The Jebel Ali Free Zone was established in 1985 by the government of Dubai, and now consists over 100 square kilometres built around the largest artificial port in the world. JAFZ consists of offices, warehouses and storage facilities in-house for all kinds of goods, and a container port with 70 berths. Companies incorporated at JAFZ are required to have a physical presence in Jebel Ali free zone.
However, following the overview of the regulations for Jebel Ali Free Zone Offshore Companies, brought across the concept of offshore company formation, although it was first introduced in Dubai in 2001. Nonetheless, it got a legitimate structure on 15th January 2003 when JAFZA Offshore Company registration came into existence.
JAFZA Offshore Company incorporation in 2003 implemented comprehensive rules and regulations for offshore company formation in JAFZA.
JAFZA offshore company is well-defined as a non-resident company which has a corporate legal structure in Jebel Ali Free zone Dubai, UAE. JAFZA Offshore Company formation – 2003 permits the incorporation of an offshore company by individuals or by establishments.
Benefits of JAFZA Offshore Company formation in Dubai:
- For offshore Company setup, there’s no need to acquire office premises.
- JAFZA offshore company registration provides a high level of asset protection.
- Zero percent tax environment.
- JAFZA Offshore allows 100% foreign ownership.
- The minimal operational cost in JAFZA offshore company.
- JAFZA offshore company formation has no limit on the flow of capital.
- An easy and simple procedure of incorporation.
- Opportunity to invest in properties worldwide.
- Transfer of shares and assets etcetera.
- There is no minimum capital requirement.
- Buying Freehold properties in Dubai which are approved by JAFZA (Properties from Developers like Dubai Properties Nakheel, Emaar etc.)
Types of JAFZA Offshore Company Formation
The types of JAFZA offshore companies:
- JAFZA Offshore Company as General Trading
- Offshore Company as Investments or Joint Investments Company
- JAFZA Offshore Company as Shipping or Ship Management Company
- Dubai Offshore company as Holding Company
- Register Offshore Company for Copyright or Patent Company
- JAFZA Offshore Company for buying Property in Dubai.
Bank account setup - JAFZA Offshore Company
JAFZA offshore company formation can open and operate bank accounts in Dubai local or international in the name of the company. Offshore company’s bank accounts are subject to the approval of local and international banks and the requirements differ from bank to bank.
We at MSZ Consultancy assist our clients to open their bank accounts in Dubai by introducing them to the banks.
Components of JAFZA Offshore Company Setup
- For JAFZA offshore company formation, there must be at least one shareholder.
- In JAFZA Offshore, both corporate shareholder and individual shareholders are permitted.
- The structure of the share capital of the offshore company will be decided by the shareholder(s).
- There is no minimum capital required for JAFZA Offshore Company.
- No bearer shares are allowed.
- In JAFZA Offshore, different classes of shares are not permitted and shares have to be fully funded when assigned.
- The owners meeting should be conducted at least once in a year in a timely manner.
- The Register of members will be open for inspection or review by any shareholder of the JAFZA offshore company.
- If the assessment is refused, the company shall obligate an offence.
Directors & Company Secretary
- A minimum of two (2) directors are required to be appointed in JAFZA Offshore Company in Dubai.
- A corporate director is not allowed to be appointed nor a commercial entity is allowed to act as directors of JAFZA offshore company.
- Under JAFZA offshore company, there must be an appointed secretary who can also be the one of the director of the offshore company.
How to set up a JAFZA Offshore Company in Dubai | Process of JAFZA Offshore Company Registration
One or more individuals can set up a JAFZA Offshore Company, and an application of Jafza offshore company formation will be signed in Jebel Ali Free Zone and delivered to the Registrar of JAFZA offshore companies.
A JAFZA offshore company may be incorporated to carry out business under the regulation of Jafza offshore regulations authorities.
The application which is submitted to the registrar will be signed by the shareholder of the offshore company in the presence of JAFZA Offshore Executive and shall comprise the following:
- The name for Jafza offshore company Dubai, which will end with the word ‘Limited’
- Registered address of the offshore company in JAFZA shall be the address of ‘register agent’s office address’.
- A clear understanding of the nature of the business to be conducted. It shall be appropriate to state that the purpose of the Jafza offshore company formation is to involve in any activity for which offshore company is registered.
- The amount of share capital, which the Jafza offshore company offers to be registered, and its partition into shares of a fixed amount;
- The full names and address of the shareholder(s)
- The Jafza offshore company articles of association
- Other particulars as the registrar may require for the JAFZA Offshore company setup.
Certificate of JAFZA offshore company registration
- At the registration of the JAFZA offshore company, the JAFZA authority will issue a certificate of incorporation.
- This certificate that will show the proof of Jafza offshore company formation and a number shall be allotted to each certificate which is called the Jafza offshore company registration number.
- Incorporation date must be mentioned in the certificate of incorporation of JAFZA Offshore Company without fail!
Articles of association of JAFZA Offshore company Formation
Articles of association specify regulations of the JAFZA offshore company incorporation.
The articles shall create a provision for:
- The transfer of shares; JAFZA Offshore company
- A general meeting of the JAFZA offshore company formation at least once a year
- The keeping of its financials and placing of financial statements before general meetings of the JAFZA offshore company;
- The Articles of association of JAFZA Offshore Company Formation describe the number of members required to constitute a quorum at any general meeting of the offshore company.
- Audit of the accounts of the offshore company may be carried out once a year by the appointed auditor.
Restrictions on activities in JAFZA for offshore company formation
There are following of activities which JAFZA offshore company cannot perform.
- JAFZA offshore company setup cannot do any business with the resident of United Arab Emirates
- JAFZA offshore company cannot hold any real estate property located in the United Arab Emirates, excluding freehold properties which have been approved by the Authority.
- Under JAFZA offshore company formation no one can carry on business as an insurance, insurance agent or insurance broker.
- In JAFZA offshore company formation, you cannot carry out a banking business
- An offshore company in JAFZA will not be treated as carrying a business with people living in the United Arab Emirates, just because – It makes or retains professional contact with legal consultants in Dubai, accountants of UAE, management companies in UAE or other similar individuals carrying on business inside the United Arab Emirates.
Registered Agent for JAFZA Offshore Company Formation
- No person shall be a registered agent without the approval of the authority to register agent.
- An offshore company formation requires a registered agent all the times in the Zone or in Dubai.
- The Registrar shall be responsible to maintain a register of approved registered agents.
- This is the responsibility of the offshore company to notify the registrar if any change in the name of register agent or change in the address.
Documents required for registration of JAFZA Offshore Company
Individual Applicant – JAFZA Offshore company formation
- A Personal profile (CV) of the shareholder (s)
- Bank Reference shareholder(s)
- Passport Copy of the shareholders
- Visa Copy or UAE Entry Stamp page copy
- Proof of Residence (copy of utility bill)
Corporate Shareholders – JAFZA Offshore Company Formation
- Certificate of Incorporation of the company
- Memorandum and Articles of Association of the parent company
- Board Resolution stating that the company is going to set up an offshore company in Dubai with a power of attorney authorizing the individual to sign on behalf of the company to set up the offshore company
- Certificate of good standing of the company
NOTE: Please note that all documents need to notarized and attested from UAE Embassy of the home country and from ministry of foreign affairs in Dubai. MSZ CONSULTANCY can assist you for the attestation.
MSZ Services – JAFZA offshore company formation
In order to set up an offshore company in Jebel Ali Free zone, there must be a registered agent approved by the JAFZA authorities. We at, MSZ CONSULTANCY, provide JAFZA Offshore registered agent services with a registered office on a prime location and PO box in Dubai.
We provide the following services:-
- Prepare registration application for JAFZA Offshore
- Prepare Incorporation Certificate
- Assistance in opening a bank account in Dubai
- Filing applications with the Registrar of Companies of JAFZA Offshore
MSZ CONSULTANCY is a business advisory firm in Dubai with experience in company formation – Offshore Company formation, Free zone company setup and accounting & booking keeping service in Dubai. We act as your personal business advisors and will assist your business setup UAE. Call us today to get assistance with your new business startup!