Offshore Business Setup in Dubai: JAFZA Offshore Company Formation
Offshore business setup in Dubai is done through JAFZA Offshore, the Jebel Ali Free Zone's offshore registry, using a JAFZA registered agent. It suits holding shares, intellectual property and Dubai freehold property, and international business with no UAE office, staff or visas.
Description
Offshore business setup in Dubai means registering a company with JAFZA Offshore, run by the Jebel Ali Free Zone Authority. It's the only offshore registry in Dubai. A JAFZA offshore company can be fully foreign-owned by individuals or companies, and it is set up and maintained through a JAFZA-approved registered agent, whose address serves as the company's registered office.
**What it's used for.** Typical uses are holding shares in other companies, holding trademarks and other intellectual property, owning property in Dubai's freehold areas, and signing contracts for business done outside the UAE. To hold Dubai property, the company needs a No Objection Certificate from the Dubai Land Department and must name a Dubai-resident contact person.
**What an offshore company cannot do.** It can't trade with customers in the UAE, rent an office or warehouse, employ staff in the UAE, or sponsor residence visas, including for its owners. It also can't carry out banking or insurance business. If you need a visa, a workplace or UAE customers, a JAFZA free zone company or Dubai mainland company formation is the right structure. Some owners hold an offshore company alongside one of these.
**Corporate Tax: offshore is not automatically tax-free.** Since UAE Corporate Tax took effect in 2023, a JAFZA offshore company counts as a free zone entity and a UAE tax resident. It must register for corporate tax and file a return every year, and it is taxed on its income, not only on income earned in the UAE. It pays 0% only on qualifying income, and only if it meets all the conditions for a Qualifying Free Zone Person, including adequate substance in a free zone, which is hard to show with no office or staff. Otherwise standard corporate tax rates apply. There's no UAE personal income tax. Get advice in your home country too, as your own tax rules may look through the company.
**JAFZA Offshore compared with other UAE offshore registries.** For offshore business setup in the UAE, the main choices are JAFZA Offshore in Dubai, RAK ICC in Ras Al Khaimah and the offshore licence of Ajman Free Zone. None of them gives visas or the right to trade locally, and the same Corporate Tax rules apply to each. The differences are in their regulations, what property each can hold, the paperwork banks and land departments ask for, and the yearly upkeep. JAFZA and RAK ICC companies can both hold Dubai freehold property with a DLD NOC. If you mainly want to hold assets in Ajman, compare with Ajman offshore company formation. We explain the trade-offs for your purpose before you choose.
**Rules to know before you start.** The company needs at least one shareholder, at least one director (a company can be a director), and a company secretary, who must be an individual. The name must end with "Limited". The JAFZA regulations also require an auditor and a yearly general meeting, and the company must keep proper accounting records. Owners aren't listed on a public register, but the Registry holds shareholder and director details, and the company must keep and file beneficial-ownership records.
**Banking.** A JAFZA offshore company can apply for a UAE bank account, but banks review offshore companies closely: expect questions on your business, counterparties and source of funds. Our Dubai corporate bank account opening service helps you prepare a complete application. The decision is the bank's.
**What affects the cost.** You pay JAFZA's registration and yearly renewal fees, the registered agent's services and address, and the drafting of the Memorandum and Articles. A corporate shareholder's documents need notarising and attesting. A property NOC, bank account support, accounting, audit and corporate tax filing add to the yearly cost. Message us on WhatsApp or live chat and we'll send a written quote for your structure.
What's Included
- Purpose check: is offshore right for your goal, or would a free zone or mainland company work better?
- Comparison of JAFZA Offshore with RAK ICC and Ajman offshore for your use case
- Name check (ending in "Limited") and activity selection
- Arrangement of a JAFZA registered agent and registered office (agent to be confirmed by Octavon)
- Drafting of the Memorandum and Articles of Association
- KYC and document review, including attestation guidance for corporate shareholders
- Filing with JAFZA's Offshore Section and coordination of signing (in person or by POA)
- Certificate of incorporation, share certificates and registers
- Guidance on UBO records, corporate tax registration and annual filing
- Help with the Dubai Land Department NOC if the company will hold property
- Help preparing a bank account application
- Annual renewal reminders
Requirements / Prerequisites
- At least one shareholder (individual or company)
- At least one director (individual or company)
- A company secretary who is an individual
- A name ending in "Limited"
- A purpose that doesn't involve trading in the UAE, banking or insurance
- A JAFZA registered agent and registered office in the Jebel Ali Free Zone or Dubai
- Signing before the JAFZA Registry, or a power of attorney legalised by the UAE Ministry of Foreign Affairs or a UAE embassy
- For property: a Dubai Land Department NOC and a Dubai-resident contact person
Required Documents
- Individual shareholders and directors: passport copy, CV and specimen signature
- Secretary: passport copy
- For due diligence (asked by the agent and banks): proof of residential address, bank reference letter, source of funds declaration, short description of the business
- Corporate shareholder (each notarised and attested by the UAE Embassy): certificate of registration, certificate of good standing, Memorandum and Articles, board resolution approving the company, and power of attorney for its representative
- Corporate shareholder: incumbency certificate naming the ultimate beneficial owner
- Passport copy and specimen signature of the corporate shareholder's attorney
Our Process
- Consultation: your purpose, structure and tax position, and which offshore registry fits.
- Registered agent appointed; name check and activity selection.
- KYC and document collection; attestation of any corporate shareholder documents.
- Memorandum and Articles drafted; application filed with JAFZA's Offshore Section via the Dubai Trade portal.
- JAFZA due diligence on shareholders, directors and secretary.
- Signing before the Registry, or by legalised power of attorney.
- Fees paid; certificate of incorporation, share certificates and registers issued.
- UBO records filed; corporate tax registration.
- Bank account application and, if needed, Dubai Land Department NOC for property.
- Yearly renewal, general meeting, audit and tax return.
Pricing
Contact us on WhatsApp for a tailored quote for this service.
Frequently Asked Questions
What is an offshore business setup in Dubai?
It means registering a company with JAFZA Offshore, the Jebel Ali Free Zone's offshore registry. The company holds assets or does business outside the UAE. It has no office, staff or visas in the UAE.
What can't a JAFZA offshore company do?
It can't trade in the UAE, rent an office, employ staff in the UAE, sponsor residence visas, or carry out banking or insurance business. For any of those you need a free zone or mainland company.
Is a JAFZA offshore company tax-free?
Not automatically. Under the 2023 Corporate Tax Law it is a free zone entity and a UAE tax resident, so it must register and file returns. It pays 0% only on qualifying income if it meets every Qualifying Free Zone Person condition, including substance. Otherwise standard rates apply. There's no personal income tax.
How does JAFZA Offshore compare with RAK ICC and Ajman offshore?
All three are for holding assets and international business, none gives visas, and the same tax rules apply. JAFZA and RAK ICC companies can both own Dubai freehold property with a DLD NOC. The best choice depends on what you'll hold, where, and what your bank prefers. We compare them for your case.
Can a JAFZA offshore company own property in Dubai?
Yes, in Dubai's freehold areas. It needs a No Objection Certificate from the Dubai Land Department and must name a Dubai-resident contact person.
Do I need to visit Dubai?
Not necessarily. Shareholders and directors either sign before the JAFZA Registry or give a power of attorney legalised by the UAE Ministry of Foreign Affairs or a UAE embassy.
How long does it take?
JAFZA states 5 to 7 working days once a complete application is filed. Attesting a corporate shareholder's documents abroad and arranging signing usually take longer than the registration itself.
How much does offshore business setup in Dubai cost?
The cost covers JAFZA's registration and yearly fees, the registered agent and address, legal documents, and any attestation for corporate shareholders. Property NOCs, banking support, audit and tax filing are extra. Send us your structure on WhatsApp or live chat and we'll send a written quote.