Holding & international structuring, not trading
Offshore Company Formation: RAK ICC & JAFZA Offshore
An offshore company can't lease office space, sponsor a UAE visa, or trade within the UAE — and that's precisely the point. It exists to hold shares, real estate, IP or investments cleanly, often sitting above an operating mainland or free zone entity in a wider group structure.
Registered agent for RAK ICC, JAFZA Offshore & Ajman Offshore · 500+ RAK ICC companies under our group's agentship
Key facts
| Available registries | RAK ICC (Ras Al Khaimah), JAFZA Offshore (Dubai), Ajman Offshore (Ajman) |
| Ownership | 100% foreign ownership, no local shareholder required |
| UAE trading | Not permitted — holding and international activity only |
| Visa eligibility | None — an offshore company cannot sponsor UAE residency visas |
| Our standing | Direct registered agent for RAK ICC (500+ company portfolio), JAFZA Offshore and Ajman Offshore, not routed through a third party |
What this actually involves
RAK ICC, JAFZA Offshore and Ajman Offshore are the UAE's established offshore company registries, all built for the same core purpose: holding assets — shares in other companies, UAE or overseas real estate, intellectual property, investment portfolios — cleanly separated from operating risk, without the overhead of a full trading licence.
Neither registry permits the company to lease commercial office space in the UAE, sponsor employee or investor visas, or invoice UAE customers directly. Businesses sometimes discover this only after incorporation, expecting an offshore entity to double as a lightweight trading vehicle — it can't, by design, and the two registries are stricter about this distinction than some free zones are about their own trading limitations.
Where an offshore structure earns its cost is in group structuring: a holding company above an operating UAE mainland or free zone subsidiary, ring-fencing IP or real estate from operational liability, or providing a clean vehicle for international investors to hold UAE assets without needing UAE residency themselves. Being a direct registered agent for RAK ICC, JAFZA Offshore and Ajman Offshore — rather than routing incorporation through an intermediary — means faster amendments, share transfers and good-standing confirmations across the 500+ companies in our group's existing portfolio.
Is this actually relevant to you?
- You're structuring a holding company above one or more operating UAE subsidiaries for liability separation
- You want to hold UAE freehold property or overseas investments through a clean, internationally recognisable vehicle
- You're holding intellectual property separately from an operating trading entity for IP protection or licensing purposes
- You need a vehicle for non-resident investors to hold UAE assets without requiring UAE residency
- You do not need to trade, invoice, or sponsor visas through this specific entity
Our process, step by step
Registry & jurisdiction selection
RAK ICC, JAFZA Offshore or Ajman Offshore, chosen based on your specific holding purpose and any property developer requirements.
Incorporation documentation
Shareholder and director documentation prepared and submitted directly as your registered agent.
Registered agent services
Ongoing annual renewals, share transfers, amendments and good-standing confirmations handled directly.
Group structure integration
Coordinated with any UAE operating subsidiary's accounting and corporate tax position, so intercompany arrangements are documented correctly from day one.
Scope of work
Offshore companies still carry obligations, including corporate tax registration and UBO filing, and are often used as holding companies.
What an offshore company genuinely cannot do
- Assuming an offshore company can invoice UAE customers or sponsor visas — it cannot, under either registry, and using it that way risks the structure being challenged.
- Not checking the specific property developer's requirements before assuming an offshore entity can hold a given piece of UAE real estate — not all developers accept offshore ownership structures.
- Treating offshore incorporation as a one-time task and neglecting annual renewal and economic substance notification obligations, which still apply.
Related company formation services
Licence, structure and day-one tax registrations set up together, so the company starts compliant.
Related guides from our team
Practical explanations of the rules behind this service, written by our chartered accountants.
Common questions
Can an offshore company own UAE property?+
RAK ICC offshore companies can generally hold UAE property in designated freehold areas — this needs confirming against the specific property and developer's requirements, which vary.
Do offshore companies pay UAE corporate tax?+
Yes. An offshore company incorporated in the UAE (for example under RAK ICC, JAFZA Offshore or Ajman Offshore) is a UAE resident person for corporate tax and must register and file a return, even with no UAE activity. Whether any tax is payable depends on its income — qualifying dividends and capital gains may be exempt.
Is RAK ICC cheaper than JAFZA Offshore?+
RAK ICC is generally the more cost-competitive registry; JAFZA Offshore's fees run somewhat higher, partly reflecting its DP World association — see our dedicated RAK ICC vs JAFZA Offshore comparison for detail.
Can an offshore company have a UAE bank account?+
Yes, though offshore entities can face more scrutiny in the bank's onboarding process than an operating mainland or free zone company — documentation needs to be thorough and consistent.
Does an offshore company need economic substance filings?+
No current ESR filing is required for any UAE entity for financial years ending after 31 December 2022 — the regime was cancelled in 2024. If your offshore entity was active between 2019 and 2022, that historical period may still carry exposure — see our ESR Status Check page.
Can I convert an offshore company into a trading free zone company later?+
Not directly — you'd incorporate a separate free zone or mainland entity for trading activity and keep the offshore entity for its original holding purpose.
Considering an offshore structure for holding or asset protection?
Tell us what you're looking to hold or protect — we'll confirm whether RAK ICC, JAFZA Offshore or Ajman Offshore fits best, using our direct registered-agent standing to move faster than a third-party-routed application.