Trusts, Foundations or Special Purpose Vehicle Companies in the UAE

The UAE has positioned itself as a global wealth-management and business-structuring hub. With projected assets under management reaching approximately USD 358 billion by 2027 (a 9.9 % annual growth rate) the demand for efficient, credible corporate structures is rising.
Against this backdrop, investors and families are increasingly turning to legal vehicles such as trusts, foundations and special purpose vehicles (SPVs) — leveraging the UAE’s free-zone regimes and regulatory reforms for cross-border investment, asset protection and estate planning.

At Affinitas DMCC — one of the first registered agents for DMCC’s SPV and Holding Company licences — we assist clients in structuring with precision, compliance and strategic advantage.

Understanding Trusts, Foundations and Special Purpose Vehicle Companies

Trusts

A trust is a fiduciary relationship in which a settlor transfers assets to a trustee for the benefit of one or more beneficiaries. Typically used for:

• Estate planning
• Asset protection
• Wealth transition
  In the UAE, jurisdictions such as Abu Dhabi Global Market (ADGM) and Dubai International Financial Centre (DIFC) support trust legislation under common-law frameworks.

Foundations

A foundation is a legal entity combining attributes of a corporation and a trust. It:

• Owns assets in its own name (not in trust form)
• Is governed by a foundation charter and bylaws (rather than shareholders)
• Is highly suited for family offices, philanthropic vehicles or long-term asset-holding.
  Foundations are available in DIFC, ADGM and RAK International Corporate Centre (RAK ICC) jurisdictions.

Special Purpose Vehicle (SPV) Companies

An SPV is an entity created for a specific or limited purpose, often to:

• Hold a single asset (real estate, IP, financing)
• Ring-fence risk in project-finance or M&A
• Serve as a holding entity for investments.
  Notably, DMCC introduced dedicated SPV and Holding Company licences so that companies can use a lean structure without traditional operational overhead. The official DMCC announcement confirms the licence and no physical office requirement. DMCC+1
  Further commentary describes this framework and cost-efficiencies. LYLAW+1

DMCC’s SPV & Holding Company Licence: What’s New?

The DMCC Free Zone launched these licences to allow asset-holding, investment structuring and holding-company operations under a simplified regime. Key features from DMCC:

• Registered under DMCCA Company Regulations. DMCC
• Starting licence fee from AED 3,690. LYLAW
• No requirement for a physical lease of an office space (a registered address is sufficient). LYLAW
  These developments make DMCC SPV/Holding Company licences an increasingly compelling option for investors looking for efficient and credible structures in the UAE.

Choosing the Right Jurisdiction: ADGM | DIFC | RAK ICC | DMCC SPV

Key Factors to Consider When Evaluating UAE Jurisdiction Suitability

Legal System & Dispute Resolution

• Common law jurisdictions (DIFC, ADGM) offer English-language courts and advanced arbitration;
• DMCC and RAK ICC offer UAE-legislated but still internationally aligned frameworks.

Taxation Policies

• UAE Corporate Tax applies to all jurisdictions: 9 % on taxable profits above AED 375,000. u.ae+1
• Free Zone Persons that meet the Qualifying Free Zone Person (QFZP) conditions can enjoy 0 % on Qualifying Income, but only if requirements are satisfied. Autoridad Fiscal Federal EAU+1

Investor Protection & Regulatory Oversight

• DIFC/ADGM provide the most mature regulatory environments;
• DMCC has improved its offering with SPV and Holding licences and is gaining credibility.

Financial Services Licences & Scope of Activity

• If your intention includes regulated activities (funds, banking, asset-management), choose a jurisdiction with full FSRA/DFSA coverage;
• If you only need a holding/investment entity or SPV, DMCC SPV may provide efficient structure.

Operational Considerations & Market Access

• Consider office location, visa issuance, substance requirements, and licence renewal;
• Free Zone jurisdictions vary in cost and substance obligations.

Future-Proofing Considerations

• Regulatory changes: The UAE tax and free zone landscape is evolving — entities that align now will benefit long-term;
• Business scalability: Choose jurisdictions that support group structures, multi-jurisdiction holdings and asset expansion;
• Technological infrastructure: Jurisdictions like DMCC and ADGM are building digital platforms and FinTech ecosystems;
• Economic stability: The UAE’s diversified economy and trade connectivity support long-term wealth planning.

Takeaway: Key Considerations & Seeking Professional Advice

Selecting the right vehicle (trust, foundation or SPV) and jurisdiction (DIFC, ADGM, RAK ICC, DMCC) is a strategic decision — not just a registration exercise.
For example:

• Use an SPV (DMCC) when you need asset-holding, investment consolidation and minimal operational activity;
• A foundation might be optimal for inter-generational wealth planning;
• A trust may serve clients needing fiduciary flexibility and cross-border estate solutions.

At Affinitas DMCC, we guide clients through:

• Jurisdiction selection and structure design
• Incorporation and licensing (including DMCC SPV/Holding Company setup)
• Tax compliance and substance requirements
• Ongoing governance, audit and renewal support

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