Holding company in the UAE: your options and how they work

What a holding company does

A holding company owns and controls shares in other companies, while the subsidiaries trade and employ staff. Under Article 268 of the Commercial Companies Law, it's an LLC or joint stock company that sets up subsidiaries or holds enough of an existing company to control its management.

Article 269 limits it to holding shares in LLCs and joint stock companies, financing and managing its subsidiaries, acquiring assets for its own activities, and acquiring IP and franchise rights to lease out. It acts only through its subsidiaries, shows "holding company" after its name on its documents and prepares consolidated accounts each year. Free zones and financial centres set their own rules.

Holding company options compared

Compare trading and visa rules in mainland vs free zone vs offshore.

How each option works

On the mainland, the UAE government portal's steps run from choosing the activity, legal form and trade name to initial approval, the memorandum of association (MOA), leased premises and the license. Dubai's economic department is the Department of Economy and Tourism (DET). See mainland company formation.

In JAFZA, the request includes a resolution raising share capital if it's below AED 10,000,000, proof of capital, an amended MOA and evidence of the companies held; JAFZA confirms further documents and charges after review and lists 21 working days. See our JAFZA setup service or our DMCC setup service.

DIFC's Prescribed Company Regulations (current version in force since 24 July 2026) excuse prescribed companies controlled by, for example, an authorised firm, a government entity or a listed company from appointing a service provider. ADGM says its SPVs exist to isolate financial and legal risk.

JAFZA's Offshore Companies Regulations 2023 also let an offshore company own property in designated freehold areas and hold a UAE bank account, but it needs licenses or permits from the competent authorities to carry out business activities. RAK ICC is another registry whose companies can hold shares, or real estate in designated areas, subject to applicable UAE laws. Registration steps are in our offshore company guide.

Corporate tax points the law sets out

The Corporate Tax Law (Federal Decree-Law No. 47 of 2022, as amended) treats a UAE-incorporated company, including a free zone company, as resident. A taxable person must register with the Federal Tax Authority, unless the Minister provides otherwise, and file a return within nine months of each tax period's end. The UAE government portal lists 0% on taxable income up to AED 375,000 and 9% above. For holding structures, the law says:

• UAE dividends. Dividends from a UAE resident company are exempt income (Article 22).
• Participation exemption. Foreign dividends, and gains or losses on disposing of a participating interest, are exempt if Article 23's conditions are met: a stake of 5% or more, held, or intended to be held, for an uninterrupted 12 months, in a company subject to corporate tax or a similar tax at a rate of at least 9%, carrying at least 5% of profits and liquidation proceeds, with no more than 50% of its assets in interests that wouldn't qualify.
• Smaller stakes. The Minister may set an acquisition cost above which a stake under 5% still meets the ownership test.
• Groups. Qualifying group relief needs at least 75% ownership (Article 26) and a tax group at least 95% (Article 40), among other conditions.

The Ministry of Finance says Ministerial Decision No. 302 of 2024 adds detail for tax periods starting on or after 1 January 2025. We're not a tax agent and don't advise on how these rules apply to you; read how to choose a tax agent. We handle the corporate tax registration paperwork.

UBO filings, bank accounts and setup steps

Cabinet Resolution No. 109 of 2023 traces the real beneficiary through any number of companies to the individuals who own or control 25% or more, and a company files its registers within 60 days of licensing. ADGM and DIFC apply their own rules. See ultimate beneficial owner rules.

Banks trace the same chain: CBUAE guidance says another company can't be a customer's UBO, and lists complex structures that don't appear to need that complexity as a red flag. See our business bank account guide.

• 1. List what it will hold. That decides which regimes fit.
• 2. Pick the regime. Compare the options in the table above.
• 3. Prepare shareholder documents. Corporate shareholders' papers may need commercial document attestation.
• 4. Apply. Through the licensing authority, a registered agent or a service provider.
• 5. After licensing. File the UBO registers, register for corporate tax and apply for a bank account.

We prepare the documents, submit applications and follow up; the authority or registry decides each one. Start with our business setup services.