Limited Liability Company Registration in twofour54 media zone, Abu Dhabi, UAE. Service offer

1) Selecting:

• company name to be checked for availability (at least 3 names), which name:

1. must not be identical or similar to the name of an existing company;
2. can use Latin letters;
3. must end with “Free Zone Limited Liability Company” or “FZ-LLC”.

• company structure (director, shareholders, and manager);
• type of licence.

Twofour54 media zone has two main types of licences:

General licence – allows the holder to operate in different fields of the media business.
Examples of general licences: animation, streaming service management, social network management, organization of events, etc.

Gaming licence – allows the holder to conduct activities in the field of gaming.
Examples of gaming licences: content development in the gaming industry, organization of e-sport events, provision of cybersecurity services.

2) Paying fees for services

3) Providing documents for directors / members / attorneys (either originals or notarized copies):

• internal and international passports;
• legalized proof of address (unless the internal passport contains an address stamp);
• CV;
• legalized bank reference letter or statement (not older than 6 months), with a seal;
• legalized document on education (depending on the chosen licence).

The shareholders need to additionally provide:

• personal data in the form of a letter: phone, email, residential address, country of residence, mother’s name, marital status, religion, and citizenship;
• for the founder/shareholder of the company, legalized documents are not required.

The shareholders will need to sign a Client Questionnaire Form and a Contract for administration, for completing the compliance procedure.

The following documents are prepared for submission to the registration authority:

• Application for company registration (signed by the shareholder);
• No Objection Letter (from the sponsor) – where there is a valid UAE visa issued by another company;
• Memorandum & Articles of Association;
• Business Plan for the next 3 years;
• Power of Attorney for a representative (if registration is performed remotely);
• Copies of passports and CVs of the director, manager, and shareholder.

Once the check is done, the company is registered. Upon registration, the media zone authority issues the following documents:

• Certificate of Incorporation indicating the registration number and date, type of licence, details of the shareholder and share capital of the company;
• Register of shareholders;
• Licence for the company’s declared type of business (valid for 1 year);
• Office lease agreement (for 1 year);
• Share Certificate;
• Memorandum & Articles of Association.

A company seal is also issued.

The total time to register a company in twofour54 media zone is 15 business days, on average.

After the registration of a company, you can proceed with visas and bank account opening.

A company can open a business account both at a UAE bank and a foreign bank or payment system.

The fees for translation, notarization, legalization and apostille are charged additionally.

The UAE does not have such a concept as a residence permit. The UAE migration rules require the issuance of residence visas which in practice are similar to a residence permit.

A residence visa can be obtained on the following grounds:

• based on owning a UAE onshore company – investor visa;
• by making an employment contract with a UAE onshore company – work visa.

The number of residence visas depends on the business package chosen during the registration of a company.

An investor visa and a work visa are normally issued for 2 years. Upon expiration, a visa can be renewed.

The application for residence visas includes the following steps (a visa can only be applied for after the registration of a company):

1. Opening an Establishment Card (the migration file of the company) – 3-5 days. This document is necessary for the company to be able to apply for residence visas in the future.

2. Submitting documents for a residence visa and obtaining an Entry Permit (permission to enter the country) – 5-7 days.

To obtain a residence visa, an individual must enter the UAE with an Entry Permit.

If at the time of issuing of Entry Permit the applicant is already in the UAE, then in order to complete the issuance of a residence visa without leaving and re-entering the country, it is necessary to change the status of the visa. The service of changing the status of a visa is provided upon request and is subject to additional charges.

3. Visiting the UAE to obtain a residence visa – in most cases, a visa can be obtained within 5 business days.

The applicant needs to:

• undergo a medical examination (blood test and chest X-ray);
• submit biometric data (retina and fingerprints scan).

After receiving a passport with a residence visa inserted into it, one can leave the country.

4. Obtaining a resident’s ID card – ID Emirates

The card is issued a few days after the issuance of a visa. Personal presence is not required to receive it.

Upon registration, the company and the media zone authority sign an office lease agreement; the address of such office is considered the official registered office address of the company.

Twofour54 media zone offers various office packages: from hot desk facility (analogue of coworking) to a proper office. The choice of office space affects the number of visas to be applied for and the types of licences to be issued.

The company must annually renew the licence, by paying a relevant fee, and the lease agreement.

Companies registered in UAE free zones are exempt from capital gains tax, property tax and other taxes, except corporate tax and VAT.

A federal corporate tax was introduced in the UAE on 1 June 2023. Free zone companies may be subject to both the standard rate of corporate tax (9%) and a zero rate. The application of a particular rate depends on a number of factors such as the company’s income, the types of its activities (whether they are excluded or qualifying, or not), counterparties, whether the company maintains adequate economic substance in the UAE, and other aspects.

From 1 January 2018, the UAE introduced a Value Added Tax.

VAT as a general consumption tax applies to all transactions with goods and services, unless such transaction is exempted or taxed at 0% rate.

The standard VAT rate in the UAE is 5%.

There is no obligation to register for VAT unless the sales turnover within the country exceeds the registration threshold, which is AED 375 000 (~ USD 100 000) in the UAE.

Registration for VAT is required in the following cases:

• there is reason to believe that the taxable turnover in the next 30 days will exceed the registration threshold (for example, a contract has been made);
• at the end of the month, the taxable turnover for the previous 12 months actually exceeded the registration threshold;
• the company receives services to be included in the return using the reverse charge method, in excess of the registration threshold.

Registration with the UAE Federal Tax Administration and allocation of the company’s Tax Reference Number (TRN) takes 20 business days, on average.

Upon registration with the Federal Tax Administration and allocation of the VAT number, a company must prepare and file a quarterly (or monthly in the case of an annual turnover exceeding AED 150 000 000 (~ USD 40 830 900)) VAT return and pay the resulting VAT within 28 days of the VAT period end.

Every company registered in twofour54 media must keep accounting records sufficient to confirm its financial position and reflecting up-to-date information about the assets and liabilities of the company. It is also necessary to prepare annual financial statements of the company and have them audited.

The company’s first accounting period begins on the date of incorporation and lasts not more than 18 months. Every subsequent accounting period lasts exactly 12 months from the end-date of the previous period.

At each reporting date, the company directors must prepare financial statements of the company, including the auditor’s report, and present them to the annual general meeting within six months of the financial year-end.

A copy of the financial statements and of the auditor’s report must be submitted to the Registrar within seven days of the annual general meeting.

A company must annually renew its licence, by paying a relevant fee, and its lease agreement.

The company’s renewal date is the anniversary of the issue of the licence. In the case of late payment, the media zone authority reserves the right to charge fines, as well as suspend the licence.

The company renewal costs include renewal of the office lease agreement and of the licence. Upon renewal, an updated licence is issued.

Assistance with opening corporate and personal bank accounts, including[6]:

[1] 5% VAT applies.

[2] The cost of the package may vary depending on the number of shareholders, type of licence, and size of office (the office size dictates how many residence visas a company can have).

[3]The description of the account opening stages and the conditions for charging an additional success fee can be found below, in the Fees section.

[4] 5% VAT applies.

[5] The cost of the package may vary depending on the number of shareholders, type of licence, and size of office (the office size dictates how many residence visas a company can have).

[6] For more details on how fees for account opening assistance are charged, please contact your GSL consultant.

[7] The fees for preparing financial statements and conducting an audit are charged based on the time spent at hourly rates ranging from USD 100 to USD 400, depending on the type of work and qualification of a specialist involved, but are not less than USD 2 200 – fees for audited financial statements with a minimum number of transactions.