Private Company Limited by SharesUAE · ADGM
What it takes to form, own and run a private limited company in UAE · ADGM, and how its profit is taxed. Each figure links to the page it was read from.
This company type
At a glance
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member of the company is limited to the amount, if any, unpaid on their shares. As a private company, it cannot offer its shares for sale to the general public.
The registry’s and the law’s own pages do not mention it.
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Total $17,000 $5,800 $2,800 $1,900 $7,800 $15,000 $1,000
Form it
Who registers it
- Registry
- Formed without visiting
- Yes
- Formed online
- Yes
What it takes to form
- A notary
- Not required
- A resident director
- Not stated
The registry’s and the law’s own pages do not mention it.
- Paying up the capital
- At least one share must be issued at the time of incorporation; the share particulars (class, number, paid and unpaid) are decided at incorporation.
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Select the accounting reference date/end of the fiscal year.
Own it
Who may own and run it
- Directors
- At least 1 · a company may be one
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At least one director
- Shareholders
- At least 1 · a company may be one
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Can be individual or Body Corporate
- Members
- At least 1 · one person may form it alone
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At least one share must be issued at the time of incorporation
- A local company secretary
- Not required
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This is not mandatory
- A local registered agent
- Not stated
The registry’s and the law’s own pages do not mention it.
Each year, at the registry
- Annual registry fee
- USD 5,300 (about €4,637)
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Total $16,500 $5,300 $2,300 $1,400 $7,300 $14,500 $500
- Accounts on the public record
- Small exempt
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Any person may inspect the register.
- Audit for a small company
- Not required
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Small companies However, if your firm qualifies as a “small” company or LLP under the small companies regime, it may file a simplified version of accounts instead that includes a copy of the following: Unaudited balance sheet.
- Audit
- Accounts must be audited by an ADGM Recognised Auditor unless the company qualifies as small (turnover not more than USD 13.5 million and not more than 35 employees), when an unaudited balance sheet may be filed; public interest entities and financial services firms are not eligible.
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Small companies However, if your firm qualifies as a “small” company or LLP under the small companies regime, it may file a simplified version of accounts instead that includes a copy of the following: Unaudited balance sheet.
Important dates
When each obligation falls due, as the authority states it.
- Select the accounting reference date
- Not in our records
With ADGM Registration Authority
Not stated on adgm.com/documents/registration-authority/registration-and-incorporation/checklist/private-company-limited-by-shares-retail-20230509.pdf when checked
- File the first annual accounts with the Registrar
- 9 months after the end of the accounting period
With ADGM Registration Authority
Nine months from the ARD where the first financial year is 12 months or less; where it is longer than 12 months, nine months from the first anniversary of incorporation. Figures are for private companies.
- File annual accounts
- 9 months after the end of the accounting period
With ADGM Registration Authority
Private company: nine months from the ARD (public companies six). Extensions may be applied for before the due date. Restricted Scope Companies file only if the Registrar gives notice.
- File the confirmation statement
- Each year, on the anniversary of incorporation
With ADGM Registration Authority
Due within one month of the anniversary of incorporation (a company incorporated 15 October files by 15 November of the following year); one month approximated as 30 days.
- Renew the Commercial Licence through the Online Registry Solution, with a valid office lea
- Each year, on the anniversary of incorporation
With ADGM Registration Authority
Annual filings 'more often than not fall on the anniversary of incorporation or registration'; the page gives no separate renewal day. Data protection renewal USD 300, late payment fine USD 750.
- Notify the appointment or cessation of directors
- 14 days after change of officers
With ADGM Registration Authority
Fee USD 100 per notice. Authorised signatories: as soon as practicable.
- Notify an amendment of the articles of association
- 14 days after change of articles
With ADGM Registration Authority
Fee USD 100.
- Notify a change of registered office address
- Not in our records
With ADGM Registration Authority
Not stated on adgm.com/operating-in-adgm/obligations-of-adgm-registered-entities/event-driven-filings when checked
- Public notice of intended strike-off runs 3 months
- Stated; see the note
With ADGM Registration Authority
3 months is the 'with notice' route; the simplified prescribed-statement route is 2 months and needs a small company with no employees. Notice to members, directors, creditors and employees is due within 7 days of filing.
What is public
- Directors
- Public
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All applicable entities are required to maintain up to date beneficial ownership records and report changes to the Registrar within 15 days of a change.
- Shareholders
- Public
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All applicable entities are required to maintain up to date beneficial ownership records and report changes to the Registrar within 15 days of a change.
- Beneficial owners
- To the authorities only
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All applicable entities are required to maintain up to date beneficial ownership records and report changes to the Registrar within 15 days of a change.
Tax
Tax on profit
How this company type is taxed, which can differ from its place’s headline rate.
Varies · 0–9%+3 regimes
UAE federal corporate tax (FTA): a Qualifying Free Zone Person is taxed at 0% on Qualifying Income and 9% on Taxable Income that is not Qualifying Income; it does not get the AED 375,000 0% band. A Free Zone Person that fails a condition or elects out is taxed at the standard 9% (0% up to AED 375,000).
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0% on its Qualifying Income, and
Special regimes that may apply
- Qualifying Free Zone Person free zone · 0%
A qualifying free zone person Federal Decree-Law No. 47 of 2022 on the Taxation of Corporations and Businesses, art. 18 - Participation Exemption holding · 100% exempt
Taxable persons holding a Participating Interest — a 5% or greater ownership interest in the shares or capital of a juridical person, held or intended to be held for at least twelve uninterrupted months Federal Decree-Law No. 47 of 2022 on the Taxation of Corporations and Businesses, art. 23 - Foreign Permanent Establishment Exemption other
Resident persons with foreign permanent establishments Federal Decree-Law No. 47 of 2022 on the Taxation of Corporations and Businesses, art. 24
Whether a company qualifies depends on its activity and conditions set in each statute.
- CFC rules in United Arab Emirates
- Not in our records
Close it
Closing it
The other end, which most guides leave out.
- Route
- Voluntary strike-off (with notice, or simplified with a prescribed statement) filed through the Online Registry Solution; public notice for 3 months (2 months, simplified), struck off at its end if no objection.
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You must give notice (i.e. a copy of the strike off application) to the relevant parties within 7 days of filing the strike off application
- Statutory fee
- Free
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Application to Strike-off / de-registration (incl. striking off the register of a company’s name payable on an application $0 under section 867 of the Companies Regulations)
Every business in UAE · ADGM
VAT
- Standard rate
- 5%
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VAT 5% (AED)
- Other rates
- Not stated
- Registration threshold
- AED 375,000 · about €89,335
total value of taxable supplies and imports; previous 12 months, or expected within the next 30 days
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Businesses resident in the UAE: Registration for VAT is mandatory if: - The total value of taxable supplies and imports exceeds AED 375,000 over the past 12 months, or is expected to exceed that threshold within the next 30 days.
- Voluntary registration
- Yes
A resident business below the mandatory threshold may register voluntarily once its taxable supplies, imports or taxable expenses exceed AED 187,500 in the past 12 months or are expected to within 30 days.
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Businesses resident in the UAE that make taxable supplies may register voluntarily for VAT if: - The total value of taxable supplies, imports, or taxable expenses in the past 12 months, or expected in the next 30 days, exceeds AED 187,500 (the voluntary registration threshold).
- A foreign company
- Registers from its first taxable supply; no local representative required
A non-resident business must register for VAT if it makes taxable supplies in the UAE, even where the value of those supplies does not exceed the AED 375,000 threshold, unless another party in the UAE is responsible for settling the VAT on those supplies. Registration is made directly through an EmaraTax account; no representative is required.
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Non-resident businesses: VAT registration is mandatory if: - The business makes taxable supplies in the UAE, even if the value of supplies does not exceed the threshold, unless there is another party in the UAE responsible for settling the VAT on those supplies.
- Returns filed
- Depends on the business
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Once you have registered for VAT in the UAE, you are required to file your VAT return and make related VAT payments within 28 days from the end of your tax period.
- Tax authority
- Registration page read 2026-10-22
Portals and registers
- Business registerMinistry of Finance – Agreements Avoiding Double Taxation
- Tax authorityFederal Tax Authority (FTA)
- Tax treatiesCustoms and Port Security (ICP)
Payment and banking services
2 services name United Arab Emirates on their own list: Paysera, Stripe. Each provider, and what a listing means.
Reference
Its name and code
- Kind
- Private limited companyDerived our grouping, the same words in every country
- Name in law
- Private Company Limited by Shares
- Identifier
- AE-ADGM-LTDA form ISO 20275 does not list.