JAFZA Offshore Company Formation

Permitted Activities

The JAFZA offshore companies have the freedom to participate in different international businesses; these include: Global trade and market Development of holding companies Possession of real estate (in good districts) Registering patent and copyrights International consultations

Restrictions

Although the flexibility of JAFZA offshore companies is great, they are not allowed to: Continuing business with individuals residing in the United Arab Emirates Engaging in banking business carries on insurance or reinsurance business, being an insurance agent or insurance broker These include conducting any kinds of activities that are not allowed in Jebel Ali Free Zone Authority

Important Considerations

The prime target of JAFZA offshore company is international business Unlike in their native countries where they are only allowed to acquire servants and residence, they are allowed to own real estate, although in prescribed freehold zones sanctioned by JAFZA. In case a JAFZA offshore company would like to undertake trade or other issues business activity within the UAE, it would be necessary to obtain a relevant license through relevant bodies

Clarifications

  • It is important to mention that some activities do not pass through as a carry-on business with the persons residing in the UAE:
  • Staying in touch with legal adviser, accountants or management firms in the UAE
  • Keeping and keeping of books and records in UAE
  • Directors or members meetings in the UAE
  • Having a bank account in the UAE to carry out regular operation activities
  • Recent Developments

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Recent Developments

The New Offshore Regulations have introduced some changes, including:

  • Member residence visas can be obtained in case the company is owning property in the specified freehold regions.
  • Introduction of other classes of shares
  • Clarification on permitted activities
  • Option to convert into an onshore Free Zone Company

Here’s an overview of the procedures and costs involved:

Shareholders

  • Minimum requirement: At least one shareholder is mandatory
  • Types of shareholders: Shareholders can be individuals (natural persons) or corporate entities (legal persons)
  • Nationality restrictions: There are no restrictions on the nationality of shareholders
  • Maximum number: There is no restriction on the maximum number of shareholders

Share Capital

Minimum share capital: Minimum share capital requirement is not prescribed

Currency: The share capital is quoted in United Arab Emirates Dirham (AED)

Sufficiency: The company should have adequate share capital in line with activities that it is licensed to undertake

Additional Details

Classes of shares: Various classes of stocks are allowed

Share certificates: The company is authorized to issue share certificates and any new share certificate (in the event of share capital deposit) attracts a fee of AED 200.

Capital increase/decrease: Share capital of companies can be increased or reduced via a certain procedure, where the necessary papers should be provided, as well as the payment of the necessary fee is being made

Key Points to Note

The versatility in the shareholder requirements will result in the adoption of different ownership types; sole ownership and multiple shareholders.

Although the share capital has no minimum requirement, you should contact JAFZA sales teams to advice you on the right type of capital that you require in your particular business practices.

Offshore companies in JAFZA have been accorded with zero corporate tax, capital gains tax, and there are no prohibitions of capital repatriation

JAFZA offshore firms are indeed a viable option to foreign companies challenging international businesses with a great desire to have a corporate presence in the UAE and at the same time being financially driven and operationally elastic.

Registration Procedures

Select a Registered Agent: To take care of administrative needs and dealings with JAFZA authorities, you have to designate a registered agent in Dubai.

Choose a Company Name:

Submit Application: Registered agent application using Jebel Ali Free Zone Authority

Prepare and Submit Documents: The following documents will be made by your registered agent:

Offshore Application

Memorandum and Articles of Association

Letter of Appointment of Registered Agent

Board (Director(s) & secretary) Passport Copy

Additional documents for individual or non-individual applicants

Pay Required Fees: Submit the necessary fees to the authorities

Obtain Certificate of Incorporation: Once approved, JAFZA will issue a certificate of incorporation

Open a Corporate Bank Account: After registration, you can open a corporate bank account in the UAE

Company Structure Requirements

Shareholders: Minimum one shareholder (can be individual or corporate)

Directors: At least two directors (must be individuals, not corporate entities)

Secretary: Appointment of a company secretary is mandatory

Registered Office: Must have a registered office within JAFZA

Costs

The cost of setting up a JAFZA offshore company varies depending on several factors:

  • Average Setup Cost: Approximately AED 18,000 ($4,900)
  • Comprehensive Package: Some providers offer packages starting at $6,000, which include
    • Certificate of Incorporation
    • Company Registration Certificate
    • Memorandum and Articles of Association
    • Official Address and Documents
    • Share Certificate(s)
    • Resolution for Director(s) Nomination and Share Distribution
    • Dedicated Account Manager for 1 Year
Business Setup In Dubai

Additional Considerations

  • Timeframe: The application usually takes 7-8 days after a compliance department has agreed to it
  • Accounting Requirements: Businesses are required to prepare accounts within 18 months after incorporation and keep such accounts on ground up to 10 years
  • Audit: Offshore companies in JAFZA should make use of an authorized auditor to audit the accounts and report it
  • Tax Benefits: JAFZA offshore companies have the benefit of their exemption because of their siting in the UAE

By following these procedures and meeting the requirements, Alpha Equity MC can support to register a JAFZA offshore company and take advantage of the benefits offered by this strategic business location.

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