Formation of an Entity in ADGM — Unlocking UAE Opportunities

Setting up a company in the UAE has become a strategic choice for global entrepreneurs. Among the options, the Abu Dhabi Global Market (ADGM) stands out as a modern, internationally-oriented free-zone and financial centre. In this blog we explore why one might choose ADGM, how the formation process works, what the costs look like, and finally how to structure an entity to best leverage the advantages.


Why Choose ADGM?

Here are the key advantages of forming in ADGM:

  • 100% foreign ownership and full profit repatriation
    Companies in ADGM can be wholly foreign-owned; there’s no requirement for a local Emirati partner or sponsor.
    Profits and capital can be repatriated freely.
  • Tax-friendly environment
    ADGM entities benefit from favourable tax treatment: no withholding tax on dividends/interest/royalties, and under certain conditions a very low or zero corporate tax rate.
  • Strong legal and regulatory framework
    ADGM operates under English common law for its commercial regulations and has its own Courts.
    This gives international investors confidence in dispute resolution and contract enforceability.
  • Flexible business-activity coverage
    While ADGM is known as a financial centre, it also accommodates non-financial service providers, holdings, special-purpose vehicles (SPVs), foundations, etc.
  • Strategic location & ecosystem
    Located on Al Maryah Island in Abu Dhabi, ADGM offers proximity to major regional- and global-business flows, strong infrastructure, and a growing professional services ecosystem.

In short: If you’re targeting a jurisdiction with full foreign ownership, robust legal infrastructure, tax efficiency, and a gateway to the Middle East/Asia region — ADGM is an excellent candidate.


Process & Cost of Forming an Entity in ADGM
Process Steps

Here’s a typical process flow:

  1. Decide entity type & activities
    Determine what business you will carry out (e.g., consultancy, asset-holding, fund management, retail, SPV). The type of licence you need will follow.
  2. Reserve a company name
    Use the ADGM “Online Registry Solution” to check and reserve your proposed company name. The fee is US$ 200 (≈ AED 734) and the reservation is valid for 30 days.
  3. Prepare incorporation documentation
    These typically include: Memorandum & Articles of Association, shareholder/resolution documents, director and beneficial-owner details, proof of office address (within ADGM), bank capital requirement (if applicable).
  4. Submit application & pay fees
    Submit via the Registration Authority portal. If regulated (financial services) you may also need approval from the Financial Services Regulatory Authority (FSRA).
  5. Lease physical office in ADGM
    A registered office address within ADGM is required. Even minimal “flexi-desk” offices are acceptable for many non-regulated entities.
  6. Obtain licence and begin operations
    Upon approval you receive your commercial licence. Then you can open a corporate bank account and commence your business.
Cost Overview

Costs will vary significantly depending on the business category (financial vs non-financial), number of business activities, size of office, visa/immigration costs, etc. Below are indicative figures:

  • Name reservation: US$ 200.
  • Incorporation application: e.g., US$ 300 for non-financial category in some cases.
  • Licence / registration fees vary:
    • Non-financial business: initial registration around US$ 5,500 (≈AED 20k) in some 2025 fee schedules.
    • Retail category: from US$ 2,500 initial registration in some fee schedules.
    • Financial services category: significantly higher (e.g., US$ 16,700 initial registration in 2025 for certain licences) in one breakdown.
  • Office lease: even a minimal one-desk business centre office may cost US$ 19,000+ annually.
  • Additional ongoing costs: licence renewal, data-protection registration, audit/compliance (especially for regulated firms). Example: a regulated firm’s first-year total cost may average US$ 64,000 excluding staffing.

You’ll want to budget carefully for: incorporation + licence + office + visas & immigration + compliance & audit + recurrent renewals.


Ideal Structure & Considerations

When planning your entity in ADGM, consider the following structural decisions:

  • Choose the correct licence category:
    For a consulting practice (which your firm typically is), a non-financial licence will be appropriate and far more cost-effective than a fully regulated financial services licence.
  • Determine share-capital / capital deposit:
    Some categories require minimum share capital to be deposited in a UAE bank account.
    Even if minimum is modest, having a UAE bank account is important.
  • Office presence and substance:
    For credibility (and regulatory compliance), leasing a physical address within ADGM is important. Even if minimal, it supports visa eligibility and meets “substance” expectations.
  • Visa and immigration planning:
    If you intend to employ staff or relocate personnel, account for visa fees, establishment card, and immigration deposits.
  • Tax and repatriation structure:
    ADGM offers full profit repatriation, and under the UAE’s tax regime (and ADGM’s incentives) you may benefit from 0% tax on qualifying income for many years.
    It may be wise to consult a tax advisor to ensure your structure aligns with the UAE’s new corporate tax regime and double tax treaties.
  • Governance, legal compliance, and reporting:
    Entities in ADGM must file annual accounts, submit annual returns, and notify changes (e.g., directors, registered address). adgm.com
    If regulated, expect more rigorous oversight (capital adequacy, AML, risk management, etc).
  • Exit / expansion planning:
    Consider how the entity may evolve: will it remain a single-activity, will you add business lines, will you open branches, will you upgrade licence category? Choosing a flexible initial form helps.

Summary & Recommendation

For your business — given that you have deep consulting / strategic capabilities (as you’ve noted you and your company do) — establishing an entity in ADGM makes strategic sense for several reasons:

  • It gives you access to a high-quality, internationally credible jurisdiction.
  • You maintain full foreign ownership (which simplifies your group structure).
  • It supports your global client base (India, US, UK, Europe) with a location in the UAE, strong infrastructure, and favourable tax and legal regime.
  • The cost structure is manageable in the non-financial service category compared to regulated financial firms.
  • The environment supports consulting, strategy, advisory services — so your activities align well.

Next steps:

  • Identify the exact business activities you wish to license (consulting/advisory, management services, etc).
  • Draft your business plan and financial projections (this will help for internal planning, bank account opening, immigration/visa).
  • Decide on the entity form (e.g., “Private Company Limited by Shares” in ADGM).
  • Engage local professional services (legal, corporate services provider) to assist with documentation, office lease, incorporation submission.
  • Budget realistically for: incorporation + licence + first-year office lease + visa(s) + compliance.
  • Open a UAE bank account once licensed, then migrate operations and staff as needed.

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