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How to get a Certificate of Incorporation in the UAE: Company Formation Guide 2025

Vlad Sharuda
Vlad Sharuda

If you’re setting up a company in the UAE, your very first milestone is the Certificate of Incorporation. In this guide, we’ll walk you through the entire incorporation process — from selecting the right jurisdiction and collecting required documents to receiving the Incorporation Certificate and defining the next steps.

What is a certificate of incorporation?

A Certificate of Incorporation is the core legal document that confirms company formation. It is like a birth certificate of your business that gives you legal recognition. Without it, you won’t be able to proceed with most official processes, such as opening a corporate bank account or applying for a corporate tax.

  • For a mainland company, the Certificate of Incorporation is issued by the Department of Economic Development (DED).
  • For a free zone company, it is issued by the relevant local authority. 

It is important not to mix up a Certificate of Incorporation and a Trade Licence. Your incorporation certificate proves that the company legally exists. Your Trade License defines permitted business activities and grants the right to operate.

Key components

Now, let’s take a look at the key elements of the Incorporation certificate.

The component Why is it important?
Company name It is your official business name. UAE naming conventions require a unique, ethical name that doesn’t suggest affiliation with government bodies. A properly registered name also protects your brand and ensures legal recognition in the market
Registration number This unique identifier is used in government registries. It is required for KYC checks, corporate banking services, contracts, and official filings
Incorporation date Company’s official “birthday.” It marks the start of reporting periods, tax obligations, and compliance deadlines
Company's legal structure and status Defines the business structure (For example, Limited liability company), the company's legal status, the liability of owners, governance requirements, and what business activities are allowed for this legal entity

Mainland vs free zone: how to choose where to set the company?

Before applying for your Certificate of Incorporation (CoI), you need to decide where to register your legal entity — on the mainland or in a free zone. This choice is crucial since it defines not only where your office space is located, but also the jurisdiction, the scope of business activities you can carry out, your tax system, and the setup cost.

What is a free zone?

A free zone is a special economic area with its own regulatory authority, rules, and incentives. It generally allows 100% foreign ownership, simplified setup, and benefits like tax exemptions. Well-known examples are ADGM in Abu Dhabi and DIFC in Dubai.

What is the mainland?

A mainland (onshore) basically is everything in the UAE that is not a free zone. Business entities operate here under federal and local laws, allowing you to do business across the entire UAE market — both B2B and B2C.

Comparison table: mainland companies vs free zone companies

Let’s break down the differences between jurisdictions and highlight their key benefits.

Criteria Mainland Free zone
Ownership restrictions Up to 100% foreign ownership (except in some strategic sectors) 100% foreign ownership 
Jurisdiction Governed by the laws of the emirate and federal UAE law Has its own rules and regulations
Business scope limitations Can operate anywhere in the UAE Can operate only within its own boundaries; mainland sales require a local agent or additional branch license
Tax system 9% corporate tax on profits above AED 375,000; 5% VAT applies 0% corporate tax on qualifying income; 9% applies if criteria aren’t met; 5% VAT applies
Issuing authority Department of Economic Development (DED) Local Free Zone Authority
Cost differences From AED 15,000 from AED 7,000

As you can see, the jurisdiction choice shapes everything from your business scope to the market access. There’s no one-size-fits-all answer: if you want full access to the UAE market and/or government contracts or tenders, mainland may be the right fit. If you’re looking for a cost-effective setup, global trading with foreign companies, a free zone could be the smarter choice.

Sources:

Step-by-step process: how to get a certificate of incorporation in the UAE

Once you’ve chosen an economic zone, you can begin the application process for business incorporation.

Step-by-Step Guide

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Step 1: Define your company structure

This determines liability, governance, and shareholder rules.
⏱ Timeframe: depends on your decision-making.

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Step 2: Reserve your company trade name

Check that it complies with UAE naming rules — it is unique, ethical, and has no government references.
⏱ Timeframe: 1 day for search and reservation.

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Step 3: Prepare documents for initial approval

Essential documents: application form, trade name reservation, and passport copies of shareholders.
⏱ Timeframe: 2–3 days to gather.

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Step 4: Submit application and get initial approval

Authorities review your application.
⏱ Timeframe: a few days to a few weeks, depending on jurisdiction.

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Step 5: Find and rent office space

Mainland requires an Ejari/registered lease; free zones may allow flexi-desk or shared offices.
⏱ Timeframe: 3–7 days, depending on availability.

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Step 6: Prepare the final documentation

This includes your Memorandum of Association (MOA), office rental agreement, shareholder resolutions, supporting paperwork, and additional approvals if needed.
⏱ Timeframe: 1–7 days for drafting and signing.

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Step 7: Submit the final application

Upload the full pack for final review.
⏱ Same-day filing: portal review typically 1–3 days.

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Step 8: Pay fees

Fees depend on jurisdiction.
⏱ Timeframe: same-day payment.

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Step 9: Receive your Certificate of Incorporation

⏱ Timeframe: 1–3 days in free zones; up to 1–2 weeks on the mainland.

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Congratulations! You got a Certificate of Incorporation!

Source: MOET Establish Companies in the UAE

How long does it take to get a certificate of incorporation?

If you avoid errors and delays, the whole registration process can take from a few days to 2 weeks. Based on real experience, it often stretches to 3–4 weeks or months due to missing documents, office lease delays, or back-and-forth with authorities.

Important note

There are over 50 jurisdictions in the UAE, and the exact steps vary depending on the chosen economic zone. Always check the rules and the list of necessary documents on the official website of the local relevant authorities.

 

Okay, what’s next? Tax compliance in UAE

Right after your company’s incorporation, the business becomes subject to the UAE tax code – namely Corporate Income Tax and, potentially, VAT. The jurisdiction and the substance of the business will determine the taxes you need to pay and the financial reporting obligations of your company.

Compliance deadlines and reporting

After incorporation, you must create an account on EmaraTax and:

  • Register for corporate tax.
  • Register for VAT if thresholds are met.
  • File financial reports and tax returns on time:
    • VAT returns are quarterly.
    • Corporate tax returns are annual, with clear filing deadlines set by the FTA.
      Missing these deadlines can lead to penalties and restrictions.

How Skrooge can help you

Skrooge integrates tax automation services directly into your business setup. From corporate tax registration to VAT filings and financial reporting, our digital platform ensures you never miss a compliance deadline. With automated reminders and expert support, Skrooge makes it easier to stay on top of tax compliance, while you focus on business development.

Common Mistakes to Avoid When Applying for Certificate of Incorporation

Let’s break down the most common mistakes when applying for a Certificate of Incorporation, what they can cost you, and how to avoid them.

Common mistake Consequences How to Avoid
Incomplete documentation Delays or rejection of your application Always use the authority’s latest checklist
Wrong business activity selection Rejection of your application. It would cost you extra time and fees Map your service/products to the regulator’s activity list and secure additional pre-approvals
Naming violations Delays or rejection of your application; fines up to AED 2,000 Pre-screen against UAE naming conventions; reserve the name before drafting documents
Using outdated or wrong templates Rejection of your application Use templates only from the official authority portals

Why choose Skrooge.ai for your business?

Conducting a business in the UAE can feel overwhelming, and getting a Certificate of Incorporation is only the first step. The real hassle starts after company registration: tax compliance, reporting deadlines, fines, and sanctions for every small mistake. That’s exactly where the Skrooge team steps in. Wherever you incorporate, with us:

  • You don’t have to spend days exploring rules and laws across local authorities — rely on Skrooge’s expert guidance in every UAE jurisdiction.
  • You don’t have to fear missed deadlines and penalties — automated reminders keep you on schedule for filings, corporate tax, VAT registration, and reporting.
  • You don’t have to worry about lost emails or invoices — Skrooge integrates with your bank feeds, email inbox, and automatically organizes every invoice, receipt, and statement.
  • You don’t have to hire multiple providers — Skrooge delivers end-to-end service from incorporation to ongoing tax compliance.

No wasted time, no lost invoices, no deadline stress. Just a smoother, smarter way to run your company in the UAE — backed by AI automation and our professional team that knows the system inside out.

FAQ

What is a Certificate of Incorporation UAE and why do I need it?

A Certificate of Incorporation is the official document confirming your company’s legal existence — without it, open a corporate bank account, apply for a commercial license, or sign contracts.

How long does it take to get a Certificate of Incorporation in UAE?

It depends on the jurisdiction and usually takes from a few days to 2–3 weeks.

What's the difference between Certificate of Incorporation and Trade License in UAE?

The Certificate of Incorporation confirms your business’s legal existence; the trade license defines your business activities and grants permission to operate.

Can I get a Certificate of Incorporation UAE for mainland and free zone companies?

Yes. The Certificate of Incorporation is issued by the DED for mainland companies and by the relevant Free Zone Authority for free zone entities.

What documents are required for a Certificate of Incorporation UAE application?

Essential documents are: an application form, a trade name reservation, passport copies of shareholders and directors, an office/share desk lease agreement, and the MoA. Business plan, additional approvals, and other documents might be requested depending on the jurisdiction and the substance of the business. Always check the official website of the local authority for the exact list of documents.

How much does a Certificate of Incorporation cost in the UAE?

The Certificate of Incorporation itself usually has no separate price tag – it is included in the company setup package you pay to the registrar or free zone authority. The cost depends on your business location and jurisdiction, from AED7000 to AED50,000.

Do I need to renew my Certificate of Incorporation in UAE?

No, the Certificate of Incorporation itself is permanent. You need to renew it only in case of changing company details such as trade name, business location, or the company’s legal structure. Although CoI does not expire, make sure your other business documents are up to date.

What happens if I operate without a valid Certificate of Incorporation?

By UAE laws, you cannot conduct business without a Certificate of Incorporation. Without CoI, your company is not legally recognized, and any business operations would lead to fines, penalties, and other legal issues.

Can foreign investors get Certificate of Incorporation in UAE?

Yes, foreign investors can own 100% of free zone companies and, in most activities, 100% of mainland companies too.

How does Certificate of Incorporation affect my tax obligations in UAE?

The issuance of a Certificate of Incorporation means your company’s legal registration. Since that moment, you are obligated to register for corporate tax and, potentially, VAT and file financial reports regularly.

Who issues the Certificate of Incorporation?

The Certificate of Incorporation is issued either by the Department of Economic Development (DED) or the free zone relevant authority.

How can I check if a Certificate of Incorporation and registration details exist?

Each authority provides online portals where you can search and verify company registration details.

This material is for informational purposes only and does not constitute legal or tax advice.

About Our Editorial Team

Vlad Sharuda
Vlad Sharuda
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Contributing Writer

Co-founder