How to set up an FZCO company
Free Zone Company (FZCO) is a multiple shareholder limited liability company that can be incorporated in Jebel Ali Free Zone.
The main attraction in forming a company in UAE Free Zones is that there are no foreign ownership restrictions and companies are governed by an independent Free Zone Authority (FZA), which is responsible for issuing operating licences and regulating the activities of companies within the Free Zone.
FZCO registration allows for multiple shareholders, who can be an individual (person), a non-individual (company) or a combination of both to be part of the company. There must be a minimum of 2 and a maximum of 50 shareholders. The liabilities of the company are limited to its capital paid. An FZCO has a legal personality distinct from that of its shareholders and has the capacity, rights and privileges of a person.
Setting up an FZCO company.
There are four simple steps to register your company in Jafza:
- Register your interest online. You can start your journey online by registering your interest. Once you have completed our online form, you will be contacted by our sales team to further verify your application.
- Submit your signed application form along with the list of all required documents.
- Select an offering from our listed solutions, license type and make the payment towards the business setup process. Make sure you review our Activity List for your license type.
- Receive your license and move into your selected solution (warehouse, office space …etc)
What documents are required to set up an FZCO company?
An FZCO is essentially a multiple shareholder company, also known as a partnership firm.
Once you have registered your interest in setting up your company online, you will need the following documents at the time of submitting your application to set up an FZCO company in Jafza.
- The Jafza Application Form.
- Environment Health and Safety (EHS) application form.
- Project summary or a Business Plan. You will find a sample template of this on page 22 of the application form. You must limit this to one page.
- Know your customer (KYC) form to be filled in and submitted along with the application form.
- Ultimate Beneficiary Owner (UBO) Form to be filled in and submitted along with the application form. Cabinet Decision No. (58) of 2020 requires all companies in the United Arab Emirates to declare the Ultimate beneficiary of a business. In simple words, an ultimate beneficial owner (UBO) is an individual who is the ultimate beneficiary of a company.
- Appointment letter of Director / Manager / Secretary.
- Passport copy of the designated person as shareholder(s), manager and secretary.
- The passport must be valid for at least six months.
- Director/Manager/Secretary should be 21 years and about.
- If the Shareholder(s), Manager, Director(s) or Secretary has an existing residence visa in UAE, then a No Objection letter on the company letterhead duly signed by the Local Sponsor must be included. You will also need to include a copy of their current visa.
In an FZE company formation, the director and shareholder can be the same person. You may elect to include a manager as a separate person or entity.
If any of the documents need attestation, Jafza will advise you regarding this. Please note, Jafza reserves the right to request any additional documentation that is deemed necessary. This will be communicated by the sales and registration team in person or via email.
What documents are required to set up an FZCO company by non-individuals?
A shareholder in an FZCO can also be a non-individual.
If a non-individual (essentially, a company) wants to be part of the shareholders for an FZCO in Jafza, the following Legal documents are required (duly Notarized and Attested by UAE Embassy/Consulate) for Registration of the Company. These are documents that are required – further to the details listed as the documents required for individuals.
- The Original Certificate of Incorporation or the Original certificate of Good Standing.
- Memorandum and Article of Association (MOA and AOA) of the shareholding company
- Shareholder/Director/Board resolution calling for the following:
- the establishment of the FZE in Jafza
- details of the Share Capital allocated
- appointment of Director / Manager / Secretary
- Appointment of a Legal representative (if any)
- Power of attorney (POA)
If the non-individual parent company is based outside the UAE, attestation of all documents is required at the UAE embassy. In case of the absence of the UAE Embassy in the Country of Origin of the Parent Company, the documents will be accepted if it is Notarized & Attested by any GCC/Arabic Embassy/Consulate in the Country of origin of the Parent Company and the documents have to be further attested by UAE Ministry of Foreign Affair.
Speak to our business development and sales team if you need help setting up your FZCO in Jafza. You can schedule a call or visit us at our sales centre in Jebel Ali Free Zone.