Setting up a business in ADGM

Abu Dhabi Global Market is a financial free zone established under Abu Dhabi Law No. 4 of 2013 [ADGM RA — SPV Guidance Note]. Three independent authorities operate within it: the Registration Authority, which incorporates and licenses every entity [ADGM Registration Authority]; the FSRA, which regulates financial services [FSRA]; and ADGM Courts.

In practice, setting up means dealing with one of those authorities or two. If your activity is not a financial service, your counterparty is the Registration Authority alone, and the exercise is a company registration: choose the form, name it, document who is behind it, give it an address, pay the published fee. If your activity is a financial service, the FSRA comes first and the exercise is an authorisation — a different order of magnitude in time, cost and evidence.

That fork is the single most important thing to establish on day one, and it is why this guide keeps returning to it. Almost every question about cost and timeline has two answers depending on which side of it you are on.

What you get for the trouble is not primarily a tax outcome — see below on why — but a legal one. ADGM applies English common law directly, and disputes about your shareholders’ agreement, your employment terms or your security are decided under a body of law your counsel already knows.

Being specific about this saves more time than any other section here.

ADGM is a strong fit if

• You are holding assets — shares, real estate, intellectual property — and want them inside a common-law jurisdiction with credible courts. The SPV is charged at roughly a third of a standard entity.
• You are running regulated financial activityand want a rulebook modelled on the UK’s Financial Services and Markets Act 2000 [FSRA].
• You are a family office or structuring succession, where Foundations and the Restricted Scope Company do work that a general free zone cannot.
• You are a tech start-up and can use the incentivised licence at USD 1,500[ADGM RA — Schedule of Fees].
• You are building a Web3 or blockchain project and need a structure with legal personality — the DLT Foundation exists for exactly this and DIFC has no equivalent.

ADGM is the wrong answer if

• You want an SPV but have no connection to the region. Every ADGM SPV must satisfy the Nexus Requirement, and ADGM states plainly that appointing a local service provider does not create that connection [ADGM RA — SPV Guidance Note]. This disqualifies a large share of overseas enquiries and it is better to know now.
• You are choosing on cost alone. A general UAE free zone will register a trading company for less. What it will not give you is English common law, ADGM Courts or the FSRA — and if you do not need those, you are paying for them anyway.
• You are shopping for a tax outcome. Corporate tax is federal. The same Qualifying Free Zone Person test applies in every UAE free zone, and ADGM does not change it. Anyone selling ADGM primarily as a tax structure is selling you something federal law already decided.
• You want retail premises outside the district. ADGM licenses activity in or from ADGM. It is a jurisdiction, not a nationwide licence.

ADGM publishes its own list of available entity types, and it is worth reading before anything else, because ADGM’s list is not DIFC’s. There is no Prescribed Company and no Variable Capital Company in ADGM. There are two structures DIFC does not have: the Restricted Scope Company and the DLT Foundation, the latter described by ADGM as tailored for blockchain foundations, DAOs and Web3 entities [ADGM RA — Schedule of Fees].

Most decisions collapse to one question: will the entity trade and employ people, or only hold things? A holding vehicle is cheaper and lighter but cannot conduct operational business or hire staff [ADGM — SPVs]. An operating company can do both and is charged accordingly.

ADGM sets its licensing fees by the category of permitted business activities[ADGM RA — Schedule of Fees]:

• Category A — Financial Business Activities. Requires FSRA authorisation. The application goes to the FSRA before the Registration Authority will consider incorporation.
• Category B — Non-Financial Business Activities. Professional services, consultancy, holding and most operating businesses. This is where the majority of ADGM entities sit.
• Category C — Retail Business Activities. Manufacturing, wholesale and retail trade, transport and storage, accommodation and food service, information and communication, arts and recreation, and related services.

Two further tracks sit outside the three. Specialised fees apply to certain structures and activities including Special Purpose Vehicles, investment partnerships and their general partners, and open- and closed-ended investment companies. Incentivised fees apply for a limited period to Tech Start-ups, FSRA-approved Venture Capital Fund Managers, Social Enterprises and Carried Interest Vehicles [ADGM RA — Schedule of Fees].

The complementary-activities rule

A non-financial licence may cover more than one activity, but the activities must be complementary — they must form a logical business proposition when considered together [ADGM — Permitted Activities].

Worth flagging because it differs from the habit some UAE free zones encourage, where applicants bolt on every activity they might conceivably want. That does not work here. Describe what the business will actually do; a vague or padded activity list generates questions and delay, and in the worst case means you applied for the wrong licence.

Described by who actually performs each step. We are not a licensed corporate service provider and none of these are ours to carry out — knowing which authority owns each one is more useful to you in any case.

1. Settle the structure and the activity. Decide the legal form and the controlled activity the entity will be licensed for. This determines the fee category and whether the FSRA is involved at all. Getting it wrong here is the only mistake on this list that cannot be corrected cheaply later.
2. Apply to the FSRA first, if the activity is financial. An entity carrying on financial business activities must submit an application to the FSRA before applying to the Registration Authority for incorporation.
3. Reserve the name. A reserved name is valid for 30 calendar days, renewable once for a further 30 days for USD 200.
4. File the incorporation application online. Applications are submitted through the ADGM Online Registry Solution. Shareholders do not need to be physically present and documents may be submitted as scanned copies. Where a company service provider is required, as it is for non-exempt SPVs, the CSP files on the entity's behalf.
5. Secure a registered office in ADGM. Every ADGM entity must maintain a registered office address in ADGM and pay the associated lease registration fee. There is no ADGM entity without an ADGM address.
6. Register for data protection, then open the bank account. The USD 300 data protection registration applies to every category and is renewed separately from the commercial licence. The corporate bank account and any residence visas follow the licence.

Nothing in that list is difficult. What makes applications slow is almost never the Registration Authority — see the timeline section.

Most people reading this page are not in the UAE, so this deserves its own section rather than a line in an FAQ.

ADGM’s own answer is unambiguous: “The registration and licencing process is digital. It is not required for shareholders to be physically present, all documents can be submitted as scanned copies online.”[ADGM — Setting up FAQs] Where signatures must be witnessed, ADGM offers a Witnessing Signature service for USD 100[ADGM — Setting up FAQs].

What that does not mean

Three qualifications, because the headline is easy to over-read.

• The registered office is still real. Every ADGM entity must maintain a registered office address in ADGM [ADGM RA — Schedule of Fees]. Not needing to attend is not the same as not needing to be there.
• Banks set their own rules. Account opening is not an ADGM process, and UAE banks commonly want to meet a signatory and to see documented source of funds. This is routinely the longest step in the whole exercise, and no free zone controls it.
• But attestation is not the obstacle it is elsewhere. ADGM states that no attestation is required for corporate documents[ADGM — SPV brochure]. What it asks for instead is a certifiedcopy of a corporate director’s or shareholder’s certificate of incorporation, certified within the last three months. If you have set up in a jurisdiction requiring embassy legalisation, this is materially lighter — and it is a genuine ADGM advantage that competitors rarely mention.

And if the vehicle you have in mind is an SPV, re-read the nexus section before spending anything. Remote setup being possible is not the same as ADGM being available to you.

ADGM publishes a full schedule of fees, so these are verifiable facts rather than estimates. Registration and first-year figures, all inclusive of name reservation, incorporation, commercial licence, business activity and the data protection fee [ADGM RA — Schedule of Fees]:

• Foundation — USD 1,000[ADGM RA — Schedule of Fees] to register, USD 500 a year to renew
• Special Purpose Vehicle — USD 1,900[ADGM RA — Schedule of Fees] and USD 1,400[ADGM RA — Schedule of Fees]
• Retail (Category C) — USD 2,800[ADGM RA — Schedule of Fees] and USD 2,300
• Non-financial (Category B) — USD 5,800[ADGM RA — Schedule of Fees] and USD 5,300
• Financial (Category A) — USD 17,000[ADGM RA — Schedule of Fees] and USD 16,500, before any FSRA fees
• Tech Start-up — USD 1,500[ADGM RA — Schedule of Fees], covering registration and two consecutive renewals over three years
• Restricted Scope Company — an additional USD 3,100[ADGM RA — Schedule of Fees]

ADGM cut these substantially with effect from 1 January 2025: the non-financial licence fell from USD 10,000 to USD 5,000 and retail from USD 6,000 to USD 2,000[ADGM — 2025 fee reduction]. If a figure you have found elsewhere looks roughly double one of these, that is why — check the date on whatever you are reading.

What these figures exclude

This matters more than the figures themselves, and it is the part most pages omit. ADGM charges nothing for, and these are not included above:

• the registered office and its lease registration fee — mandatory, and for an operating business usually the largest line in year one;
• a company service provider, where required or used. Priced at market, not published by anyone, and frequently larger than ADGM’s own annual charge;
• FSRA feesfor Category A firms, set out in the FSRA’s separate FEES rulebook and varying by permission;
• obtaining certified copies of corporate documents, and translation where needed — lighter than the legalisation many jurisdictions demand, but not free;
• residence visas, medical testing and Emirates ID — federal charges, per person;
• accounting, audit where required, and corporate tax registration.

We publish ADGM’s charges because ADGM publishes them. We do not publish a total setup figure, and that is a considered position rather than evasiveness: the total depends on all of the above, and a headline number that later differs from a real quotation is worse than no number at all. Fees are also Non-refundable[ADGM RA — Schedule of Fees] if an application is withdrawn or rejected.

All figures from the ADGM Schedule of Fees, version dated January 2025. Fees, tax rules and requirements change. Verify current figures with the ADGM Registration Authority, the FSRA and the UAE Ministry of Finance before acting. This page is general information, not legal or tax advice.

ADGM gives two different answers, and we would rather show you both than quote the flattering one.

The setting-up FAQs say “the expected timeframe is to have your application approved within 10 business days” [ADGM — Setting up FAQs]. The Registration & Incorporation page says that, provided all information is accurately submitted, the process “can be completed within a few days”[ADGM RA — Registration & Incorporation].

Both are ADGM’s own words and both are true of different things. The second describes the mechanical processing of a flawless application; the first is what ADGM tells applicants to actually expect. Plan on ten business days.

Specific structures are quoted faster:

• Foundations — 3–5 days[ADGM — Setting up FAQs], once the Registrar has all required information [ADGM — Setting up FAQs]
• Tech Start-up Licence — 5 working days[ADGM — Setting up FAQs] on average, with complete documentation [ADGM — Setting up FAQs]

What actually determines your timeline

Notice that every one of ADGM’s figures is conditional on a complete application. That condition is doing the work, and it is where real elapsed time goes:

• The ownership chain. Two individuals owning the entity directly is straightforward. A corporate shareholder owned by another company owned by a trust is a different exercise, and every layer needs documenting to the same standard. This, not attestation, is where overseas applications actually stall.
• Getting certified copies in date.ADGM wants a corporate shareholder’s certificate of incorporation certified within the last three months[ADGM — SPV brochure], so ordering them too early is as much of a problem as ordering them too late.
• Source of funds.“Savings” is not an answer. A traceable narrative with documents behind each step is, and you will need the same material again, in more detail, for the bank.
• The bank account. Not an ADGM process and routinely the longest single step. Nobody can compress it by wanting it more.
• FSRA authorisation, for Category A. Not measured in days at all.

A name reservation, incidentally, is valid for 30 calendar days[ADGM — Setting up FAQs] — so do not reserve one before the rest of the file is close to ready.

Registration is the beginning of an ongoing set of obligations, not the end of a project. Budget attention as well as money for:

• Annual licence renewal, at the figures above, plus the USD 300[ADGM RA — Schedule of Fees] data protection renewal — which ADGM requires to be submitted separately from the commercial licence renewal[ADGM RA — Schedule of Fees]. Easy to miss precisely because it is separate.
• Maintaining the registered office for as long as the entity exists.
• Accounting records and auditwhere the entity’s form and size require it.
• Federal corporate tax registration and filing, and VAT if you cross the threshold. Free zone status does not exempt you from the federal regime; it changes how the Qualifying Free Zone Person test applies to you.
• Filings on change — directors, shareholders, address, share capital.

None of this is onerous by international standards. It is, however, the part that turns into a problem when an entity is set up and then left alone for a year.

1. Picking the structure from the fee table. The SPV is the cheapest line and is unavailable to most businesses, because it cannot trade or employ anyone. Decide what the entity will do, then read the fee.

2. Assuming an ADGM page you read is current.Fees changed materially in January 2025 and the jurisdiction expanded to Al Reem Island in 2023. Some of ADGM’s own older PDFs still describe the pre-expansion position. Check the date on the document, not just the domain it sits on.

3. Filing to the Registration Authority first with a financial activity. The FSRA comes first [ADGM RA — Schedule of Fees]. Getting the order wrong does not merely delay you, it means starting again.

4. Padding the activity list. Non-financial activities on one licence must be complementary [ADGM — Permitted Activities].

5. Budgeting on government fees alone.The registered office and, where required, the CSP are not optional and are not in ADGM’s schedule.

6. Importing assumptions from another jurisdiction.ADGM requires no attestation of corporate documents, has no physical-office requirement for Foundations, and needs no site visit to register. If your adviser is budgeting weeks for embassy legalisation, they are pricing a different jurisdiction’s process.