Setting Up a Special Purpose Vehicle (SPV) in the UAE: 2024 Guide
Special Purpose Vehicle (SPV) in the UAE: 2024 Complete Guide for Asset Protection & Investment Structuring
As more entrepreneurs and investors look to structure their assets efficiently in the UAE, Special Purpose Vehicles (SPVs) are becoming a preferred option. Whether you’re planning to invest in real estate, manage intellectual property, or isolate financial risk from your parent company, setting up an SPV in the UAE offers exceptional flexibility, tax advantages, and legal protection.
In this guide, we explain everything you need to know about SPVs in the UAEāincluding benefits, setup steps, best jurisdictions, and why theyāre gaining popularity in 2024.
What Is a Special Purpose Vehicle (SPV) in the UAE?
An SPV (Special Purpose Vehicle), also referred to as a Special Purpose Company (SPC) or Special Purpose Entity (SPE), is a legal entity created to isolate financial and legal risk. It’s typically established to hold assets, raise capital, or conduct specific transactions independent of a parent company.
In the UAE, SPVs are commonly registered in:
- Abu Dhabi Global Market (ADGM)
- Dubai International Financial Centre (DIFC)
- RAK International Corporate Centre (RAK ICC)
SPVs in the UAE are often used by foreign investors, family offices, property developers, and multinational businesses seeking asset protection, estate planning, and regulatory clarity.
Why Use an SPV in the UAE?
Entrepreneurs search for SPV solutions in the UAE for several key reasons:
- Legal Separation of Risk: SPVs shield parent companies from financial exposure tied to specific assets or projects.
- Global Investment Flexibility: SPVs can be structured for cross-border ownership and international capital raising.
- Asset Protection: Ideal for holding real estate, intellectual property, and other valuable assets.
- Bankruptcy Remote: Assets held in the SPV remain protected even if the parent company faces insolvency.
- Zero Corporate Tax: UAE SPVs enjoy 0% tax on income, capital gains, and dividends (subject to conditions).
Common Uses of SPVs in Dubai & the UAE
SPVs can be customized for various purposes, including:
- Real Estate Holding Structures
- Wealth and Succession Planning
- Investment Portfolio Management
- Loan Securitization and Structured Finance
- Holding Intellectual Property (IP)
- Joint Venture Partnerships
- Asset Ring-Fencing in M&A Deals
Step-by-Step Guide to Setting Up an SPV in the UAE
Step 1: Initial Consultation & Due Diligence
Partner with a licensed consultancy like Brightlink Management Consultancy to evaluate the right structure and jurisdiction for your SPV.
Step 2: Select a Jurisdiction (ADGM, DIFC, or RAK ICC)
Each zone offers distinct regulatory benefits. ADGM and DIFC are internationally recognized financial centers, while RAK ICC offers cost-effective offshore options.
Step 3: Prepare and Submit Documentation
You’ll need:
- Passport copies
- Business plan or asset description
- UBO declarations
- Proof of address
Step 4: Name Approval & Entity Registration
Choose a compliant business name and submit your application to the chosen free zone authority.
Step 5: License Issuance & Bank Account Setup
Once approved, your SPV will receive its incorporation certificate. You can then proceed to open a UAE corporate bank account.
Step 6: Start Managing Your Assets or Transactions
Your SPV can now begin operations such as holding property titles, licensing intellectual property, or acting as a corporate borrower.
Where to Register an SPV in the UAE
1. ADGM (Abu Dhabi Global Market)
Ideal for asset holding, wealth structuring, and global finance. Fast setup and strong regulatory framework.
2. DIFC (Dubai International Financial Centre)
Suitable for structured finance and cross-border investments. Recognized for legal transparency and robust investor protection.
3. RAK ICC (Ras Al Khaimah)
Cost-effective for offshore holdings, especially in real estate or IP. Offers privacy and low setup costs.
Benefits of Using a UAE SPV
- Full foreign ownership permitted
- No minimum capital requirement (depending on jurisdiction)
- 0% corporate tax (if no UAE mainland income)
- Access to UAE Tax Residency Certificate
- No currency restrictions
- Simplified compliance and reporting
- Ideal for estate and inheritance planning
Why Choose Brightlink Management Consultancy?
With years of experience in UAE company formation, Brightlink specializes in helping businesses and individuals set up SPVs tailored to their goals.
We provide:
- Expert jurisdictional guidance
- End-to-end SPV registration support
- Document drafting and UBO structuring
- Banking, compliance, and licensing solutions
Ready to Set Up Your SPV in the UAE?
Contact Brightlink Consultancy today to secure your business structure, protect your assets, and unlock global investment potential.
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Frequently Asked Questions about Special Purpose Vehicles (SPVs) in the UAE
Here are some frequently asked questions related to Special Purpose Vehicles (SPVs) in the UAE:
1. What is an SPV and how does it differ from other company types in the UAE?
An SPV, or Special Purpose Vehicle, is a passive holding company designed for a specific and limited business purpose. Unlike traditional companies, SPVs offer greater flexibility and security for holding assets. They are separate legal entities with distinct assets and liabilities, providing isolation from the parent company’s financial risks.
2. What are the common uses of SPVs in business and finance?
SPVs are commonly used for real estate investment, securitization of loans, capital raising, intellectual property management, spreading risk through joint ventures, and regulatory optimization. They allow businesses to isolate financial risks and manage specific assets or projects independently of the parent company.
3. How can I set up an SPV in the UAE?
Setting up an SPV in the UAE involves five steps:
Conducting due diligence and eligibility checks.
Choosing the appropriate jurisdiction (ADGM, DIFC, or RAK ICC).
Submitting the application to the relevant authorities.
Responding to any requests for additional information.
Receiving approval and completing the formation of the SPV. Working with Brightlink Consulting can streamline this process.
4. What are the advantages of using an SPV in the UAE?
The main advantages of using an SPV in the UAE include risk isolation, flexible investment options, enhanced investor protection, tax efficiency through various treaties and 0% taxes, and simplified administration with minimal ongoing maintenance. SPVs provide a secure and efficient way to manage specific business activities or assets.
5. Why should I work with Brightlink Management Consultancy to establish my SPV in the UAE?
Brightlink Management Consultancy offers extensive expertise in the UAE’s business environment, including company incorporation, real estate markets, tax systems, and regulatory frameworks. Our team provides comprehensive support throughout the SPV setup process, ensuring a smooth and efficient experience. We help manage risks and maximize the benefits of doing business in the UAE, tailored to your specific needs.
