SPV Services in Dubai, UAE
We can help you set up your SPV in the DIFC and we will provide ongoing support to ensure that your SPV is compliant with all applicable laws and regulations.
Book Free ConsultationSpecial Purpose Vehicle (SPV) & Holding Setup in the UAE
In the UAE, Special Purpose Vehicles (SPVs) and holding companies offer flexible and strategic structures for businesses seeking asset protection, tax optimization, and secure investment channels.
Special Purpose Vehicle (SPV)
An SPV is a separate legal entity created to isolate financial and legal risks. Often used by companies to house specific assets, undertake specific projects, or manage liabilities, SPVs are particularly popular in real estate, asset management, and finance sectors. SPVs in the UAE are commonly established in free zones such as the Abu Dhabi Global Market (ADGM) and Dubai International Financial Centre (DIFC), which offer robust regulatory frameworks and simplified setup processes tailored to SPVs. These entities allow businesses to keep liabilities separate from the parent company, protecting core assets from financial or operational risks. SPVs also facilitate financing by allowing businesses to raise funds based solely on the SPV’s assets or cash flow without impacting the parent company’s credit profile.
Holding Company Setup
A holding company is a parent entity established to hold and control multiple subsidiary companies or assets. In the UAE, setting up a holding company allows businesses to streamline ownership and manage diverse operations under a single entity. Holding companies provide benefits like centralized management, enhanced control over subsidiaries, and asset protection by separating each entity's risks. They also offer tax benefits in designated free zones, with the ability to legally minimize corporate tax liabilities and enjoy no withholding tax on dividends.
Both SPVs and holding companies are popular in the UAE due to the flexible business environment, favorable tax structure, and regulatory support. Together, they provide effective tools for businesses to manage risks, protect assets, and optimize their financial structures, making the UAE an attractive destination for both local and international investors.
SPV & Holding Company Setup Advantages
Advantages of SPV Setups
Asset Protection
SPVs offer a secure way to hold assets or liabilities separate from the parent company, minimizing exposure to financial risks.
Risk Isolation
By isolating liabilities related to specific projects or investments, SPVs protect the parent company from potential losses, lawsuits, or financial obligations associated with those assets
Legal Flexibility
SPVs can be tailored for specific purposes, such as real estate investment, private equity, or intellectual property management, with adaptable legal structures.
Tax Efficiency
Free zone SPVs often benefit from tax exemptions or reduced tax rates, making them cost-effective for investment holding.
Advantages of Holding Company Setups
Centralized Control
A holding company allows for streamlined control of multiple subsidiaries, facilitating efficient management and strategic oversight across all entities.
Enhanced Asset Protection
Each subsidiary operates independently, so risks are contained, preventing liabilities from affecting the overall corporate structure.
Tax Optimization
Holding companies set up in UAE free zones benefit from 0% corporate tax, enabling profit repatriation, dividend distribution, and cross-border income flows without tax burdens.
Simplified Compliance
Holding companies can consolidate compliance, making it easier to adhere to regulatory requirements for all subsidiaries.
What Jurisdictions Allow SPV Setups in the UAE?
Abu Dhabi Global Market (ADGM)
SPV Setup:
ADGM provides a highly flexible structure for SPVs, tailored for asset protection, structured financing, and risk isolation. It allows businesses to set up SPVs for holding specific assets or managing liabilities.
Holding Company Setup:
ADGM’s framework is also ideal for holding companies, with benefits like 0% corporate tax, full foreign ownership, and access to international treaties, making it attractive for managing multiple subsidiaries or high-value assets.
Dubai International Financial Centre (DIFC)
SPV Setup:
DIFC’s SPV model is structured for investment holding, asset management, and finance transactions, particularly useful for real estate, private equity, and intellectual property.
Holding Company Setup:
DIFC allows holding companies to benefit from its 0% corporate tax, full repatriation of profits, and legal transparency. This setup is often chosen by companies looking for an international legal framework and investor protection.
RAK International Corporate Centre (RAK ICC)
SPV Setup:
RAK ICC supports flexible SPV structures, ideal for family offices, high-net-worth individuals, and companies aiming to hold and protect assets.
Holding Company Setup:
RAK ICC also allows for holding companies to be set up with tax exemptions, privacy, and cost-efficiency, catering to wealth management and asset protection needs.
Dubai Multi Commodities Centre (DMCC)
SPV Setup:
Although less common, DMCC allows SPV setups for companies needing asset protection and holding capabilities, particularly in the commodities and trade sectors.
Holding Company Setup:
DMCC is an ideal hub for holding companies involved in trade, logistics, and commodities, with benefits such as 0% corporate tax, foreign ownership, and access to a large network of trade partners.
SPV & Holding Company Setup Process
Timeline: 6 to 12 weeks
Preparation and Application Submission
Decide on the best jurisdiction for the SPV or holding company (e.g., ADGM, DIFC, RAK ICC, DMCC). Gather the required documents and submit the application and supporting documents to the chosen jurisdiction’s authority. (Takes 1 to 2 weeks)
Review and Approval Process
The regulatory authority reviews documents and may conduct background checks on shareholders and directors. In some cases, authorities may request additional documents. (Takes 2 to 4 weeks)
Company License Issuance
Following approval, the entity receives its trade permit. Complete any necessary signups with local or federal authorities, depending on the jurisdiction’s requirements. (Takes 1 to 2 weeks)
Bank Account Opening and Final Setup
Submit an application to open a corporate bank account. For physical offices or shared spaces, finalize rental agreements or lease contracts. Once the bank account is set up and all legal formalities are completed, the SPV or holding company is ready for operation. (Takes 2 to 4 weeks)
Documents Required for a SPV & Holding Company Setup
| Document Type | SPV Setup | Holding Company Setup |
|---|---|---|
| Passport Copies | All shareholders and directors | All shareholders and directors |
| Proof of Address | Recent utility bill or bank statement | Recent utility bill or bank statement |
| Business Plan | Outlines SPV's purpose and asset management | Describes holding company structure and subsidiaries |
| Board Resolution | Authorizing the establishment of the SPV | Approving the formation of the holding company |
| Shareholder Agreement | Specifies roles and responsibilities | Specifies roles and ownership structure |
| Memorandum & Articles of Association | Details SPV’s objectives and governance | Defines holding company's purpose and governance |
| Certificate of Incorporation | (If parent company involved) | (If parent company involved) |
| Bank Reference Letter | Letter from shareholder’s bank | Letter from shareholder’s bank |
| Director/Shareholder CVs | Summarizes experience and roles | Summarizes experience and roles |
| Proof of Funds (if required) | For initial capital verification | For initial capital verification |
| Authorized Agent Appointment | Often required for offshore SPVs (e.g., RAK ICC) | Optional, depending on jurisdiction |
| Tax Residency Certificate | If applicable for tax planning | If applicable for tax planning |
| Additional Regulatory Approvals | As per jurisdictional requirements | As per jurisdictional requirements |
How can QUTAB help you with your SPV & Holding Company Setup?
QUTAB provides expert guidance and support throughout the entire SPV and holding company setup process in the UAE's leading free zones. Our services ensure your chosen structure is compliant, tax-efficient, and perfectly aligned with your long-term business and asset protection goals.
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