Corporate & Commercial.

Establishing a commercial presence in the UAE requires accurate
analysis of the regulations across multiple jurisdictions —
mainland, general free zones, DIFC and ADGM — each with its own
regulatory framework and tax treatment rules.

• Jurisdiction selection. Analysing the optimal location to establish your business, balancing tax efficiency, regulatory burden and operational needs.
• Legal entity establishment. Advice on suitable structures — Limited Liability Company (LLC), Free Zone Establishment (FZE), Free Zone Company (FZCO), branch office or holding company.
• Licensing & approvals. Securing permits from the Department of Economic Development (DED), free zone authorities or financial regulators, plus industry-specific approvals from the Central Bank, SCA or TDRA as required.
• 100% foreign ownership. Outlining the UAE’s Foreign Direct Investment regime and the negative list identifying activities of strategic impact.
• Regulatory framework set-up. Licensing strategy for businesses in regulated industries, and support through every required approval.
• Remote incorporation. Company registration for international entrepreneurs who cannot be physically present locally.

The UAE’s two financial free zones have become the locations of
choice for international fund managers. DIFC hosts more than 410
wealth and asset management institutions, including 75 hedge funds —
48 of them part of the “billion-dollar club”. In the first half of
2024, ADGM recorded a 226% increase in assets under management, with
112 asset and fund managers overseeing 141 funds.

• Fund establishment & structuring. Incorporation of hedge funds, private equity funds and alternative investment funds in DIFC and ADGM.
• Fund manager licensing. Operational authorisation from the Dubai Financial Services Authority (DFSA) in DIFC, or the Financial Services Regulatory Authority (FSRA) in ADGM.
• Compliance advisory. Alignment with DFSA and FSRA requirements, including ADGM FSRA’s newly introduced Smaller Trustees and Fund Managers (STFM) and Institutional Fund Managers (IFM) categories.
• Ongoing entity compliance. Board composition, core personnel allocation and operational location requirements.
• Qualified Investor Fund (QIF). Building exclusive fund structures for sophisticated investors.
• Cross-border fundraising. Fundraising that leverages the UAE’s double taxation treaty network covering more than 193 jurisdictions.
• Delegation & outsourcing. Structuring third-party ManCo arrangements and delegation models.
• Tax optimisation. Compliance-focused planning for eligible funds benefiting from zero capital gains tax and no withholding tax.

A company’s organisational structure directly affects its
operational efficiency, room for expansion and resilience to risk.

• Corporate restructuring. Developing the organisational model that best aligns with your operational goals.
• Governance frameworks. Rigorous governance practices that strengthen decision-making, accountability and transparency.
• Holding companies & SPVs. Establishing holding companies and special purpose vehicles for investment, asset holding and risk isolation.
• Board composition & management. Director appointments, board structures and management governance arrangements.
• Corporate secretarial services. Maintaining corporate records, filing annual returns and keeping operations compliant with company law.

M&A transactions in the UAE require professional guidance across
due diligence, regulatory approval, documentation and post-deal
integration. We provide full-process support.

• Due diligence. Comprehensive legal, financial and operational reviews of target entities.
• Transaction structuring. Crafting deal structures that maximise value and minimise risk.
• Regulatory compliance. Ensuring transactions comply with UAE law, free zone regulations and antitrust requirements — including industry-specific and change-of-control approvals handled on your behalf.
• Post-merger integration. Legal and governance advice on integrating acquired businesses.

Every commercial transaction rests on a contractual relationship. A
well-structured contract allocates risk clearly, defines performance
obligations and establishes enforceable dispute resolution — while
covering termination rights, force majeure and liability caps.

• Contract drafting & review. Preparing, reviewing and negotiating a wide range of commercial agreements.
• Shareholder & partnership agreements. Comprehensive agreements covering deadlock resolution, drag-along and tag-along rights, valuation mechanisms and non-compete protections.
• Joint ventures. Structuring JV projects with local and international partners, and drafting all supporting documents.
• Distribution, agency & franchise. Advisory on commercial agency relationships, distribution networks and franchise arrangements.
• Supply, service & licence agreements. Drafting and negotiating supplier, service and licensing contracts.

The corporate tax regime introduced in 2023 has reshaped the local
business landscape — and changed how structures should be built and
maintained.

• Corporate tax advisory. Interpreting the general 9% corporate tax and the 0% rate available to qualifying free zone entities.
• Free zone compliance. Guiding qualifying free zone entities through eligibility criteria, substance requirements and minimum threshold rules.
• Small business relief. Supporting enterprises with annual revenue below AED 3 million in applying for available relief.
• Economic substance reporting. Ensuring compliance with UAE economic substance regulations.
• Transfer pricing. Guidance on documentation and compliance obligations.
• VAT compliance. Registration, filing and full-process compliance obligations.
• Beneficial ownership registration. Registering ultimate beneficial owner information with licensing authorities within the statutory deadlines.

The UAE Federal Commercial Agencies Law provides exclusive
protections for commercial agents — making the terms on which an
agency begins as important as the terms on which it can end.

• Agency agreements. Drafting and negotiating all types of commercial agency agreements.
• Agency termination. Advising on termination rights and compensation claims.
• Agency disputes. Representing both principals and agents in commercial agency disputes before UAE courts.

Advice on the financing and investment decisions that fund
operations and growth.

• Equity & debt financing. Structuring equity and debt financing arrangements.
• Private equity & venture capital. Advising on private equity and venture capital investments.
• Corporate financial transactions. Guidance on corporate financial transactions and capital market operations.
• Islamic finance. Advising on financing structures compliant with Sharia law.

The goAML portal is an integrated reporting system developed by the
United Nations Office on Drugs and Crime for financial intelligence
units worldwide. In the UAE it is the core platform through which
regulated entities submit Suspicious Transaction Reports (STRs) and
Suspicious Activity Reports (SARs) to the UAE Financial Intelligence
Unit.

Who must register

Pursuant to Federal Decree No. 20 of 2018 (repealed and replaced by
Federal Decree No. 10 of 2025) and its implementing regulations, the
following must register on the goAML platform:

• Financial institutions (FIs).
• Real estate brokers and agents.
• Auditors and accountants.
• Trust and Company Service Providers (TCSPs).
• Dealers in precious metals and precious stones.
• Legal counsel and legal consulting firms — excluding lawyers and notaries public registered with the Ministry of Justice.