JAFZA Offshore: A Holding Company, Not a Business You Operate
A JAFZA offshore company is a UAE-registered vehicle for holding assets and trading outside the UAE. It gives you no residence visa, no office, and no right to sell inside the UAE — and those limits are the point, not a catch. Formation runs AED 21,000 to AED 28,500 and takes 5 to 7 working days.
What a JAFZA Offshore Company Is
Registered in Dubai, operating everywhere except the UAE.
JAFZA Offshore is a registry run by the Jebel Ali Free Zone Authority. A company registered there is a real UAE legal entity with a Certificate of Incorporation, a Memorandum and Articles, and a share register — but it is barred from trading inside the UAE, from renting premises here, and from employing anyone here.
It is worth being blunt about what that excludes, because the word “offshore” is used loosely in this market. A JAFZA offshore company cannot sponsor a residence visa — not for you, not for your family, not for staff. If a UAE residence visa is any part of why you are reading this, you need a free zone or mainland company instead, and the closest equivalent is a JAFZA free zone licence.
What it does give you is a Dubai-registered holding vehicle with 100% foreign ownership, no local partner, no minimum capital to deposit, and no requirement to be physically present in the UAE at any point.
What People Actually Use It For
Four uses cover nearly every JAFZA offshore company we register.
- Owns subsidiaries in the UAE or abroad through one clean entity
- Shareholders and directors are not on a public register
- No audit required unless a bank asks for one
- Ownership can be restructured without touching the trading companies
- JAFZA offshore is accepted for freehold ownership in designated Dubai areas
- Property transfers become share transfers, which changes the cost profile
- Approval is area-specific: confirm the development before you register
- This is the use case that most often justifies JAFZA over a cheaper registry
- Invoicing counterparties outside the UAE, in any currency
- Holding trademarks, software or licensing rights centrally
- No restriction on moving funds or repatriating profit
- No UAE sales of any kind — that is the hard boundary
Costs
Formation is quotable; the annual cost depends on your registered agent.
| Item | Amount |
|---|---|
| Incorporation Registry fees, MoA and Articles, Certificate of Incorporation | AED 21,000–28,500 |
| Registered agent Mandatory for the life of the company; included in most formation quotes for year one | Quoted per agent |
| Annual renewal Registry renewal plus the agent fee, billed yearly | Quoted per agent |
| Bank account No mandatory minimum from the registry; banks set their own deposit | Bank-dependent |
| Residence visas Not available on an offshore company at any price | None |
Formation range from published rates, not an offer. Renewal and agent fees vary by registered agent, so we quote them with the formation rather than publish a range we cannot stand behind.
What You Need to Register
Lighter than most people expect, with one non-negotiable.
The requirements
- Minimum one shareholder Individual or corporate. No nationality or residency requirement.
- Minimum one director No residency requirement, and no need to visit the UAE.
- A registered agent — mandatory Every JAFZA offshore company must have one. The agent is the channel to the registry for the life of the company, not just at formation.
- No company secretary Not required for JAFZA offshore companies.
- No minimum share capital to deposit Capital is stated in the MoA; there is no paid-up deposit requirement.
- No mandatory audit Unless a bank or counterparty asks for audited statements. Corporate tax obligations are separate — see below.
What we handle
- Name approval and structure advice before filing
- Memorandum and Articles drafted for your ownership structure
- Registered agent appointment and registry submission
- Certificate of Incorporation and share certificates
- Corporate bank account introduction
- Corporate tax registration
Timeline
Five to seven working days to incorporation. The bank is the long part.
Structure call
What the company will own and who will own it. This decides whether offshore is right at all — if you need a visa, it is not.
YOUDocuments and name
Passport copies, proof of address and bank reference for each shareholder. Corporate shareholders need attested constitutional documents, which is the one thing that can add weeks.
YOU AND USRegistry submission
Filed through the registered agent with the MoA and Articles drafted for your structure.
Certificate of Incorporation
Certificate, MoA and share certificates issued. The company legally exists from this point.
Bank account
The slow step, and the one that fails most often. Offshore entities face heavier compliance review than trading companies; a clear source of funds and named counterparties matter more than any introduction.
YOU AND USCorporate Tax: Offshore Is Not Tax-Exempt
The rules changed in 2023 and a lot of pages still say otherwise.
You will find UAE offshore pages — including the previous version of this one — promising “zero taxation” and “comprehensive tax exemption”. That was true before June 2023. It is not true now, and acting on it is how a holding company ends up with penalties.
Under Federal Decree-Law 47/2022, a juridical person incorporated in the UAE is a Resident Person for corporate tax purposes. A JAFZA offshore company is incorporated in the UAE. It is therefore within the scope of the regime, and registration is mandatory regardless of the rate that ends up applying to it.
Whether any tax is actually payable depends on the company’s income and whether it meets the conditions for the 0% Qualifying Free Zone Person treatment, which turn on the type of income, adequate substance, and the de minimis threshold for non-qualifying revenue. A pure holding company with dividend income sits differently from one invoicing trading margin. That determination is specific to your structure and we will not guess at it on a web page — but we will tell you plainly where yours lands before you register.
See UAE corporate tax registration for deadlines and the penalty position.
JAFZA Offshore vs RAK ICC vs a Free Zone Company
For the alternatives in detail: RAK ICC offshore formation, JAFZA free zone setup, or the wider picture in UAE offshore company formation.
Can a JAFZA offshore company get me a UAE residence visa?
No. Offshore companies carry no visa entitlement of any kind — not for shareholders, directors, family or staff. This is the single most common misunderstanding about UAE offshore structures, and no agent can arrange an exception. If residency matters to you, you need a free zone or mainland company.
Does a JAFZA offshore company pay UAE corporate tax?
It is within the scope of the regime, and registration is mandatory. A company incorporated in the UAE is a Resident Person under Federal Decree-Law 47/2022, and offshore incorporation does not change that. Whether tax is payable depends on the income and whether the conditions for 0% Qualifying Free Zone Person treatment are met, including adequate substance and the de minimis threshold. Any page telling you a UAE offshore company is simply tax-exempt is describing the position before June 2023.
Can a JAFZA offshore company own property in Dubai?
JAFZA offshore companies are accepted for freehold ownership in designated Dubai areas, subject to Dubai Land Department approval. Approval is specific to the development, so confirm the particular property before you incorporate rather than after. This is the use case that most often justifies choosing JAFZA over a cheaper offshore registry.
Do I need to visit the UAE to register one?
Not for the incorporation itself — there is no residency or physical presence requirement for shareholders or directors. Your bank may take a different view: some UAE banks require an in-person meeting before opening an account for an offshore entity, and that is worth confirming with the bank before you assume the whole process can be done remotely.
How long does it take, and what slows it down?
Five to seven working days from complete submission to Certificate of Incorporation. The two things that add time are attestation of constitutional documents where a corporate shareholder is involved, which can run two to four weeks, and the bank account, which commonly takes three to ten weeks and is outside anyone’s control.
Does it need an audit?
The registry does not require one. A bank may ask for audited statements as a condition of maintaining an account, and corporate tax obligations apply separately from the audit question — the absence of an audit requirement is not an absence of a filing requirement.