Meet with a lawyer in Dubai specializing in business creation within 48 hours
The AGN Lawyers Network simplifies the law for you:
- A local service: an office in Dubai
- A lawyer will call you back within 48 hours to arrange an appointment
- A consultation costs €120 for individuals and €250 for professionals
- High-quality services thanks to the shared commitments of the AGN network
- Transparent pricing with our flat rates and detailed quotes
Make an appointment at the branch, by phone, or via videoconference
OUR EXPERTS
Our lawyers for business setup in Dubai
Setting up a company in Dubai is often presented as a simple administrative formality: a few clicks, a low-cost package, and your business is ready. But this view hides a complex legal reality. Free zone, mainland or offshore? Local sponsor or 100% foreign ownership? Is a shareholders’ agreement necessary? Is tax residency automatic? Every structural decision made at the incorporation stage affects your liability, your tax position and your assets for years to come.
Unlike commercial agents who sell standardised packages, a lawyer with expertise in company formation in Dubai analyses your project as a whole: your actual business activity, your tax objectives, asset protection, exit strategy, and dispute prevention.
Our lawyers assist entrepreneurs, business leaders and investors with the creation and legal structuring of their companies in the United Arab Emirates, in free zones, mainland or offshore.
Choosing the right legal structure: free zone, mainland, offshore
Free zone, mainland or offshore: a major legal decision, not a marketing choice
The choice between free zone, mainland and offshore in Dubai is not simply about differences in cost or timing. It is a major legal and tax decision that determines your business options, your regulatory obligations, your actual ownership rights, and your protection in the event of a dispute. Choosing the wrong free zone has major legal consequences: inability to carry out certain activities, commercial restrictions, later compliance costs, and administrative obstacles.
Low-cost packages often offer standard structures without any analysis of your actual business activity. Yet setting up a company in Dubai to carry out business abroad, structure an international holding company, or enter into partnership with foreign partners requires in-depth legal analysis.
Holding company structuring in Dubai: common mistakes and risks
Structuring a holding company in Dubai is particularly complex. Common mistakes include choosing a free zone that is unsuitable for holding activities, failing to establish sufficient economic substance, poorly structuring financial flows, or overlooking the tax implications in the home country. A company in Dubai combined with business activity carried out abroad creates a major tax risk if the structure does not comply with OECD standards and the applicable tax treaties.
Shareholders’ agreements and legal protection for business partners
Partnering in Dubai: why a shareholders’ agreement is essential
Entering into partnership in Dubai without a shareholders’ agreement is one of the most common and most costly mistakes. The Memorandum of Association (MoA) provided by free zones or mainland authorities is a standardised document, often drafted in complex legal English, and widely underestimated by company founders. This document does not adequately protect minority shareholders, does not anticipate disputes between shareholders, and does not provide for exit arrangements.
Standard free zone constitutional documents are not protective: they favour the interests of the jurisdiction, not those of the shareholders. A template contract exposes you to major risks in the event of disagreement: deadlock in decision-making, inability to exit the capital, abuse by a majority shareholder, and no mechanism for dispute resolution.
100% foreign ownership, local sponsor and protective clauses
100% foreign ownership in Dubai is possible in free zones and now also in mainland for many activities. But theoretical rights are not always real rights: some structures require a local sponsor or local agent, whose powers and responsibilities must be strictly governed by legal protections. The absence of key clauses to protect a minority shareholder or regulate a local sponsor can turn your investment into a legal nightmare.
Shareholder exit is an issue that no one anticipates at the incorporation stage, yet it gives rise to the most serious disputes: no defined valuation, inability to sell shares, and blocking tactics by the other shareholders. AGN Avocats drafts bespoke shareholders’ agreements providing for valuation mechanisms, forced exit clauses, protection against majority abuse, and dispute resolution procedures.
Arbitration, DIFC, ADGM: a strategic choice from the outset
The choice of competent forum and dispute resolution method (arbitration, DIFC courts, ADGM courts) must be anticipated from the moment the MoA and the shareholders’ agreement are signed. This strategic choice determines the predictability, speed and cost of resolving shareholder disputes. Our lawyers include these clauses from the outset in order to prevent disputes and secure your future remedies.
Tax residency, international tax risks and succession
Setting up a company in Dubai is not enough to become a tax resident
One of the most common misunderstandings concerns tax residency. Setting up a company in Dubai does not automatically make you a UAE tax resident. Tax residency depends on criteria such as physical presence, centre of economic interests, and personal connections. A Dubai company combined with French tax residency is often incompatible without a full restructuring.
Carrying out business from France through a Dubai company creates major tax risks: reclassification of the company as a permanent establishment in France, taxation of profits in France, tax penalties, and reassessments. The French tax authorities, and international tax authorities generally, scrutinise these arrangements closely and apply anti-abuse rules with increasing strictness.
Planning succession and transfer from the outset
The creation of a company in Dubai must also take into account succession and wealth transfer issues. UAE succession law, the rules governing the transfer of shares, and mechanisms to protect heirs must be anticipated from the initial structuring stage in order to avoid legal and tax obstacles in the event of death.
AGN Avocats structures your project by taking into account all international tax dimensions: tax residency, tax treaties, economic substance, reclassification risks, and succession planning.
Why choose a lawyer rather than an agent to set up your company in Dubai
Company formation in Dubai: an administrative formality or a major legal decision?
Setting up a company in Dubai is a major legal decision that affects your liability, your tax position and your assets. Why should company formation in Dubai not be delegated to an agent? Because a commercial agent sells standardised packages without any legal analysis of your situation, without anticipating disputes, and without any liability in the event of an error.
“I was told it was simple” is the most dangerous myth in company formation. Setting up a company in Dubai without a lawyer exposes you to legal, tax and dispute risks that you will only discover during a tax audit, a shareholder conflict, or when you are unable to expand your business.
Setting up a company also means anticipating disputes
Our lawyers assist with:
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Choosing the legal structure suited to your actual business activity (free zone, mainland, offshore, holding company)
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Drafting protective Memoranda of Association and Articles of Association
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Designing bespoke shareholders’ agreements with protective and exit clauses
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Securing relationships with local sponsors and minority shareholders
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Anticipating international tax risks and tax residency issues
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Structuring transfer and succession planning from the outset
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Choosing arbitration clauses and competent jurisdictions
Our support at AGN Legal Partners
Setting up a company in Dubai without a lawyer exposes you to mistakes that are discovered too late: an unsuitable structure, standard constitutional documents that do not protect you, no shareholders’ agreement, unanticipated tax risks, and partner disputes that were never addressed. AGN Avocats supports you from the very beginning of your project to turn your company formation into a solid and lasting foundation.
Our lawyers assist entrepreneurs, business leaders and investors with the creation and legal structuring of their companies in the United Arab Emirates, in free zones, mainland or offshore.
at this moment
Advice, blog, events related to starting a business
Frequently asked questions (FAQ)
Do you have a question about starting a business? You may find the answer here.
What is the main difference between a Free Zone and the Mainland in Dubai?
The difference is primarily legal and commercial. A Mainland company can trade freely anywhere in the Emirates and respond to public tenders, but it may require a local agent (depending on the activity). A company in a Free Zone often allows for simplified management and 100% foreign ownership, but is theoretically restricted commercially to its zone and to exports. A lawyer will analyze your business flow to choose the structure that will not hinder your growth.
Does “100% foreign ownership” apply to all activities in Mainland?
Since 2021, many commercial and industrial activities allow foreigners to hold 100% of the capital in Mainland. However, certain strategic activities remain subject to local shareholding or specific regulations. Do not rely on generic lists: a legal check is essential to secure your actual property rights.
Why is a standard Memorandum of Association (MoA) not sufficient?
The MoA provided by the authorities is a “ready-made” administrative document. It defines the existence of the company, but does not protect the relationships between partners. Only a shareholders’ agreement drafted by a lawyer can provide for exit clauses, non-competition clauses, share valuation clauses, or dispute resolution clauses before the courts of the DIFC or ADGM.
Does having a company in Dubai eliminate all taxation in France?
This is a dangerous myth. If you run your company from France or if you have no real economic substance in Dubai (offices, employees, local decision-making), the French tax authorities may reclassify your activity as a “permanent establishment” and tax your profits in France. A lawyer will ensure that your arrangement complies with international tax treaties.
What is the advantage of choosing the DIFC or ADGM jurisdictions for my company?
The DIFC (Dubai International Financial Centre) and ADGM (Abu Dhabi Global Market) jurisdictions are based on common law (British-inspired law). They offer superior legal certainty for international investors, with independent English-speaking courts. Choosing these jurisdictions from the outset avoids the uncertainties of local law in the event of complex litigation.
our contact details
Contact a lawyer for business start-ups
Aix-en-Provence
18 rue Thiers – 13100 Aix-en-Provence
+33 9 72 34 24 72 contact-aixenprovence@agn-avocats.fr
Castres
66, boulevard Pierre Mendès France – 81100 Castres
+33 9 72 34 24 72 contact-castres@agn-avocats.fr
Châlons-en-Champagne
2-4 Rue Grande Etape – 51000 Châlons-en-Champagne
+33 9 72 34 24 72 contact-chalons@agn-avocats.fr
Condrieu
6 Rue Eugène Genet – Place de la passerelle – 69420 Condrieu
+33 9 72 34 24 72 contact-condrieu@agn-avocats.fr
Dubaï
Office 2105, 2nd Floor<br /> Dubai Supreme Court Complex – Umm Hurair 2<br /> Dubai, UAE Dubaï
+33 9 72 34 24 72 contact@agn-legalpartners.com
Le Mans
63 Avenue du Général de Gaulle – 72000 Le Mans
+33 9 72 34 24 72 contact-lemans@agn-avocats.fr
Levallois-Perret
36 Rue Rivay – 92300 Levallois-Perret
+33 9 72 34 24 72 contact-levallois@agn-avocats.fr
Marseille Grignan
80 Rue Grignan – 13001 Marseille
+33 9 72 34 24 72 contact-marseillegrignan@agn-avocats.fr
Marseille Rome
133 Rue de Rome – 13006 Marseille
+33 9 72 34 24 72 contact-marseille@agn-avocats.fr
Montauban
147 avenue Aristide Briand – 82000 Montauban
+33 9 72 34 24 72 contact-montauban@agn-avocats.fr
Montpellier
6 Rue Fontaine du Pila Saint-Gély – 34000 Montpellier
+33 9 72 34 24 72 contact-montpellier@agn-avocats.fr
Sablé-sur-Sarthe
6 bis, rue Carnot – 72300 Sablé-sur-Sarthe
+33 9 72 34 24 72 contact-sable@agn-avocats.fr
Saint-Junien
22 Boulevard Victor Hugo – 87200 Saint-Junien
+33 9 72 34 24 72 contact-saintjunien@agn-avocats.fr
Saint-Nazaire
16, allée de la Mer d'Iroise – 44600 Saint-Nazaire
+33 9 72 34 24 72 contact-saintnazaire@agn-avocats.fr
Toulouse Bonnefoy
47 rue du Faubourg Bonnefoy – 31500 Toulouse
+33 9 72 34 24 72 contact-toulouse3@agn-avocats.fr
Toulouse Minimes
22 Avenue des Minimes – 31200 Toulouse
+33 9 72 34 24 72 contact-toulouse2@agn-avocats.fr
Toulouse Saint-Cyprien
41 Rue de la République – 31300 Toulouse
+33 9 72 34 24 72 contact-toulouse@agn-avocats.fr
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