UAE holding companies & SPVs
Legal advice on UAE holding companies and special purpose vehicles, including asset ownership, governance, transaction structures and cross-border coordination.
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Separate the ownership structure from the operating business
A holding arrangement can bring company interests or particular assets within a defined ownership structure. Its value depends on the purpose: a proposed investment, a joint venture, family succession or the separation of an asset from day-to-day operations.
ADGM describes its special purpose vehicles as passive holding entities. They are not operating businesses and cannot hire staff. Non-exempt ADGM SPVs require an appropriately registered company service provider. Other structures and jurisdictions have their own requirements.
How the firm can assist
The firm can help identify the intended legal function, compare structural alternatives and review the documents governing ownership and control. Financial modelling, tax advice and regulated administration can be coordinated separately where needed.
- Map the assets, beneficial owners, contractual obligations and countries involved.
- Review constitutional documents, management powers and restrictions on transfers.
- Plan approvals, asset contributions and the relationship with operating companies.
- An ownership chart and the intended commercial purpose.
- Asset details, existing contracts and financing arrangements.
- Countries of residence and any proposed transaction timetable.
An initial outline is enough. Detailed records can follow through a process agreed with the firm.
Questions clients often ask
Is an SPV the same as an offshore company?
No. These terms describe different structural features and regimes. The appropriate vehicle depends on its purpose, permitted activity and the rules of the selected jurisdiction.
Will a holding structure guarantee tax savings or asset protection?
No universal outcome can be promised. Tax treatment, creditor rights and recognition of the arrangement require separate consideration in each relevant country.
Define the mandate
Clarify your objectives, the jurisdictions involved and any immediate deadline.
Review the legal position
Examine the relevant documents and identify the decisions requiring advice.
Agree the next steps
Set out the work, professional responsibilities and practical sequence.
Experience with a personal point of contact
Hyam El Hachem is an Attorney at Law with the Beirut Bar Association. Following her training at Awada Tyan Law Firm, she established her own firm in 1996 and expanded her practice to the UAE in 2005.
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