Tag Archives: business setup UAE

UAE Companies Law Changes: What Founders Should Check

Founders setting up in the Emirates should know how the UAE Commercial Companies Law amendments change day-to-day company management. According to Business Dubai, Federal Decree-Law No. 20 of 2025 amended the original 2021 companies law and took effect on 1 January 2026. The changes touch shareholder meetings, share classes, capital contributions and exit terms.

Founder checklist

What the amendments cover

The base law is Federal Decree-Law No. 32 of 2021, which the UAE legislation portal shows as issued on 20 September 2021 and effective 2 January 2022. The portal entry lists one amendment but does not detail it. The specifics below therefore come from a secondary source, Business Dubai, which says Decree-Law No. 20 of 2025 was published on 14 October 2025. We could not check them against the official gazette text, so treat them as a guide and confirm with your licensing authority or lawyer.

Meetings and shareholder rights

Business Dubai reports that shareholders can now request a general assembly with 10% ownership, down from 25%, and that the notice period for a general assembly rose from 15 to 21 days. For founders with investors, a lower threshold means minority holders can force a meeting more easily, so shareholder agreements and board calendars matter more.

Share classes and capital

The same source says onshore LLCs can issue multiple share classes with different rights, that shareholders may contribute assets other than cash if valued by accredited valuers or agreed by partners, and that articles can include drag-along, tag-along and advance succession arrangements. It also says non-profit companies are now expressly recognised.

What is still pending

Two features depend on further rules. Business Dubai says Cabinet implementing regulations for share classes were expected later in 2026, and regulations allowing companies to move between emirates, or between mainland and free zones, while keeping their legal identity were expected around mid-2026. The page was last reviewed in April 2026, so check whether these regulations have since been issued before building a plan around them.

Practical steps

Consider a hypothetical Brazilian founder, Marina, forming a mainland LLC in Dubai with two angel investors. Based on the reported changes, she should check whether her articles allow the exit terms her investors expect, set a calendar for the longer 21-day notice period, and ask her adviser whether share classes are usable yet. Our company formation page explains the options at a high level, and the visa eligibility checker helps with the residency side. This is general information, not legal advice.

UAE company law: FAQs

When did the UAE companies law amendments take effect?

Business Dubai reports 1 January 2026, under Federal Decree-Law No. 20 of 2025.

What is the new threshold to call a shareholder meeting?

Shareholders with 10% ownership can request a general assembly, down from 25%, per Business Dubai.

Can LLCs now issue different share classes?

Reportedly yes, but implementing regulations were expected later in 2026, so confirm with your authority.

Can a company move between a free zone and the mainland?

The amendments reportedly allow it while keeping legal identity, with regulations expected around mid-2026.

Where can I check the official law?

Start with the UAE legislation portal entry for Federal Decree-Law No. 32 of 2021 and the official gazette.

See also: our company formation overview.

Your UAE Free Zone Company Can Now Sell on the Mainland

The wall between Dubai’s free zones and its mainland is coming down. As of 2026, a UAE free zone mainland business can serve local customers without spinning up a whole new onshore company. That single change rewrites the old trade-off founders faced: keep full foreign ownership in a free zone, or reach the domestic market on the mainland. Now you can aim for both. There is a licensing step and a hard deadline, so the detail matters more than the headline.

By the Travel Explore editorial desk. Last updated 20 July 2026.

What the UAE free zone mainland business rules allow

Dubai’s Executive Council Resolution No. 11 of 2025 is the driver. It lets free zone and financial free zone companies open branches or representative offices on the mainland, subject to licensing approval. Crucially, companies keep their legal identity, contracts and obligations, with no need to reincorporate. You get choices: a branch license, a linked mainland license, or a short-term permit for a quick project. Consider Arjun, an Indian software founder running a Dubai free zone SaaS company. Before, selling to a bank in Deira meant a second entity. Now he can add a mainland branch and keep his 100% ownership intact. The perks of the free zone stay. The domestic market opens.

Thinking about a Gulf base for your company? Start with a clear setup plan at linktr.ee/travelexpore.

The deadline passed. Where that leaves you

That deadline is behind us. Dubai set 3 March 2026 as the date by which every free zone company trading on the mainland had to hold an approved license or permit. Firms that missed it were told to apply to the Department of Economy and Tourism for a one-time extension. Trading onshore with no paperwork now risks fines, license suspension, or forced closure. If you are invoicing mainland clients today without authorisation, this is a catch-up job, not a planning exercise. Note two catches. Not every activity qualifies, and the Department of Economy and Tourism is publishing a list of permitted activities, so check yours before you apply. Tax also enters the picture: mainland profit over AED 375,000 can attract the 9% corporate tax, and economic substance rules mean a free zone company must show real activity in the UAE to keep favourable treatment.

How founders should set up now

Move in order. First confirm your business activity is on the approved mainland list. Then pick the lightest structure that fits: a short-term permit for one project, a branch for ongoing local sales. Keep your free zone entity as the parent so you retain full ownership and existing contracts. Budget for the corporate tax if mainland revenue is real, and document genuine UAE substance from day one. Before you file anything, map the licenses, costs and timelines against your goals with our company formation resources so you build the structure once, correctly.

Key points

  • Free zone firms can now operate on the mainland without reincorporating.
  • Options include a branch, a linked mainland license or a short-term permit.
  • Mainland-trading free zone firms needed approval by 3 March 2026.
  • Watch the 9% corporate tax and economic substance rules.

Founder FAQs

Can a free zone company sell on the UAE mainland now?
Yes, with an approved branch, linked license or permit under the 2026 rules.

Do I lose 100% foreign ownership?
No. You keep full ownership by retaining the free zone entity as the parent.

Has the deadline passed?
Yes. It fell on 3 March 2026, and firms that missed it must seek a one-time extension from the Department of Economy and Tourism.

Will I pay corporate tax?
Mainland profit above AED 375,000 can attract the 9% corporate tax, subject to the rules.

More on setting up abroad

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Build the structure once, and build it right

The free zone versus mainland dilemma is fading. The winners will be founders who pick the right license early and document real UAE substance from the start. Plan your UAE company structure today at https://wa.link/i9l1ec.

Sources

  • Gulf News, how UAE free zone businesses can operate in the mainland (T2 national press)
  • UAE Ministry of Economy and Tourism, establishing business in free zones (T0 official)