A UAE mainland LLC in 2026 is a fundamentally different vehicle from the one founders set up before 2021. The federal Commercial Companies Law (CCL) reform that came into force in June 2021 removed the historic 51% UAE-national requirement across the vast majority of sectors. Foreign investors can now incorporate and own mainland companies outright — keeping the route's defining advantage over free zones: unrestricted onshore trading anywhere in the UAE without a local-services agent. Mainland fits when the customer base is UAE-domestic, when government tendering is in scope, when retail or hospitality needs physical premises, or when the Qualifying Free Zone Person (QFZP) 0% rate isn't the deciding tax factor.
At a Glance
| Dimension | Detail |
|---|---|
| Foreign ownership | 100% in most sectors since June 2021; restricted in a short list of strategic activities |
| Minimum share capital | No enforced statutory minimum for most LLCs; capital stated in the MOA |
| Minimum shareholders | 1 (single-shareholder LLC permitted) up to a maximum of 50 |
| Corporate tax | 9% above AED 375,000 of taxable profit; 0% below (federal CIT) |
| VAT | 5% standard rate, mandatory registration above AED 375,000 of taxable supplies |
| Geographic scope | Trade, contract, and open branches anywhere in the UAE without a local agent |
| Visa allocation | Tied to office space (Ejari or equivalent); typically scales with rented area |
| Regulator | Each emirate's Department of Economic Development (DED) |
| Best for | Domestic UAE customers, government tenders, retail, hospitality, services with onshore footfall |
What Changed in 2021
For most of the UAE's modern history, a foreign founder needed a UAE-national partner holding at least 51% of any mainland LLC. The standard workaround — a side agreement converting the structure into a nominee arrangement — was legal but commercially fragile, and disliked by investors and acquirers. Free zones existed largely as the answer to that single problem: 100% foreign ownership inside the zone, in exchange for restricted onshore trading.
Federal Decree-Law No. 26 of 2020 changed this. The law amended the Commercial Companies Law of 2015 and came into force in June 2021, removing the 51% UAE-national requirement across the great majority of mainland commercial, industrial, and professional sectors. From that date, a foreign founder can incorporate a mainland LLC with 100% foreign ownership — no nominee, no UAE-national partner, no local-services agent for trading. Each emirate's DED publishes its own list of activities open to 100% foreign ownership, covering the overwhelming majority of normal business activity.
A short list of strategic-impact sectors still requires UAE-national involvement (covered below). For everyone else, mainland-vs-free-zone is now a tax, regulatory, and customer-base question, not an ownership question. See the regulations guide for the fuller map.
Step-by-Step Setup
Setup runs through the relevant emirate's DED — Dubai DED (branded as the DET), ADDED in Abu Dhabi, SEDD in Sharjah, and equivalents in the other emirates. The federal CCL governs the structure; the emirate DED issues the licence.
1. Choose the business activity
Every mainland licence is built around one or more activity codes from the DED catalogue, falling into three categories: commercial (trading, retail, distribution), professional (consulting, technology, design, management), and industrial (manufacturing, processing, assembly). The activity drives required approvals, 100% foreign-ownership eligibility, office-space requirement, visa quota, and sector-regulator involvement. Pick the narrowest cluster that reflects the business — speculative activities inflate fees and pull in unnecessary approvals.
2. Reserve the trade name
The trade name is reserved through the emirate's DED portal. Naming rules are broadly similar: the name cannot be offensive, cannot duplicate an existing licensed name, must avoid religious or political references, and must end with L.L.C. Personal names are permitted only where they belong to a shareholder and appear in full. Reservations are valid for a defined window, after which they lapse.
3. Initial approvals
For most non-regulated activities, the DED handles approvals directly. For activities touching a sector regulator, the DED routes the application for initial approval before issuing the licence:
- Healthcare: DHA (Dubai), DOH (Abu Dhabi), or MOHAP (northern emirates).
- Education: KHDA in Dubai, ADEK in Abu Dhabi, MOEHRC federally.
- Real-estate brokerage: RERA inside the DLD.
- Telecoms and digital infrastructure: TDRA at federal level.
- Food and catering: relevant municipality.
- Financial services (mainland): SCA for capital markets; CBUAE for banking, insurance, payments, exchange houses.
Initial approval is a regulator-side green light to proceed — it is not the operating licence itself.
4. Memorandum of Association (MOA)
Every mainland LLC needs a Memorandum of Association setting out shareholders, share split, share capital, activity, management, and governance terms. Single-shareholder LLCs use a simpler incorporation resolution. The MOA is signed before a UAE-licensed notary — typically through the DED's e-notary platform.
For most LLCs there is no enforced minimum capital — the 2009 reform removed the historic AED 300,000 floor. Share capital is whatever shareholders state in the MOA, provided it is "sufficient to achieve the company's purpose." Practical figures cluster between AED 10,000 and AED 300,000 depending on activity and counterparty expectations (banks, landlords, government tenders). Specific activities can carry their own minimum-capital rules.
5. Office tenancy contract — Ejari and equivalents
A mainland LLC must hold a registered tenancy in the emirate of incorporation. In Dubai this means Ejari registration through the DLD platform; in Abu Dhabi it is Tawtheeq; SEDD runs its own tenancy registration in Sharjah, with equivalents elsewhere. The tenancy anchors the entity's address and visa quota.
A serviced office or flexi-desk is acceptable for many low-substance activities (consulting, holding, light services). Physical-presence activities — retail, food service, clinics, manufacturing, warehousing — require a fit-for-purpose unit meeting municipality, civil-defence, and sector-regulator standards. Visa allocation scales with rented area.
6. DED licence issuance
With the trade name reserved, initial approvals secured, MOA notarised, and tenancy registered, the DED issues the commercial, professional, or industrial licence — the entity's core operating document showing legal form, shareholders, manager, registered address, activity codes, and validity period (normally one year, renewable). Fees vary by activity, emirate, and add-ons.
7. Chamber of Commerce registration
Mainland LLCs are registered with the relevant Chamber of Commerce and Industry — Dubai, Abu Dhabi, Sharjah, and equivalents. Membership is normally automatic on licence issuance and renews annually. The Chamber handles trade documentation (certificates of origin, attestation), export support, and commercial services.
8. Establishment Card
The Establishment Card is issued by the federal Identity, Citizenship, Customs and Port Security Authority (ICP) — or GDRFA in Dubai. The card identifies the company in the federal residency and immigration system and is the prerequisite for issuing employment and investor visas. A card per emirate is standard for entities operating across multiple emirates.
9. Visa application
With the licence and Establishment Card in place, the LLC can sponsor visas through a standard sequence: entry permit, status change or visa stamping, medical fitness test, Emirates ID registration, residency stamping. Investor/partner visas for shareholders, manager visas, and employment visas for staff. Founders often pair the LLC with a Golden Visa application for 10-year residency — see the founder visa guide.
After this the entity is fully operational. Remaining build-out: banking (business banking), tax registration via EmaraTax (corporate tax), accounting, payroll under the Wages Protection System (WPS), and sector-specific compliance.
Costs and Timelines
Fees vary by emirate, activity tier, office size, and visa count, and the published tables update periodically — a single all-in number is misleading. The realistic cost layers:
- Trade-name reservation — small one-off charge.
- Initial approval — per regulator, where applicable.
- MOA notarisation — sliding scale on stated share capital.
- Trade-licence fee — the largest single line; industrial activities typically pricier than commercial, with professional in between.
- Chamber of Commerce — annual, scaled by activity tier.
- Office tenancy — the largest recurring cost; varies by emirate, area, and asset class.
- Tenancy registration (Ejari / Tawtheeq / equivalent).
- Establishment Card — annual.
- Visa fees per person — entry permit, medical, Emirates ID, residency stamping, medical insurance.
- Annual renewals — licence, Chamber, Establishment Card, tenancy, visas each on their own cycles.
A low-substance professional-services LLC in a flexi-desk with one founder visa sits at the bottom of the range; a multi-activity industrial or retail LLC with a fitted unit and ten-plus visas is at the top.
Timelines. A straightforward, non-regulated mainland LLC runs 2–4 weeks from application to issued licence. Sector-approval activities (healthcare, education, financial services, regulated real estate) extend to 6–12 weeks or longer. Visa processing adds 1–3 weeks per visa once the Establishment Card is live. Banking is the most variable step — see business banking.
Strategic Sectors Still Requiring UAE-National Involvement
The 2021 reform did not open every sector. The federal Cabinet maintains a periodically updated list of strategic-impact activities that still require UAE-national involvement:
- Defence and military — supply, manufacturing, services with national-security dimensions.
- Security and surveillance — physical security firms, certain surveillance equipment.
- Specific telecoms — selected categories under TDRA's framework, particularly critical-infrastructure ones.
- Specific energy activities — selected upstream oil and gas, certain strategic infrastructure.
- Hajj and Umrah services — pilgrimage-related travel and services.
- Other activities flagged at federal or emirate level.
Each emirate's DED publishes the activity-by-activity application. If the planned activity sits near these categories, confirm with the DED before filing. Free zones operate outside this list — the restrictions apply specifically to the mainland regime.
Mainland vs Free Zone
| Dimension | Mainland LLC | Free Zone Company |
|---|---|---|
| Foreign ownership | 100% in most sectors since June 2021 | 100%, always |
| Onshore trading | Yes — anywhere in the UAE, no local agent required | Restricted; mainland trade typically requires a distributor or branch |
| Government tenders | Eligible directly | Generally restricted to mainland-licensed entities |
| Office requirement | Physical premises with registered tenancy | Flexi-desk and virtual options available in many zones |
| Corporate tax | 9% above AED 375,000 of profit | 9% by default; 0% on qualifying income for QFZPs meeting all tests |
| Regulator | Each emirate's DED | The free-zone authority (e.g. DMCC, IFZA, DAFZA, ADGM, DIFC) |
| Visa allocation | Scaled by rented office area | Bundled with desk / office packages |
| Audit requirement | Required for many activities | Required by zone, and required for QFZP corporate-tax status |
| Best for | Domestic UAE customers, retail, government work | Cross-border trade, regulated finance, IP holding, treasury hubs |
For the full free-zone landscape see free zones overview; the combined comparison is in the business setup hub.
Frequently Asked Questions
Can foreigners own 100% of a UAE mainland LLC?
Yes, in the great majority of sectors. Federal Decree-Law No. 26 of 2020, effective June 2021, removed the historic 51% UAE-national requirement. Foreign investors can now hold 100% ownership of a mainland LLC across most commercial, industrial, and professional activities. Each emirate's DED publishes the activity list. A short list of strategic-impact sectors still requires UAE-national involvement.
What is a UAE mainland LLC?
A limited liability company incorporated under the federal Commercial Companies Law and licensed by the DED of one of the seven emirates. Unlike free-zone entities, a mainland LLC can trade, contract, and open branches anywhere in the UAE without a local-services agent, and is eligible for direct participation in government and semi-government tenders.
What's the minimum capital for a mainland LLC?
For most activities, no enforced statutory minimum — the historic AED 300,000 floor was removed in 2009. Share capital is stated in the MOA at a level shareholders consider sufficient. Practical figures cluster between AED 10,000 and AED 300,000 depending on activity and counterparty expectations. Specific licensed activities can carry their own minimum-capital rules.
Do I still need a UAE national partner?
No, not in most sectors. The 51% UAE-national requirement was removed in June 2021 for the vast majority of mainland activities. A foreign founder can incorporate outright with no UAE-national shareholder, nominee, or local-services agent. The exception is a short list of strategic-impact sectors — defence, certain telecoms, security and surveillance, hajj-and-umrah services, and a few others.
How long does mainland LLC setup take?
A straightforward, non-regulated mainland LLC typically takes 2–4 weeks from trade-name reservation to issued licence. Sector-regulated activities can take 6–12 weeks or longer. Visa processing adds 1–3 weeks per visa after the Establishment Card. Bank-account opening is the most variable downstream step.
Where do I register a mainland LLC?
Through the Department of Economic Development (DED) of the emirate where the company will be based — Dubai DED (branded as DET), ADDED in Abu Dhabi, SEDD in Sharjah, and equivalents elsewhere. Each emirate runs its own DED with its own activity catalogue, fees, and portal. The federal CCL governs the legal structure; the emirate DED issues the licence.
What's the difference between mainland LLC and free zone LLC?
A mainland LLC is licensed by an emirate DED and can trade anywhere in the UAE without a local agent. A free zone company is licensed by a free-zone authority (DMCC, IFZA, DAFZA, ADGM, DIFC, others) and is generally restricted to activity inside the zone or cross-border, with onshore trade requiring a distributor or branch. Since June 2021 both routes offer 100% foreign ownership, so the choice is driven by tax (the QFZP 0% rate), regulator, customer base, and substance.
Can a mainland LLC trade across the UAE?
Yes — unrestricted onshore trading is the defining advantage of the mainland route. A mainland LLC licensed in any emirate can sell, contract, and operate across all seven without a local-services agent. Opening a physical branch in another emirate requires a branch licence with that DED, but the right to trade nationwide does not. Free-zone entities, by contrast, generally need a mainland distributor or branch to trade onshore at scale.
Do mainland LLCs pay corporate tax?
Yes. The federal Corporate Tax Law applies at 9% on taxable profits above AED 375,000, with a 0% rate below the threshold. It took effect for financial years beginning on or after 1 June 2023 and is administered by the FTA through the EmaraTax portal. Registration is mandatory regardless of profit. The free-zone QFZP 0% rate is not available to mainland LLCs — that regime is specific to qualifying free-zone activity. Full breakdown in the corporate tax guide.
What sectors still require UAE-national involvement?
A short list of strategic-impact sectors — typically defence and military, security and surveillance, certain telecommunications, specific upstream energy activities, and hajj-and-umrah services. The exact list is published and periodically updated by the federal Cabinet, with each emirate's DED publishing the activity-by-activity application. Free-zone entities are not subject to it.
For context: Business Setup hub, Regulations, Corporate Tax & VAT, Business Banking, Founder Visa, Free Zones.
