Business setup · Mainland

Mainland company setup in Dubai, planned around tax and compliance

How a mainland company works, who it suits and what it needs after the licence.

Who a mainland company suits

A mainland company is the natural home for a business whose customers are in the UAE.

A mainland company is licensed by the emirate's economic department. In Dubai that is the Department of Economy and Tourism. Because the licence is not tied to a zone, you can lease an office where your customers and staff are and invoice local customers directly.

  • Retail, trading, hospitality and professional firms that serve customers across the UAE.
  • Businesses that want to register as suppliers for government or large corporate work.
  • Founders who need a flexible choice of premises across the emirate.
  • Businesses with several owners who want a legal form with defined shareholder rights, such as a limited liability company.

It is a less natural fit for a holding company with no UAE activity, or for a very small service business serving clients abroad that wants the lightest possible setup. Compare the full cost with a free zone before you decide.

Ownership and control

Federal Decree-Law No. 26 of 2020 and the Commercial Companies Law of 2021 allow foreign investors to own mainland companies fully. Dubai's government portal confirms that most business activities allow 100% foreign ownership, with certain strategic sectors excluded. The UAE government portal gives examples such as telecommunications, banking and insurance, and security and defence, and the Cabinet decides the full list. Check your activity with the licensing authority before you commit.

The legal forms on offer in Dubai are the general partnership, the limited partnership, the limited liability company with up to 50 partners, the private joint stock company with up to 200 shareholders, the public joint stock company, the civil company for professionals and the sole proprietorship. Many operating businesses with more than one owner choose the limited liability company because each partner's liability is limited to their capital share.

Official pages are not consistent about a local service agent. Some describe one for businesses owned entirely by non-GCC residents, and others say the obligation was removed. We confirm the position for your legal form with the Department of Economy and Tourism before you pay for anything.

Federal Decree-Law No. 20 of 2025 amended the Commercial Companies Law. Among other changes it allows different classes of shares and quotas and makes it easier to convert between legal forms. If you plan outside investors, ask us how it affects your share structure.

Licence types and approvals

Commercial

For businesses built on buying and selling most goods and services.

Professional

For individuals who offer services based on intellectual or artistic skill.

Industrial

For manufacturing, production, packaging and similar activity.

E-trader

For a home-based entrepreneur who sells through social media or other online platforms.

Dubai also offers other routes, including a dual licence, an instant licence and licences for small businesses. Some activities need approval from another authority first. The Central Bank and the Telecommunications and Digital Government Regulatory Authority are examples. We identify these approvals in the first consultation, because they decide the order of the application.

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Visas and office rules

Every business in the UAE must have a physical address to operate, and in Dubai the tenancy agreement is registered with Ejari. Whether other premises options, such as a flexi-desk or virtual office, are available depends on the licence type, so confirm this before you plan your costs.

Before you hire, the Ministry of Human Resources and Emiratisation issues an establishment card linked to the licence. The Ministry sets your visa quota according to the company's legal status, the size of its work facility, the projects it takes on and its business needs. Staff then move from a work permit through to an entry permit and a residence visa, handled by the labour and immigration authorities. Plan the size of your office with your hiring plan in mind.

Tax and VAT treatment

A mainland company follows the standard rules, which makes planning simpler than for a free zone company.

Corporate tax is 0% on taxable income up to AED 375,000 and 9% above. Register within 3 months of incorporation, and file the return and pay within 9 months of the end of the tax period. A late registration penalty of AED 10,000 applies, with a waiver in some first-period cases.

A mainland company with revenue of AED 3,000,000 or less can elect Small Business Relief, which treats it as having no taxable income, for tax periods ending on or before 31 December 2029. It must still register and file, and the election limits other reliefs and loss carry-forwards, so we model it against the standard rules first.

Related companies under common ownership can apply to form a tax group where a parent owns at least 95% of the subsidiary and both share a financial year and accounting standards. That suits larger groups, not a first company.

VAT

VAT is 5%. You must register when your taxable supplies pass AED 375,000 over 12 months or you expect them to within 30 days, and you can register voluntarily from AED 187,500. Late registration carries a penalty of AED 10,000. Many trading businesses cross the threshold in the first year, so plan for registration from day one.

Banking

The Central Bank's guidance tells banks to collect the company's name, legal form and memorandum of association, its articles of association where they exist, its address and senior managers, and to identify everyone who owns or controls 25% or more. Banks verify against government-issued or certified documents, so a clean licence, a registered tenancy and notarised constitutional documents matter.

The bank decides whether to open the account, and it can decline or later close one. We prepare the file so that the activity, the owners and the expected flows are easy to understand, and we do not promise a result or a timeline.

Costs

The total depends on the activity, the office and the team, so we quote it in writing after the first meeting.

  • The trade licence for the activity, and any extra activities.
  • The office lease and the Ejari registration.
  • Approvals from other regulators for regulated activities.
  • The establishment card and each visa.
  • Licence renewal, on the term the licensing authority sets.
  • A yearly audit for a limited liability company.
  • Corporate tax and VAT registration and filings.

Mainland licence

Get a quote

Depends on activity and office.

Corporate tax registration

Get a quote

Our fee, quoted per case.

VAT registration

Get a quote

Our fee, quoted per case.

What you must keep doing

  • Renew the licence every year.
  • Keep accounting records for at least five years, and prepare annual accounts.
  • Appoint an auditor every year if you are a limited liability company.
  • Prepare audited statements for corporate tax if revenue goes above AED 50,000,000.
  • File corporate tax returns within 9 months of each period, and keep tax records for 7 years.
  • File VAT returns within 28 days of each period, and keep VAT records for 5 years.
  • Keep the beneficial owner register up to date, and record changes within 15 days.

Common mistakes

Picking the wrong activity

An activity that is too narrow stops you from taking a contract later. One that is too broad may need extra approvals you do not need.

Missing outside approvals

Regulated activities need another authority's approval, and discovering it late delays the licence.

No shareholder agreement

The memorandum of association is public and hard to change. Private terms on decisions, exits and funding belong in a separate agreement.

Registering for VAT late

The penalty is AED 10,000, and VAT you should have charged becomes your cost.

A worked example

Illustrative example, not a client

A trading company with three owners

Three owners, two of them non-resident, want to import building products and sell them to contractors and retailers across the UAE. They expect to pass the VAT threshold within months.

A mainland limited liability company fits: customers are local, ownership can be 100% foreign, and the owners want defined shareholder rights. We confirm the activity and any outside approvals, draft the shareholder agreement, and plan the tenancy and visa quota together so the office is the right size.

We register for corporate tax within the deadline, plan VAT registration from the start, appoint the auditor for the first year and set up bookkeeping before the first invoice. Revenue is modelled against Small Business Relief and the standard rates, so the owners know what tax to expect.

Frequently asked questions

Can foreigners own 100% of a mainland company in Dubai?

For most activities, yes. Strategic activities are restricted, and the Cabinet decides which. We check your activity with the Department of Economy and Tourism before you commit.

Is there a minimum share capital for a mainland LLC?

There is no statutory minimum capital for a limited liability company unless the Council of Ministers issues a decision setting one. Check whether the licensing authority asks for a figure for your activity.

What are the steps to set up a mainland company in Dubai?

You choose the activity and legal form, apply for the licence, reserve the trade name, obtain initial approval, sign the memorandum of association, secure premises registered with Ejari, collect any other approvals and pay for the licence within 30 days of the payment voucher.

Do I need a physical office on the mainland?

Every UAE business needs a physical address, and in Dubai the tenancy agreement is registered with Ejari. Check whether your licence type allows other premises before you plan costs.

How are mainland visas decided?

The Ministry of Human Resources and Emiratisation sets the quota from the legal status, the size of the work facility, the projects and the business needs. You need an establishment card before you hire.

Does a mainland LLC need an auditor?

Yes. Under the Commercial Companies Law a limited liability company appoints an auditor every year and prepares annual accounts. Corporate tax adds a separate audit requirement above AED 50,000,000 of revenue.

Can a mainland company bid for government contracts?

Licensed companies register on the government procurement portals, and Dubai bidders register on the eProcurement system. The In-Country Value programme can add an advantage in tenders. Read each tender's terms before you bid.

How does mainland licence renewal work?

The licensing authority sets the term and the renewal process, and we confirm both for your licence. Renewal brings the licence, the tenancy and the visas back into line, so diarise it and do not leave it to the last week.

General information based on UAE rules at the time of writing. It is not tax or legal advice for your situation. Speak to us before you decide.

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