person, so plan a trip for the account opening stage rather than for registration.
For JAFZA Offshore companies this is formally provided for. JAFZA's published service list includes a "NOC Letter to Own Property" at AED 200, which allows the company to acquire real estate subject to Dubai Land Department approval. Eligible areas are determined by the Dubai Land Department, so confirm that a specific property qualifies before signing.
The RAK ICC Business Companies Regulations 2018 set no minimum share capital, and a company may be incorporated with a single shareholder. JAFZA Offshore requires at least one shareholder, one director and one company secretary, with 100% foreign ownership permitted. In both registries incorporation is possible only through a licensed registered agent.
Cabinet Resolution No. 109 of 2023 requires the company to maintain a register of beneficial owners and a register of partners or shareholders. The initial filing is due within 60 days, changes within 15 days, responses to information requests within 14 days, and on liquidation the register must be handed over within 30 days. DIFC and ADGM are excluded; RAK ICC, JAFZA Offshore and Ajman are within scope. Economic Substance reporting was removed by Cabinet Decision No. 98 of 2024 for financial years ending after 31 December 2022.
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