How to set up a company in ADGM

Everything downstream is procedure. These two are judgement, and getting either wrong is expensive to correct.

1. Will the entity operate, or only hold?

An SPV at USD 1,900 cannot conduct operational business or hire staff[ADGM — SPVs]. If the entity will trade, invoice or employ, you need a private company at USD 5,800[ADGM RA — Schedule of Fees]. Choosing the cheaper vehicle for a business that will operate means buying the wrong thing and then buying the right one.

2. Is any part of the activity a financial service?

If yes, you are Category A, and the FSRA application comes before incorporation[ADGM RA — Schedule of Fees]. Payments, lending, advising on or arranging investments, managing assets, operating a platform and dealing in virtual assets are the boundary cases. Resolve this in writing before anything else.

Only once both are settled does the rest of the list make sense.

A reserved name is valid for 30 calendar days, renewable once for a further 30 days on payment of USD 200[ADGM — Setting up FAQs] — matching the Schedule of Fees line for an extension of time[ADGM RA — Schedule of Fees].

The instinctive move is to reserve the name first. Resist it. A 30-day clock against a file that takes longer to assemble — which is common where corporate shareholders need certified documents — just means paying USD 200 to extend. Reserve when the rest is close to ready.

ADGM publishes entity-specific checklists rather than one universal list. In outline, from its SPV documentation requirements[ADGM — SPV brochure]:

• Articles of association — model, model with amendments, or bespoke
• A board or shareholder resolution approving the incorporation
• Passport information and signature pages for each authorised signatory, director, shareholder and beneficial owner
• UAE visa page and Emirates ID for UAE-resident signatories
• Certificate of incorporation for each corporate director or shareholder — a certified copy, certified within the last three months
• A brief business plan covering structure, shareholders and purpose

No attestation is required for corporate documents[ADGM — SPV brochure], and there is no requirement to deliver original hard copies. If you are used to embassy legalisation chains, that step does not exist here.

The three-month certification window cuts both ways: order too early and it expires, order too late and it holds up the file. Sequence it for structures with several corporate layers.

Every ADGM entity must maintain a registered office address in ADGM and pay the associated lease registration fee[ADGM RA — Schedule of Fees]. Three ways to satisfy it[ADGM — SPV brochure]: your appointed company service provider; an ADGM-registered parent or related entity's address if you are exempt; or an entity licensed as a registered office provider.

For non-exempt SPVs and Foundations a CSP is mandatory[ADGM — Company Service Providers] and provides the address as part of the relationship. See ADGM office space for what an operating business needs beyond an address.

Applications and fee payment go through the ADGM Online Registry Solution; paper submissions are accepted with additional fees[ADGM RA — Registration & Incorporation].

You may not be the one filing. Where a CSP is required, the CSP submits the application and becomes the Registrar's primary point of contact[ADGM — Company Service Providers].

You do not need to attend. ADGM states the process is digital, shareholders need not be physically present, and documents may be submitted as scanned copies[ADGM — Setting up FAQs]. Where signatures need witnessing, a Witnessing Signature service is available for USD 100.

• Data protection registration — USD 300, and renewed separately from the commercial licence each year[ADGM RA — Schedule of Fees]. The most commonly missed ADGM obligation.
• Establishment card and visas, if you will sponsor anyone. Federal, per person.
• The bank account. Not an ADGM process, and routinely the longest step in the whole exercise.
• Corporate tax registration with the FTA, and VAT above the threshold. See ADGM corporate tax.
• Accounts — companies and LLPs file annually; see audit requirements.

ADGM quotes approval within 10 business days[ADGM — Setting up FAQs], with Foundations at 3–5 days and Tech Start-up Licences at around five working days. Elsewhere ADGM says a flawless application can complete in a few days[ADGM RA — Registration & Incorporation] — both are ADGM's words; plan on ten.

Every one of those figures is conditional on a complete application, and that condition is where real time goes:

• The ownership chain. Two individuals is simple. A corporate shareholder owned by another company owned by a trust is a different exercise, documented to the same standard at every layer.
• Getting certified copies in date.
• The bank account, which nobody controls.
• FSRA authorisation, for Category A — not measured in days at all.

Notably absent from that list: attestation. It is the usual bottleneck elsewhere and ADGM does not require it.