Establishing a legal structure for exchanges, brokers, Web3 projects, and trading platforms in UAE free zones
- Jurisdiction selection: DIFC, ADGM, or RAK DAO
- Complete turnkey document package
- Licensing: DFSA, FSRA, VARA, SCA
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Our comprehensive legal support for crypto sector incorporation includes selecting the appropriate free zone (DIFC, ADGM, or RAK DAO), structuring optimal beneficial ownership, and preparing the full set of corporate documents. At the same time, we establish a basic anti-money laundering (AML) procedure system and client identification process, as well as develop the internal corporate policies required for applying for a virtual asset operating license with DFSA, FSRA, VARA, or SCA.
Access to preferential tax regimes, target clusters for the crypto industry, and flexible mechanisms for structuring corporate groups.
How to successfully incorporate a crypto company:
Incorporating in the UAE crypto sector
DIFC (Dubai International Financial Centre)
Dubai’s flagship financial hub, operating under the supervision of the DFSA within the Crypto Token Regime. It specializes in regulated exchanges, brokerage and depository structures, as well as investment entities handling cryptocurrency assets. This free zone is optimal for initiatives where the authority of the regulatory body, compliance with international standards, and the ability to meet high capitalization, compliance, and physical presence requirements are critical.
ADGM (Abu Dhabi Global Market)
An international financial center in the UAE capital, operating under the FSRA and the Virtual Asset Framework. It focuses on exchanges, brokerages, over-the-counter platforms, staking services, and infrastructure crypto projects that require Financial Services Permission. ADGM is preferred by initiatives that need advanced virtual asset regulators and the use of specialized investment structures and regulatory sandboxes, with a lower capital threshold compared to DIFC.
RAK DAO (Ras Al Khaimah Digital Assets Oasis)
A specialized free zone in the Emirate of Ras Al Khaimah, established in 2023, designed to support initiatives in Web3, NFTs, metaverses, DeFi, DAOs, and blockchain development, with a focus on integrating artificial intelligence. This jurisdiction is ideal for technology startups and product teams, offering lower capitalization requirements, flexible office setups, 100% foreign ownership, and the ability to register virtual asset service providers through federal authorities like SCA or VARA.
Based on your business model, the jurisdictions of participants, and planned crypto asset operations, we develop a set of operational scenarios:
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Provision of a valid passport and, if necessary, documentary proof of residence as part of the extended client identification process.
A documented and economically justified source of funds to be contributed to the company's share capital and used for operational activities.
No confirmed involvement in sanctions lists, money laundering operations, fraudulent schemes, or illegal transactions involving cryptocurrency assets.
Willingness to provide comprehensive information on ultimate beneficial owners and additional details upon request by registration or regulatory authorities.
An identified line of business: exchange and brokerage operations, digital asset custodial services, capital management, infrastructure services, or Web3 platform development.
Alignment of business activities with the list of permitted operations in the chosen jurisdiction and obtaining necessary approvals from DFSA, FSRA, VARA, or SCA.
Meeting the primary requirements related to the minimum capital and operational cost structure, in accordance with the type of authorization and business status.
Development and implementation of core internal policies for anti-money laundering (AML), client identification, transaction monitoring, access key management, and information security, in line with UAE industry standards.
Provision of a legal and, if necessary, physical address within the jurisdiction, as well as the appointment of key management personnel and a compliance officer.
A comprehensive business evaluation is conducted: key business activities are identified, the company’s structure is defined (exchange platform, broker, infrastructure provider, Web3 platform, or asset management), target markets are analyzed, and the level of regulatory oversight is determined. Based on this data, the optimal economic zone is selected: DIFC, ADGM, or RAK DAO.
The ownership structure is developed, including shareholders and ultimate beneficiaries, verification of capital origin, and identity verification for all applicants. At the same time, the specific criteria of the selected economic zone are analyzed: physical presence requirements (office space, resident director, compliance officer) and minimum capital thresholds.
The set of incorporation and identification documents is submitted to the administration of the selected economic zone for legal review and compliance verification. Upon successful review, the following are issued: registration certificate, corporate authorization, and the full set of registration documents.
Simultaneously or immediately after registration, the creation of internal regulations is completed: anti-money laundering (AML) and client identification procedures, risk management system, and information security protocols. The physical infrastructure is set up by renting an office or arranging for co-working space. If necessary, the process for obtaining Emirates ID and visas for key personnel is initiated.
A complete set of documents is prepared for banks and payment system operators: detailed business model, corporate structure, capital origin information, and current compliance procedures. Applications for opening corporate accounts and, if necessary, integrating payment infrastructure are submitted.
Virtual asset service providers prepare and submit a comprehensive document package to DFSA, FSRA, VARA, or SCA: business plan with financial forecasts, technical IT architecture documents, detailed anti-money laundering and risk management procedures. The initiative goes through preliminary approval and the crypto licensing process.
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The UAE offers several types of licenses for crypto businesses, depending on the chosen jurisdiction. In the Dubai Multi Commodities Centre (DMCC) and Abu Dhabi Global Market (ADGM), licenses are available for virtual asset operations, including exchange platforms, brokerage services, custodial services, and consulting. The Dubai Virtual Assets Regulatory Authority (VARA) provides licenses for 8 distinct types of virtual asset activities, including exchange and brokerage operations, wallet management, and token issuance.
The minimum share capital required by VARA is AED 100,000 (approximately USD 27,000) for basic crypto services. For basic authorization in DMCC, around AED 50,000 (approximately USD 13,600) is required, while for full authorization for virtual asset operations in ADGM, the minimum capital can range from USD 500,000 to several million dollars. For DeFi protocols, the requirements are higher, starting from AED 3 million.
Incorporating a crypto company in the UAE takes between 3 to 6 months, depending on the complexity of the business model and the chosen jurisdiction. While registration can be completed in 2 to 4 weeks, obtaining a license for virtual asset operations takes additional time. VARA approval takes 4 to 8 weeks, depending on compliance criteria.
The UAE requires a physical office for crypto companies, with specific criteria varying across zones. In free zones such as DMCC or ADGM, a minimum office space of 10–15 m² is required for smaller operations. RAK DAO offers more flexible options, ranging from virtual offices to co-working spaces. VARA has particularly stringent physical presence criteria, expecting key operations to be conducted directly from the UAE.
The UAE offers one of the most attractive tax systems for crypto companies globally. Most free zones offer zero corporate tax on profits for periods ranging from 15 to 50 years, with no tax on dividends, capital gains, or repatriation of profits. Since June 2023, a federal corporate tax of 9% has been introduced for companies with profits over AED 375,000 (approximately USD 102,000), but companies in free zones that meet certain criteria can maintain a zero tax rate.
UAE regulators impose strict requirements for anti-money laundering (AML) and counter-terrorism financing (CTF). Crypto businesses must implement comprehensive programs, including customer identification and verification, real-time transaction monitoring, capital source checks, and appointing a compliance officer. Companies must retain transaction records for at least 5 years and file reports on suspicious activity in a timely manner.
Yes, in UAE free zones, foreign investors can own 100% of a crypto company without the need for a local partner or sponsor. This is a significant advantage compared to many other jurisdictions. Zones such as DMCC, ADGM, DIFC, and RAK DAO allow full foreign ownership with no restrictions.
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