Free zone · Holding / SPV
Dubai International Financial Centre company formation
Common-law jurisdiction for SPVs, Foundations, and wealth structuring.
At a glance
- Year-1 authority fee (from)
- AED 40,000≈ $10,899
- Residence visas
- Not on an SPV/Foundation — only via a DIFC operating entity
Estimate. Government fees pass through at cost on your real proposal.
Calculate your all-in cost →Key facts
- Location
- Dubai — DIFC
- Legal system
- Independent common law · own DIFC Courts · regulator DFSA
- Core products
- Prescribed Company (SPV), Foundation, operating/financial entity
- Foreign ownership
- 100% · no minimum capital for a Prescribed Company
- Office
- SPV/Foundation use a registered address via a corporate service provider
- Residence visas
- None on SPV/Foundation (passive) — only via an operating entity
- Government cost
- SPV ≈ USD 100 setup + USD 1,000/yr; Foundation ≈ USD 350/yr licence
- Setup time
- SPV ≈ 3–5 working days
DIFC (Dubai International Financial Centre) is a common-law jurisdiction inside Dubai with its own laws, its own courts, and a DFSA-regulated financial ecosystem. It exists for one job done extremely well: holding assets cleanly — property, IP, equity, succession — with English-law contracts that international counterparties and private banks trust.
The most common mistake we see is founders forming a DIFC company to run an operating business because it sounds prestigious. A DIFC SPV (Prescribed Company) or Foundation is passive: it can't trade, can't employ, and issues no residence visas. Visas come only from a far more expensive DIFC operating licence.
The right pattern is a DIFC SPV or Foundation sitting on top of a cheaper operating company — the apex of a structure, not the whole thing. Used for holding and succession, DIFC is worth the premium. Used as a generic 'UAE company', it isn't.
What DIFC actually is
DIFC is a financial free zone that runs on its own codified body of common law, adjudicated by the independent DIFC Courts, with the DFSA as regulator. That legal certainty is the product — it's why family offices, funds, and HNW individuals choose it as the home for serious assets.
It carries the older, blue-chip reputation among the UAE's common-law centres, with the deepest private-banking connectivity. If the structure needs to impress an international bank or counterparty, DIFC is usually the strongest signal.
SPV vs Foundation — which holding vehicle
- Prescribed Company (SPV): a passive holding/ring-fencing vehicle for property, IP, aviation/maritime assets, or equity. Cannot trade or employ. Most Prescribed Companies are capped at around 50 shareholders.
- Foundation: an orphan legal entity with no shareholders — closer to a trust. Used for succession, asset protection, family-office governance, and philanthropy. A DIFC Foundation can directly own Dubai freehold property.
- Many setups use both: a Foundation at the top for succession, with SPVs underneath holding individual assets.
What it costs
The DIFC government fees are low; the real cost is the corporate service provider (CSP) that most SPVs and Foundations are required to use.
- SPV / Prescribed Company government fees: ≈ USD 100 application + USD 1,000/year licence + USD 300/year confirmation statement.
- Corporate service provider: ≈ USD 1,500–3,000/year on top. Realistic all-in first year ≈ AED 15,000–30,000+.
- Foundation: ≈ USD 350/year licence; advisor all-in setup ≈ AED 12,000–18,000.
- A DFSA-regulated operating financial firm is a different, far higher tier (activity fees can run USD 10,000–70,000).
Best for
- HNW individuals + family offices holding property, IP, or equity
- Succession + estate planning via a DIFC Foundation
- SPVs sitting on top of an operating company
- Structures that need to impress international banks + counterparties
Not ideal for
- Running a normal operating business (use a free zone — far cheaper)
- Founders who need a residence visa from this entity (SPV/Foundation issue none)
- Budget-only pure holding (RAK ICC is cheaper for that)
What to watch out for
SPVs and Foundations issue no visas
They are passive — no trading, no employees, no residence visas. If you need a UAE visa, you need a DIFC operating licence (much more expensive) or a separate free-zone/mainland company. Pairing a DIFC SPV with a free-zone operating company is the usual fix.
The CSP fee dwarfs the headline licence
The USD 1,000 government licence looks cheap, but most SPVs and Foundations must use a corporate service provider at USD 1,500–3,000/year. Budget the all-in, not the sticker.
Easy-to-miss annual obligations
The annual confirmation statement (≈ USD 300) and renewals are easy to forget; lapses risk penalties. Most Prescribed Companies are also capped at ~50 shareholders.
Dubai International Financial Centre — FAQ
Does a DIFC SPV or Foundation give me a UAE residence visa?
No. SPVs (Prescribed Companies) and Foundations are passive holding vehicles — they have no employees and issue no visas. Residence visas come only from a DIFC operating entity, or from a separate free-zone or mainland company. We commonly pair a DIFC SPV with a free-zone operating company so you get both.
What's the difference between a DIFC SPV and a Foundation?
An SPV (Prescribed Company) is a holding company for assets — property, IP, equity. A Foundation is an orphan structure with no shareholders, closer to a trust, used for succession, asset protection, and family-office governance. Many setups use both. We map the right one on the call.
Can I operate a business from a DIFC company?
Only with a DIFC operating licence, which is far more expensive than a standard free zone — and most founders shouldn't. The efficient pattern is a cheaper free-zone operating company with a DIFC SPV on top to hold the assets.
DIFC or ADGM — which should I choose?
The frameworks are similar (both common law with independent courts). DIFC carries the older, blue-chip reputation and the deepest private-banking links, so it's often the top-of-structure choice. ADGM tends to be cheaper for pure SPVs and strong on digital assets. A common pattern is a DIFC Foundation at the top with ADGM SPVs underneath.
How much does a DIFC SPV really cost?
Government fees are low (≈ USD 100 setup + USD 1,000/year), but most SPVs must use a corporate service provider at USD 1,500–3,000/year. The realistic all-in first year is around AED 15,000–30,000+. We confirm the exact figure for your structure.
Is Dubai International Financial Centre right for you?
Run the 5-min diagnostic and we’ll confirm the fit + email the realistic all-in cost in one business day. Not sure between jurisdictions? That’s exactly what the call is for.