Entry

On the territory of the United Arab Emirates, there are several free economic zones (SEZs), some of which are based on ports (Jebel Ali, Ajman, Hamriyya, Fujairah, Ras Al Khaima), while others – based on the airports (Sharjah, Dubai, Fujairah).

In 1996 Ruler of Abu Dhabi Act number 6 on the establishment of free economic zone in the Emirate of Abu Dhabi Island Saadiyyat, which is located in the Persian Gulf, six kilometers from the capital of the UAE. A project worth U.S. $ 3 billion includes the construction of port, airport, warehouses, and the development of the entire infrastructure – transport and communication facilities necessary for delivery of raw materials and goods, and for their subsequent implementation.

Currently, the largest and most developed of all we have mentioned SEZ is considered to be established in 1985 by a decision of the Government of Dubai's free economic zone of Jebel Ali – Jebel Ali Free Zone (JAFZ), – located in the Emirate of Dubai. In this created on the basis until now the largest in the Emirates seaport Rashid SEZ is now more than 1,800 companies from 90 countries worldwide.

Features of doing business in SEZ

Call the main advantages offered by employers we have listed all the SEZ: – Possibility of 100 per cent ownership of property by foreign citizens on the existing companies in the SEZ;

– No requirement to have a local partner or agent;

– No customs duties on goods imported or manufactured in the SEZ;

– 15-year warranty, renewable thereafter for another 15 years, exempts the company from paying taxes;

– Lack of income taxes of natural persons (entrepreneurs and employees in the SEZ);

– No restrictions on transfer of capital and profits;

– Simplified procedure for obtaining residence permits (residential visas) for owners and employees of companies established in EPZs – in this case, the authorities themselves SEZ act as so-called "sponsors", and already they perform all the necessary in these cases, the procedure for obtaining visa in the appropriate forums. There few things you should know and bear in mind the entrepreneur before he makes a final decision on the issue of opening his own company in the SEZ.

First, a company set up in SEZ should be serving the company, that is, it must engage in trade, manufacture or carry out other other activities specified in the license. In this way companies in the SEZ are fundamentally different from off-shore companies, existing, as they say, "somewhere". That is why the owners of companies required their disposal of industrial premises; the immediate presence of the businessman or his employees in the country to implement their business operations, declaring the company expected annual turnover in order to be able to exercise control over the implementation of the provisions of the declaration itself from the authorities FEZ.

Secondly, the company's activities should be carried out only within the free economic zone or outside the United Arab Emirates, but not in the UAE. In particular, the company can not directly open your own shop and sell goods on the territory of Sharjah, Dubai or other emirates. However, she can do it, but only if the subsequent registration, which will allow the company to operate in the UAE, as well as a sales agent or through a store regular contract for the supply of goods. In this case the export of any goods from the SEZ in the Emirates is considered by local authorities as imports of goods, ie as if it was imported from any other country, and it already entails the payment of import duties, component, usually 4 percent of the cost goods.

Thirdly, production facilities, including office, warehouse or land used by the company, should be exclusively in the SEZ, with a contract of rent between the employer and the authorities of SEZ is in the process of obtaining a license.

Fourthly, the company can make only one type of activity that is specified in the license issued by the authority of SEZ (Free Zone Authority) on completion of the registration of the company in SEZ.

For companies established in EPZs is not subject to corporate laws of the United Arab Emirates, including the effect of the Law on Commercial Companies.

Part 2. Possible forms of companies in the SEZ

In its legal form and companies operating in free economic zone can be divided into two categories: newly formed, that is created in the SEZ itself, and branches of existing companies.

The newly-formed enterprises in FEZ (Free Zone Establishment/Entity- FZE) and Company (Free Zone Company-FZC)

In contrast to FZE, which is now having a sole proprietor in the person of its founder, FZC is owned by several founders (partners or shareholders). Register as a company and the company acknowledges receipt of a license issued by the authorities of the zone.

We call the features of both forms of doing business: – And the company, and the company are brand new juridical persons established within the SEZ, with their own rights;

– They are dependent on a parent company that has great significance in terms of their tax liability;

– The responsibility of the owner of the company and the responsibility of the company is limited to paid by them in the creation of capital;

– Presence in each SEZ requirements for minimum capital, which can range from $ 50 thousand, as in the SEZ Ajman, and, accordingly, to 274 thousand U.S. dollars (SEZ Jebel Ali). To create a newly formed company to the investor should submit the following documents: a) a copy of the passport of a foreign investor – the founder FZE (if the investor – an individual) or a notarized certificate of formation of the company, which intends to act as the sole founder FZE in the BMS (for legal persons);

b) the original bank certificate issued by one of the banks in the United Arab Emirates, confirming the existence of the account of the future owner FZE funds in the amount of 50-274 thousand U.S. dollars (depending on which of the SEZ being registered);

c) a notarized power of attorney to the authorized representative, dealing with registration FZE (not required in all BMS);

d) a notarized specimen signatures of authorized representative (not required in all BMS). On the positive side one can assume that such an enterprise or company is a completely new entity created in the SEZ – it is 100 percent and solely owned by a foreign investor. However, bearing in mind the specifics of Russian business, one thing that can alert our business: a license (which is a certificate of its incorporation) in the column "owner" is always the name of the investor.

Along with the listed documents to create a new enterprise in SEZ by its founders must sign the Articles of Association, the text of which in each area has developed its.

Branch Company (Branch of the Company)

In order to achieve privacy sometimes used in the SEZ branch registration of an existing, often an offshore company. And then in the column "owner" appears the name of the license a company registered in one of the offshore jurisdictions.

So, opening a branch in the SEZ presupposes already created and existing anywhere outside the company. Managers of companies that exist in the CIS, in deciding whether a branch of such company in the SEZ in the Emirates must remember that the branch retains the name of the parent company and has tax liability based on the activities of its branch office abroad. These difficulties can be avoided if register newly founded company, what we were talking above, or register as a branch of its own offshore company.

To obtain a special license, owners of the parent company must submit the following documents: – A copy of the certificate of registration (notarized);

– A copy of the Charter (notarized);

– List of Board of Directors biographies its members (notarized);

– Board of Directors or an authorized body of the company to open a branch in the free economic zone, providing for the appointment of General Manager of the branch with the definition of the scope of its powers and guaranteeing funding for the branch in the BMS (a decision must be notarized);

– Authorization of the manager of a branch or a representative of the parent company with an indication of its terms of reference (notarized);

– Specimen signature of the branch manager of the company in SEZ (notarized);

– A statement the company about what amount will be allocated to its business development in the SEZ;

– Balance sheets of the company for the last two years (not required in all zones);

– Bank certificate on the motion of the funds in the account of the company, over the past three months;

– Photocopy of passport branch manager. Please note that this list of documents and requirements for the legalization of documents varies depending on the requirements that exist in each SEZ. That is why, in deciding to open a branch, the investor must specify a list of documents required for obtaining a license is in this SEZ.

All documents must be translated into English and duly legalized (including certification to the consular department of the Embassy of the United Arab Emirates, the country's head office on behalf of which opens a branch, and the Ministry of Foreign Affairs of the UAE).

Classification of licenses for activities

In accordance with the nature of activities undertaken by, or affiliated companies issued by the authority of SEZ licenses come in three types: general (General License), special (Special License) and industrial (Industrial License).

General trading license issued by companies on the implementation of all legally prohibited commercial activities.

Special licenses are issued to companies for the implementation of any specific three activities. In turn, a special license may be commercial (for the implementation of three types of trade goods) or the license for the provision of services (repairs, maintenance, transportation services and so on).

Industrial license is granted to companies engaged in production activities.

Part 3.How is the process of registration?

The process of registering companies in the SEZ can be divided into the following five stages.

The first stage – completing the questionnaire, drafting a business project

The registration process begins with filling out a questionnaire developed by the authorities of SEZ, which, as a rule, should contain the following information:

– The name of the founder, his address, details of biography (for individuals) or the company name, date of formation, legal form, activities, names of the founders (for legal persons);

– Availability of existing businesses, its nature, the presence of companies in the UAE or outside;

– The proposed name of company, set up in SEZ (several options);

– Suggested activities in the SEZ (production, completion, distribution, import-export, services);

– Estimated volume of capital investments;

– The names of banks, which can get advice on the entrepreneur or the parent company;

– The estimated number of workers hired by the company;

– The necessary production facilities and their sizes (office, warehouse, industrial building, land);

– Estimated costs for the use of electricity and water;

– Categories of goods subject to import and export, and their alleged tonnage per year;

– Information about possible contamination of the environment;

– Name and details of the person being in the UAE and represents the interests of an investor.

By answering this questionnaire must be accompanied by a business project, which is a short (as small as one page) summary of parts of the business. Then the completed questionnaire and a business project should be directed to the SEZ authorities. The second stage – prior authorization

Once the SEZ authorities will review the questionnaire and a business project investor, they must give prior approval for the registration of the company's future. In various SEZ this step can occur in different ways. Thus, the authorities in Jebel Ali, after careful consideration of the contents of the questionnaire issued to the investor forms for a more detailed completion of application forms, and only after studying them, look for opportunities, and issue a preliminary approval for the registration of the company. FEZ Sharjah Airport authorities examined the questionnaire and speaking with an investor may request a packet of documents, then take a decision on registration. In any case, the second stage ends with a prior authorization for the registration or refusal of receipt thereof.

The third stage – Preparation of documents

On which documents must be provided to the investor for the registration of the company, we have already mentioned when discussing the various forms of companies in the SEZ. Before an investor will prepare the documents, he or his agent should ask the authorities of SEZ or a lawyer dealing with registration, a list of documents that must be provided, as well as instructions on the order of their certification.

When the documents ready, it should be sent to the authorities of the FEZ. It should be noted that in some of FEZ this stage of registration is combined with the first stage, where authority of SEZ require submission of documents of the investor, along with the questionnaire and a business project, after which they begin to review the documents and prior authorization for the registration of the company.

Fourth stage – examination of documents by the authorities SEZ

FEZ Authorities scrutinize the documents filed by the investor and if they find them incomplete, will require additional documents. If they admit that the documents submitted meet all necessary requirements in such cases, the investor receives a letter indicating that his application reviewed and a decision on registration of companies under such a specific name and the following activities. Furthermore, investors will be informed that he must sign a lease and pay for it, and pay the amount of license fee.

The fifth stage – the signing of documents and payment of fees

At this stage, the authorized person of the company signed an agreement with the authorities of SEZ land lease, industrial space, warehouse or office, located in the SEZ, and, accordingly, pay the cost of the lease. Also signed an agreement of responsibility for employees and a number of other legal documents. Additionally, all fees paid by BMS in the first year. After that, the license is issued, and the registration of the company is completed. Investors are beginning to visas, and the company – to its direct action. MV Ageev