Doing Business In... 2025

Last Updated July 15, 2025

UAE

Law and Practice

Authors



Habib Al Mulla & Partners was founded in 1984 and is a market-leading law firm headquartered in Dubai, with offices in Abu Dhabi, Istanbul, Moscow, Baghdad, Cairo and New Delhi. The firm brings together a team of 50+ lawyers who provide tailored legal advice across over 14 areas of practice and serve clients in industries, ranging from finance and construction to energy and technology. Renowned for its strength in dispute resolution, regulatory work and cross-border transactions, the firm is consistently highly ranked, affirming its position among the region’s top-tier firms. Dr Habib Al Mulla, the firm’s founder, is one of the UAE’s most prominent legal figures and was instrumental in shaping major legislative reforms. His vision helped establish the Dubai International Financial Centre (DIFC) – the UAE’s first financial free zone – solidifying the firm’s legacy as a pioneer in legal and regulatory advancement in the Middle East.

The United Arab Emirates (UAE) has a mixed legal system rooted in civil law traditions and Islamic Sharia principles. The UAE is a federation of seven Emirates. Federal laws apply nationwide unless a particular Emirate opts out through its own legislation. Most legislation in the UAE is codified (influenced by Egyptian and French civil codes) and Sharia law particularly governs family and personal status matters. The UAE Constitution declares Islam as the official religion and Islamic Sharia as a main source of legislation.

The UAE has over 40 economic free zones, each governed by its own free zone authority. Free zones are special economic areas where companies enjoy 100% foreign ownership, customs exemptions and streamlined licensing procedures. Free zone companies are governed by the laws and regulations of the relevant free zone authority, in addition to applicable UAE federal laws in areas such as immigration, criminal law and certain aspects of taxation.

In the past decade, the UAE has introduced elements of common law within special jurisdictions, notably the Dubai International Financial Centre (DIFC) and Abu Dhabi Global Market (ADGM), which operate English-language common law courts for civil and commercial matters inside those financial free zones. Both DIFC and ADGM:

  • have their own commercial and civil laws, modelled largely on English law;
  • operate independent courts (DIFC Courts and ADGM Courts), using English as the official language; and
  • are exempt from most UAE federal civil and commercial laws, but remain subject to UAE criminal law, immigration law and certain regulatory matters.

Federal laws, including the Civil Transactions Law and Commercial Companies Law, apply outside financial free zones. In free zones, federal law applies where the free zone regulations are silent or in areas of public law, including labour, tax (where applicable) and anti-money laundering compliance.

Offshore companies, often established in jurisdictions like Jebel Ali Free Zone (JAFZA Offshore) or Ras Al Khaimah International Corporate Centre (RAK ICC), are designed for international structuring and asset holding, and are not permitted to conduct business within the UAE mainland.

The UAE judiciary is organised in three levels of courts: Courts of First Instance, Courts of Appeal, and Courts of Cassation (or the Federal Supreme Court at the federal level). Federal courts have jurisdiction in most Emirates. However, Abu Dhabi, Dubai and Ras Al Khaimah maintain independent local judicial systems with their own Courts of Cassation as final appellate courts. In other Emirates, the Federal Supreme Court in Abu Dhabi is the highest court. There is no system of binding precedent as in common law. UAE judges apply the codified laws, and in the absence of a provision may refer to Sharia or general principles. Proceedings are conducted in Arabic (with court-provided translators for non-Arabic speakers).

The DIFC and ADGM have autonomous court systems (using common law and international judges) for disputes arising within those free zones or by opt-in. Their judgments are generally enforceable in local UAE courts via co-operation treaties. Additionally, the UAE has specialised federal courts for matters like personal status (Sharia courts) handling family law.

The UAE has significantly liberalised foreign investment in recent years. No general pre-approval is required for foreign investors to own and operate companies in most sectors, except in certain strategic or regulated industries. In 2021, the UAE abolished its long-standing 49% foreign ownership cap for onshore companies. The Commercial Companies Law now allows 100% foreign ownership of UAE mainland companies, eliminating the requirement for a UAE national shareholder or agent in most cases. As a result, foreign investors can directly incorporate limited liability companies or other entities without a local partner, except if the activity is deemed to have a “strategic impact”.

The UAE has designated under Federal Decree-Law No 32 of 2021 (the “Commercial Companies Law”) the following strategic sectors where foreign ownership is restricted or subject to special conditions. These include:

  • security and defence (military-related activities);
  • upstream oil and gas operations;
  • utilities (such as water and electricity distribution);
  • banks, finance and insurance;
  • currency printing;
  • telecommunications;
  • Hajj and Umrah (pilgrimage) services;
  • Holy Quran memorisation centres; and
  • fisheries-related services (which require 100% UAE ownership).

Outside these strategic sectors, foreign investors can freely invest without undergoing special government review beyond the standard business licensing process. As a result, the investment environment remains largely open and welcoming.

In addition to federal rules, each Emirate may maintain its own list of partially restricted business activities. In practice, the Department of Economic Development (DED) in each Emirate issues guidance on activities open to 100% foreign ownership.

Regulated sectors such as banking, insurance, aviation, real estate development and higher education may impose additional licensing requirements or ownership restrictions under sector-specific laws.

Foreign companies seeking to operate in the UAE without incorporating a local entity, such as through a branch or representative office, must appoint a Local Service Agent (LSA). This agent, who must be either a UAE national or a company wholly owned by UAE nationals, does not hold any ownership or management stake in the branch.

Free zones also come with regulatory distinctions that affect how and where businesses can operate. Historically, companies established in free zones enjoyed significant benefits, such as 100% foreign ownership, customs and tax exemptions and streamlined regulatory environments, but were generally not permitted to conduct business directly in the UAE mainland unless they established an onshore presence or worked through a locally licensed distributor or agent.

This framework has recently evolved with the issuance of Dubai Resolution No 11 of 2025, which marks a significant shift in the way free zone companies can operate within the Emirate. Under the new Resolution, free zone entities in Dubai may now carry out activities onshore, provided they obtain the appropriate licence or permit from the Department of Economy and Tourism (DET).

The UAE Commercial Agencies Law also plays a significant role in shaping market access for foreign principals. Under the current regime, foreign companies that wish to sell their products in the UAE via local partners must appoint a registered commercial agent, who must be either a UAE national or a 100% UAE-owned entity. These agencies are typically exclusive and protected by law, meaning they can only be terminated or modified under specific conditions.

For investments in sectors requiring special approval (as set out in 2.1 Approval of Foreign Investments), the process typically involves obtaining a no-objection or licence from the relevant Ministry or regulatory authority. The foreign investor must apply through the Emirate’s economic department, which refers the request to the competent federal or local regulator within five working days. The regulator then has 14 working days to decide whether to approve the foreign investment and under what conditions (such as requiring a minimum UAE national shareholding or board representation).

If an investment proceeds without the required approval or in violation of ownership restrictions, the consequences can be severe. Under the Commercial Companies Law and Competition/FDI regulations, authorities have the power to impose fines, nullify licences, or even dissolve companies that violate foreign ownership rules. Administrative fines for breach of the foreign ownership provisions can range up to hundreds of thousands of dirhams, and unapproved foreign ownership arrangements (eg, using side agreements to circumvent the 51% rule in a restricted sector) may be deemed void. In serious cases, criminal sanctions may apply for providing false information or using nominee structures; penalties can include prison sentences and fines up to five times the evaded amount in case of deliberate evasion of the law.

Practically, if a company operating in a strategic sector was set up without the proper approval or with an impermissible foreign ownership stake, the Ministry of Economy or relevant authority can order its liquidation or licence cancellation.

The UAE generally does not require foreign investors to make special performance commitments to enter the market. Investors only need to meet basic business setup conditions, such as minimum capital and hiring rules that apply to all companies. Foreign investors mostly receive the same treatment as local ones.

However, for projects in strategic sectors or large-scale developments, authorities may ask for additional commitments. If an investor enters a regulated sector, they must accept conditions tied to approval, such as ownership or operational rules. Once accepted, the investor may proceed.

If UAE authorities reject a foreign investment application, the investor has limited options to appeal. The UAE has no special tribunal or board for foreign investment disputes. Instead, investors must rely on standard administrative and court processes. However, only a limited number of institutions are subject to foreign investments limitations.

If approval is delayed without reason, the investor may escalate the issue or rely on the “silence is consent” rule, if it applies. This rule assumes approval if the authority fails to respond in time. However, this does not apply to all procedures. For example, under the Competition Law, no decision within 90 days means automatic refusal. In that case, the investor can go to court after trying an administrative appeal.

Investors in the UAE can choose from several types of corporate vehicles, each with distinct characteristics and uses.

Limited Liability Company (LLC)

The most common form for doing business onshore (mainland UAE) is the Limited Liability Company (LLC). An LLC provides limited liability to its shareholders (who are liable only to the extent of their capital contributions) and a flexible management structure. Key features of LLCs include:

  • offers limited liability to shareholders;
  • no minimum capital required by federal law, but Emirates may set practical thresholds;
  • allows 1 to 50 shareholders; and
  • shares are privately held and not offered to the public.

Since 2021, full foreign ownership is allowed in most sectors.

Branch or Representative Office of a Foreign Company

A foreign company may choose to establish a branch or representative office in the UAE instead of setting up a new company. These are not separate legal entities but extensions of the foreign parent.

Branch office

The characteristics of a branch office are as follows.

  • A branch can carry out commercial activities within the scope of its parent’s licence.
  • It can earn revenue in the UAE, sign contracts and hire staff.
  • It cannot import goods for trading. An LLC or a local commercial agent is usually needed for that.
  • There is no minimum capital requirement.
  • Previously, a UAE national was required as a local service agent. This rule has now been removed for most activities under the new Companies Law.
  • Some sectors still require a local agent, such as defence, commercial agencies or security services.
  • The branch must register with the relevant licensing authority and obtain a commercial licence.
  • A branch is useful for foreign firms executing contracts or testing the UAE market.
  • Common sectors include construction, engineering and consulting.

Representative office

A representative office has a narrower role.

  • It cannot conduct commercial or revenue-generating activities.
  • Its function is limited to marketing, promotion or liaison work for the parent company.
  • It is suitable for businesses that want to maintain a presence in the UAE without engaging in local transactions.
  • Like branches, they must register with the relevant authority and may need a local service agent in certain cases.

Free Zone Companies

In numerous economic free zones across the UAE, foreign investors can establish companies with 100% foreign ownership regardless of sector (free zones are outside the mainland jurisdiction for foreign ownership purposes). Common free zone entities include the Free Zone Establishment (FZE) or Free Zone Company (FZ-LLC), which are essentially LLCs governed by the free zone’s own regulations. They offer limited liability and can often be formed with a single shareholder. Free zone companies are ideal for export-oriented businesses, logistics, holding companies, or regional offices, especially when the business does not require selling in the UAE mainland (or can do so via distributors).

Financial Free Zone Companies

DIFC and ADGM provide a range of special purpose vehicles (SPVs). These SPVs are available to support asset protection, risk isolation, investment structuring and wealth management. The SPVs include:

  • prescribed companies (in DIFC) and restricted scope companies (in ADGM);
  • family offices;
  • holding companies;
  • protected cell companies;
  • foundations; and
  • active enterprise structure.

These vehicles are typically used for wealth planning, asset protection, investment holding or risk segregation purposes.

Partnerships

The UAE also provides for general and limited partnerships under the Commercial Companies Law. A general partnership must consist entirely of UAE nationals – it is rarely used by foreign investors since foreigners cannot be general partners.

Sole Establishments

A foreign individual can set up a sole proprietorship (establishment) to conduct business in a professional or certain commercial fields. This is not a separate legal entity from the owner – the individual owner is fully liable for debts. For commercial sole proprietorships (trading businesses), historically a UAE national local service agent was needed and the licence was often treated similarly to a branch.

Other Specialised Legal Forms

For larger ventures, the UAE also offers an option of a JSC. JSCs could be classified into public and private companies.

For certain professional services (law, consultancy, medical, engineering), foreigners may establish a civil partnership or sole proprietorship (professional licence). These entities allow 100% foreign ownership for professionals, but they do not limit liability. Often, a UAE national “service agent” is formally required for licensing purposes for foreign professionals, but the agent has no equity or control.

Mainland (Onshore) Incorporation

Setting up an LLC or other company onshore in the UAE involves several steps, typically co-ordinated through the relevant Emirate’s Department of Economic Development (DED). The process has become more streamlined and can often be completed within one to two weeks (or even faster for straightforward setups).

Trade name reservation

Choose a company name that meets the UAE naming rules (no offensive or religious terms, must not conflict with existing names, etc). The name is reserved with the DED. This can often be done online within a day.

Initial approval

Submit an application for initial approval of the business activity and ownership structure to the DED. After a basic security clearance for foreign shareholders, DED issues initial approval in a few days.

Memorandum of association (MoA) and constitution documents

Draft and sign the MoA (and articles of association, if a JSC) in the standard format. The MoA will outline the shareholdings, capital, management and object of the company.

Lease premises and obtain Ejari

UAE companies must have a physical office address (subject to exceptions like flexi desk or virtual office). The applicant secures a lease for office or warehouse space and obtains a tenancy contract registered with Ejari (Dubai’s system).

Final Licence application

Submit the notarised MoA, lease and supporting documents (shareholder IDs, passport copies, NOCs if required for any individual already sponsored in UAE, etc) to the DED for final issuance.

Labour and immigration setup

A new company shall open accounts with the Ministry of Human Resources and Emiratisation (MOHRE) and the General Directorate of Residency and Foreigners Affairs (immigration) to be able to hire employees and sponsor visas. This involves e-signature card issuance and registering a PRO (government liaison).

Bank account and capital deposit

Although UAE no longer mandates a minimum capital or a bank certificate, practically banks may require evidence of capital inflow. The company should open a corporate bank account (which, due to compliance checks, can take a couple of weeks).

Following the removal of the UAE from the FATF grey list, the UAE banks apply strict compliance checks (KYC/CDD) to their customers. In some cases, opening a bank account with a UAE bank may become a long process, taking up to one year.

Free Zone Incorporation

Setting up in a free zone is generally even more streamlined. The investor contacts the free zone authority (eg, Jebel Ali Free Zone, DMCC, ADGM, etc) and provides an application with business plan, passport copies and preferred company name. Free zones often have no notarisation requirement; the authority prepares the articles and the investor signs in front of the zone staff. Free zone companies can sometimes be incorporated within a few days, especially if using flexi-desk facilities provided by the free zone.

Timeline

In total, a mainland LLC can often be incorporated in one to two weeks assuming all documents are in order and the business activity is standard. If additional regulatory approvals are needed, those can add a few weeks. JSCs (public) take longer because they involve SCA approval. Branch offices are relatively quick (they skip the MoA drafting). A branch can be licensed in about one week after initial documents are approved.

UAE companies have relatively lighter ongoing compliance burdens compared to many jurisdictions.

Commercial Licence Renewal

All companies must renew their trade licence annually with the relevant authority (DED or free zone). This involves paying renewal fees and updating any information if changed.

Changes in Company Details

Any change in the company’s memorandum or articles, management or capital must be filed and approved by authorities. Changes to shareholding (transfer of shares or admission of a new shareholder) require notarisation of amendment to the MoA and approval by the DED.

Ultimate Beneficial Owner (UBO) Reporting

UAE introduced UBO disclosure rules in 2020. Every company must maintain a register of its ultimate beneficial owners (natural persons owning or controlling, directly or indirectly, 25% or more, or exercising control by other means) and provide this information to the authorities.

Annual Financial Accounts

LLCs and JSCs are required to prepare annual financial statements. A private or public JSC must file audited financial statements with the SCA and the Ministry of Economy, and hold an annual general assembly to approve the accounts. LLCs, while not required to file accounts with the authority for public record, must prepare them and have them approved by the shareholders annually. Some Emirates (eg, Dubai) require that the LLC’s audited financial statements be submitted to the DED through an online portal (this is mainly to enforce the upcoming corporate tax compliance).

Registrar Notifications

Various company changes trigger mandatory filings. Examples: change of company name or registered address (update licence), change in share capital, change in managers or directors (requires amendment to licence), amendment of business activities (requires regulatory approvals and licence update).

Economic Substance Reporting

Certain companies carrying out relevant activities (like holding company, service centre, IP business, etc) are required to file an annual Economic Substance Regulation (ESR) notification and/or report to the Ministry of Finance to demonstrate adequate economic presence in the UAE. This applies to mainland and free zone companies in those categories and must be filed within a few months after financial year-end.

Tax Filings

Historically, UAE onshore companies had no corporate tax and thus no tax returns (except oil/gas and foreign bank branches which had separate arrangements). However, with the introduction of corporate tax from 2023, companies will need to register with the FTA, file annual corporate tax returns, and keep records for at least seven years. Also, companies that are VAT and CT-registered must file VAT and corporate tax returns (usually quarterly) and maintain transaction records. There are also customs declarations for goods import/export.

UAE companies generally use a one-tier management structure. There is no mandatory dual board system. The available management frameworks include the following.

Limited Liability Company (LLC)

An LLC is managed by one or more managers (who may also be referred to collectively as a “board of managers” if multiple). The LLC’s memorandum of association will specify the managers and their powers. It can be a single manager, multiple joint managers or a formal board. Managers can be UAE nationals or foreigners – there is no nationality requirement for managers. They act as the executive management. LLCs do not require a separate supervisory board; the general meeting of shareholders oversees broad decisions (approving accounts, appointing managers, etc), while day-to-day authority is vested in the manager(s). Many LLCs simply have one managing director.

Free Zone Companies

Management structure depends on the free zone’s regulations. Most free zone LLCs (FZ-LLC or FZCO) are similar to mainland LLCs – they may appoint a general manager (as per licence) and can also have a board of directors if desired. For example, a DMCC company can have a board of directors (with meetings and resolutions) but it is not mandated to have more than one manager/director. Free zones generally allow flexibility: one individual can be the sole director and manager.

Partnerships

In a general partnership, all partners manage collectively (unlimited liability partners). In a limited partnership, the general partner(s) manage the business, while limited partners do not participate in management decisions (to preserve their limited liability). These forms are seldom used by foreign investors.

Branch Offices

A branch does not have a board or separate managers; it operates under the authority of the parent company. However, it must appoint a general manager (or an in-charge) who is responsible vis-à-vis the UAE authorities. The branch manager effectively acts under a power of attorney from the parent and manages the local operations.

Corporate Governance Practices

UAE law does not require private companies to have independent directors or a two-tier structure with a supervisory council. Only public listed companies must abide by corporate governance rules such as having independent directors.

Directors’ and Officers’ Liability

UAE company law imposes duties on directors (in JSCs) and managers (in LLCs) to act in the best interest of the company, within their authority, and with due care and diligence. They can be held liable to the company, shareholders, and third parties for certain breaches.

Notably, under the Commercial Companies Law, directors/managers are liable for fraud, abuse of power, violation of the law or the company’s constitution, or gross negligence resulting in losses. Shareholders representing a requisite percentage (usually 5% in a JSC) can bring a derivative suit against directors on the company’s behalf for mismanagement. In an LLC, any shareholder can theoretically initiate a claim if a manager’s wrongdoing caused harm to the company.

Typical scenarios of director/officer liability include approving ultra vires transactions, distributing fictitious profits or dividends in violation of law, misrepresenting the company’s capital or financial status, or engaging in self-dealing without disclosure. If such actions cause damage, the directors can be compelled by court to compensate the company from their personal assets. For example, if managers of an LLC siphon off company funds or run up debts by reckless trading, creditors or liquidators can pursue them for the losses.

Shareholder Liability and Piercing the Corporate Veil

Generally, UAE companies have the principle of limited liability – shareholders of an LLC or JSC are not liable for the company’s obligations beyond their capital contribution. However, UAE law (and court practice) recognises exceptions in egregious cases. The doctrine of “piercing the corporate veil” is not codified in detail but is applied in instances of fraud or commingling of assets.

If shareholders misuse the company (for example, to defraud creditors or evade legal obligations), courts may hold those shareholders personally liable. In one notable case, a Dubai court allowed creditors to pursue LLC shareholders because the owners had intermingled personal and company funds, essentially using the company as an alter ego. Also, if an LLC has a single shareholder, the law requires that person to maintain separation of personal and company finances; failing that, personal liability can attach.

Another situation is when a company acts as an agent for its shareholders, if proven that the company was a mere façade for the individuals’ dealings, a court may lift the veil. Additionally, under agency law, a parent company can be held liable for its subsidiary’s acts if the subsidiary acted as its agent or if the parent guaranteed its obligations.

Under the Companies Law, shareholders who receive unlawful distributions (eg, dividends paid out of non-existent profits) must return them if the company’s creditors are prejudiced. If a shareholder (especially in an LLC) effectively acts as a de facto director, directing the company’s management, they might incur similar liabilities as an official manager for wrongdoings.

Indemnification

UAE law does not explicitly address director indemnification. In practice, companies may indemnify directors in their service contracts to the extent it does not cover wilful misconduct or fraud (which cannot be indemnified against public policy).

The UAE’s employment relations are governed principally by statute (labour law) rather than case law or collective bargaining. The cornerstone is Federal Decree-Law No 33 of 2021 on the Regulation of Labour Relations (the “UAE Labour Law”), which governs most private-sector employment nationwide.

This law is federal and applies across all Emirates (except in financial free zones which have their own regimes). It provides mandatory rules on hiring, employment contracts, working conditions and termination.

Key characteristics of the UAE labour regulation include the following.

  • It is largely a codified system. This means the Labour Law and its executive regulations set out detailed rules (eg, maximum working hours, leave entitlements, end-of-service benefits). UAE courts interpret and apply these rules, but judicial precedents do not have binding authority as in common law systems. However, higher court rulings (Court of Cassation) are respected as guidance.
  • The role of the Ministry (MOHRE) is to oversee private sector employment. All mainland employers must register employees with MOHRE and use standard MOHRE-approved employment contracts. MOHRE issues administrative regulations and resolutions (which carry legal force as delegated legislation) to implement the Labour Law – for instance, regulations on wage protection, work permits, and occupational health and safety. Labour disputes are first referred to MOHRE for mediation; if unresolved, they proceed to the labour courts.
  • Employment in the UAE is contractually based, but contracts cannot derogate from the minimum protections of the Labour Law. Any term in a contract less favourable to the employee than the law’s provisions is null and void. For example, the law sets minimum annual leave; a clause giving less leave is unenforceable. Employers and employees are free to agree on additional benefits beyond the law (eg, more leave, higher gratuity), which would be binding.
  • There is no formal trade union system or collective bargaining in the UAE for the private sector.
  • Free zones and DIFC/ADGM have their own employment laws (based on common law principles in DIFC/ADGM). Companies in those zones follow the local free zone law instead of the federal Labour Law.
  • The UAE has specialised labour courts (often a section of the civil courts) that handle employment disputes. The process is expedited and court fees are minimal for employees filing claims. The courts will apply the Labour Law and the contract terms. Typically, if an employee claims unlawful termination or unpaid dues, the court will reference statutory entitlements (eg, notice pay, gratuity, etc) as per the law.

In summary, the UAE employment regulatory framework is statutory and administrative. The individual employment contract is important but is effectively a schedule of specifics. There is little role for “case law” shaping principles – although court judgments interpret ambiguous points, the law is frequently updated to clarify issues.

Thus, an international client should understand that employment in the UAE is highly regulated by government.

Employment contracts are mandatory and formal in the UAE. Employers must follow strict legal rules when hiring staff.

Written Contract Requirement

Every employee must have a written contract. It must be in Arabic or bilingual (Arabic-English). For mainland companies, the contract must be registered with the Ministry of Human Resources and Emiratisation (MOHRE).

Verbal agreements are not valid. Employment without a written contract and work permit is unlawful.

The contract must state key terms:

  • job title and duties;
  • salary;
  • work location;
  • duration; and
  • probation period (if any)

MOHRE provides standard contracts. Employers may attach additional clauses, but the main terms must comply with the Labour Law. Free zones require similar contracts, filed with their own authorities.

Fixed-Term Contracts

Unlimited-term contracts are no longer allowed. Since 2021, all employment contracts must be for a fixed term, not exceeding three years. These can be renewed multiple times. Employers had until the end of 2023 to update all existing contracts. Most companies use two- or three-year contracts with auto-renewal clauses. The law allows any agreed duration. In practice, this can function like open-ended employment. However, employers must follow legal notice procedures if they do not renew. Ending a contract without cause may count as unlawful termination.

Probation Period

A contract may include a probation period of up to six months. During probation, either party can terminate, but must give notice:

  • 14 days by the employer; and
  • one month by the employee (if joining another UAE employer).

Probation can only be applied once. After probation, the employee becomes permanent.

If not mentioned in the contract, the employee is considered not on probation.

Contract Form and Content

MOHRE requires use of its standard offer letter, which becomes the employment contract.

Key contents include:

  • salary (basic and allowances);
  • working hours;
  • annual leave (minimum 30 calendar days after one year);
  • notice period (30 to 90 days);
  • additional benefits (eg, commissions or allowances); and
  • non-compete clauses, if any (valid for a maximum of two years and must be reasonable).

Statutory entitlements like end-of-service gratuity are implied by law, even if not in the contract.

Language

The official version must be in Arabic. Bilingual contracts are common. In case of dispute, the Arabic version prevails. Free zones may allow English-only contracts, but Arabic translation may be needed in court.

Renewal and Continuity

Fixed-term contracts can last up to three years. A common clause is: “This contract is for two years and renewable by mutual agreement...”. If the parties continue working after expiry without signing a new contract, the law treats the contract as renewed on the same terms. Former unlimited-term contracts are now converted to fixed terms, but service continuity and legal protections remain.

Attestation and Copies

Employees must receive a copy of their MOHRE-registered contract. Employers may provide a more detailed internal offer letter or policy manual, but the official contract governs.

Sector Rules and Collective Terms

There are no collective wage agreements. Each contract is individually agreed, but must meet legal standards. Some industries (eg, construction) use standard templates and follow public regulations (eg, midday break for outdoor work).

Government Involvement in Hiring

Employment contracts are tied to the work permit process.

Steps:

  • employer applies for quota or pre-approval;
  • contract is issued and signed; and
  • MOHRE approves and finalises the work permit and visa.

Private employment without MOHRE approval is not valid.

The UAE Labour Law regulates working hours to protect employees from excessive work. Normal working time for private sector employees is eight hours per day or 48 hours per week. A common arrangement is eight hours a day over six days, with Friday (the traditional holy day) as one day off. Many offices have shifted to a five-day work week (Monday to Friday, following a 2022 weekend change), working around 40 to 45 hours weekly.

The statutory maximum is eight hours (or nine hours in certain commercial establishments like hotels or retail by Cabinet decision, provided the weekly total still doesn’t exceed 48). Exemptions include:

  • hazardous or strenuous work – Ministries can set shorter daily limits (such as seven hours in extreme heat or outdoor conditions);
  • Ramadan – Muslim employees work two hours less daily (typically six hours);
  • overtime gradient – overtime is capped at two hours/day (total working hours may not exceed ten hours per day or 144 hours every three weeks); and
  • shift workers and managerial roles – night overtime premiums do not apply to shift workers, managers or technical staff under continuous operations.

Termination of individual employment in the UAE is not “at-will”; it is governed by rules aiming for fairness and clarity. All employment (now on fixed-term contracts) can be terminated by either employer or employee for legitimate reasons with notice, or immediately for cause in certain cases.

Firing someone without a valid reason, or failing to give required notice, is considered wrongful. The concept of “at-will” (ability to terminate without cause) does not legally exist; though in practice if an employer is willing to pay the relevant compensation (notice, gratuity, and up to three months’ pay as arbitrary dismissal compensation) they can end the relationship – the main risk is the arbitrary dismissal claim. The law equalised the ability to terminate fixed-term contracts with notice, so effectively all contracts are similar to at-will with cause and notice needed.

Termination with Notice

Either party may terminate a contract by giving notice in writing (minimum 30 days’ notice, up to 90 days if agreed). The law requires a “legitimate reason” for termination by the employer. This is somewhat analogous to a concept of “fair dismissal” – while the law doesn’t list all valid reasons, it implies that termination must relate to work requirements or employee performance/conduct. Unjustified termination (eg, firing someone arbitrarily or for filing a complaint) can be deemed arbitrary (unlawful) dismissal, entitling the employee to compensation. Under the new law, such compensation is capped at three months’ gross salary, which is similar to the previous law’s cap on arbitrary dismissal awards.

Legitimate reasons for termination include redundancy (role no longer needed), poor performance (if documented and after warnings), business downsizing or employee’s inability to meet job requirements – as long as proper procedure and notice are given. The UAE is not strictly a just-cause jurisdiction in the sense of requiring the employer to prove cause in every case, but if the employee challenges the termination, the employer should show it was for a valid work-related reason or the employee’s performance. If the court finds the termination arbitrary (for example, due to discrimination or because the employee filed a legal claim), it can award the statutory compensation in addition to other end-of-service dues.

Termination for Cause

The new Labour Law lists specific grave misconduct that allows an employer to terminate without notice or end-of-service gratuity. These include: the employee committing serious negligence causing material loss (reported within seven days), disobeying safety instructions, revealing trade secrets, committing a crime at work (like theft or assault), harassment at work or repeated intoxication at work, etc.

If an employee is terminated for cause under these grounds, the employer must have a written investigation and evidence. Summary dismissal is a high bar; if the employee disputes it in court, the employer must substantiate the allegation, otherwise the court may convert it to a regular termination with notice and compensation.

Resignation

An employee can resign with notice (30–90 days as per contract). The employer is obligated to accept it and proceed with cancellation of the work permit. If an employee resigns without serving the notice fully, they might have to compensate the employer for the shortfall (wages in lieu of notice). There is no concept of employee “at-will” resignation without notice either – notice is required unless both sides agree to waive it.

End-of-Service Benefits

Upon any termination (dismissal or resignation), an employee with less than one year of service is entitled to an end-of-service gratuity – a lump-sum severance. This is calculated as 21 days’ basic wage per year of service for the first five years, and 30 days’ basic wage per year beyond five years (basic wage excludes allowances).

However, if an employee resigns with less than five years of service under an unlimited contract (as was the old rule) they got a reduced gratuity (this was eliminated in the new law; now resigning or terminating yields the same full gratuity). For fixed-term contracts, resigning before the contract ended used to potentially forfeit gratuity; the new law equalised treatment. Thus, in 2025, regardless of resignation or termination, the gratuity accrues fully unless the firing was for one of the serious causes set out in Article 44 (in which case gratuity can be forfeited).

Notice Period Activities

During the notice period, the law allows an employee one day off per week to search for a new job (when the employer terminates). Both parties are expected to continue obligations during notice. If the employer prefers, it can pay in lieu of notice and end the contract sooner, but the payment should cover what the employee would have earned in the notice period.

Collective Redundancies

UAE law does not have special procedures for group layoffs or collective redundancy. There is no requirement to consult employee representatives or obtain government approval for redundancies (unlike in many European jurisdictions).

Emiratisation

If terminating a UAE national employee, employers must also adhere to any MOHRE rules about notifying the Ministry (since the government tracks Emirati employment). Recent regulations require that termination of Emirati staff be reported and possibly justified, as the government is trying to protect Emirati employees from arbitrary dismissal. Failing to do so could affect company’s compliance status.

There is no legally mandated system of employee representation (such as works councils or labour unions) in the UAE private sector. The UAE labour framework does not require employers to institute employee committees for consultation or give employees a collective voice in management decisions. In fact, trade unions are not currently permitted under UAE law for private sector workers.

In the UAE, there is no federal personal income tax imposed on salaries or wages. This applies to all residency statuses, expatriates and UAE nationals.

There is no payroll withholding tax on things like income, and no requirement for employees to file tax returns (since no income tax). Also, no capital gains tax, no wealth tax and no inheritance tax at the individual level in the UAE. Unlike some GCC countries, the UAE does not impose a formal Zakat (Islamic wealth tax) on companies or individuals. Any such payments are voluntary or personal.

For UAE nationals, employers generally contribute 12.5% of the employee’s gross salary to the General Pension and Social Security Authority (GPSSA), while employees contribute 5%.

Companies doing business in the UAE are subject to the following taxes.

Corporate Income Tax (CIT)

UAE levies CIT on corporations and business entities at a standard rate of 9% on taxable profits exceeding a threshold of AED375,000 (approximately USD102,000). Profits up to AED375,000 are taxed at 0% to support small businesses.

Value Added Tax (VAT)

VAT is levied at 5% on most goods and services. Businesses must register for VAT if their annual turnover exceeds AED375,000. They charge 5% on taxable supplies and can reclaim input VAT on business purchases.

Withholding Tax

The current withholding tax on outbound payments (dividends, interest, royalties) under the UAE tax regime is 0%.

Excise Tax

Applies to specific goods harmful to health or environment: 50% on sugary drinks, 100% on tobacco products and energy drinks.

Pillar Two and Domestic Minimum Top-Up Tax

The UAE is aligning with the OECD’s global minimum tax (Pillar Two). As of the latest legislative updates, the UAE introduced a domestic top-up tax that will apply to large multinational enterprises (with global revenues of EUR750 million or more) via Cabinet Decision No 142 of 2024 on the Imposition of Top-up Tax on Multinational Enterprises to Implement a Domestic Minimum Top-up Tax in the UAE. The domestic top-up tax is expected to align with the GloBE (Global Anti-Base Erosion) rules and may benefit from safe harbour status, though final implementation details are pending.

The UAE has historically attracted investment through a tax-free environment and specific incentives rather than classical tax credits. Key tax incentives and reliefs in the UAE include the following.

0% Corporate Tax for Free Zone Entities

Qualifying income earned by qualifying free zone persons may be subject to a 0% CT rate, provided they meet relevant substance, activity, compliance and other legally prescribed criteria.

Double Tax Treaties

The UAE has signed over 140 double tax treaties, which can provide relief from double taxation and reduce withholding taxes on cross-border payments.

Relief Schemes

The UAE taxation framework provides for several taxation reliefs, especially under the corporate tax regime, such as natural person relief, small business relief, business restructuring relief, etc.

Two of the UAE’s tax regimes permit tax grouping, which are the VAT and corporate tax regimes. Tax groups generally result in member entities being collectively treated as a single taxable entity, provided that the relevant legislative requirements are met. For tax grouping provisions to apply, an application must be made to the UAE Federal Tax Authority requesting its approval on grouping.

Under its corporate tax regime, the UAE has implemented interest deduction limitation rules, consistent with OECD recommendations. Net interest expense is deductible up to 30% of the entity’s EBITDA (earnings before interest, taxes, depreciation and amortisation), subject to a de minimis threshold (currently AED12 million). These rules apply in addition to general deductibility requirements and are intended to prevent excessive debt-financing of UAE entities.

Transfer pricing rules apply in the UAE under the new corporate tax law. The UAE is aligning with OECD Transfer Pricing (TP) guidelines to ensure that transactions between related parties are conducted at arm’s length (fair market value).

Companies in UAE must price intercompany transactions at arm’s length and maintain documentation proving that. They must also report related-party dealings in their returns and provide master and local files if meeting thresholds. The introduction of CIT made this necessary to protect the tax base and comply with global transparency norms. UAE-headquartered multinationals will also have to file CbC Reports (the UAE already mandated country-by-country reporting for large groups as part of BEPS Action 13, via Cabinet Resolution since 2019, for groups with global revenue greater than or equal to EUR750 million, typically filed with MoF if ultimate parent is UAE-based – companies like some big Emirates-based MNEs have complied).

The UAE has put in place anti-tax-evasion and general anti-avoidance measures as part of its new tax framework. While the tax system is straightforward and low-rate, authorities are vigilant against deliberate evasion or abusive arrangements. Key anti-evasion provisions include the following.

General Anti-Abuse Rule (GAAR)

The UAE has adopted general anti-abuse rules (GAAR) as part of its corporate tax framework. These rules empower the Federal Tax Authority to disregard or recharacterise arrangements that are determined to be primarily tax motivated and lacking commercial substance.

Criminal Tax Evasion

Tax evasion is characterised as a criminal offence in the UAE, subject to monetary fines of up to 300% of the evaded taxes and/or imprisonment.

Administrative Penalties

The FTA can impose fines for:

  • late filing;
  • inaccurate returns; and
  • failure to keep records.

Global Transparency and Reporting

The UAE shares tax data under CRS and OECD rules. UAE banks report account details to foreign tax authorities.

The UAE is part of the Gulf Co-operation Council (GCC) Customs Union and imposes customs tariffs on imports in line with common GCC rates. The general tariff rate is 5% on most imported goods. This 5% customs duty is calculated on the CIF (cost, insurance, freight) value of goods. There are some important exceptions and specifics:

  • alcoholic beverages – 50% import duty (additionally, the UAE levies a 50% excise tax on alcohol at point of sale in many emirates, and local municipalities impose fees on alcohol sales); and
  • tobacco products – 100% customs duty (plus UAE imposes a 100% excise tax internally on tobacco). This extremely high tariff reflects both revenue-generation and public health intent, making imported cigarettes and shisha tobacco much pricier.

Many essential or strategic imports are duty-free or 0%:

  • food staples – several basic food items (rice, flour, baby milk, etc) are exempt from customs duty to lower living costs;
  • medicines and medical equipment – often 0% duty to ensure affordable healthcare;
  • capital machinery and parts for industry – in some cases, heavy machinery or specific parts can be exempt;
  • imports for free zones – goods imported into a free trade zone are not charged customs duty unless they enter mainland UAE; and
  • re-exports – if goods are imported and then re-exported out of GCC, businesses can get duty drawback (refund).

The UAE via the GCC has free trade agreements (FTAs) that eliminate or reduce tariffs with certain partners.

Merger control in the UAE is governed by Federal Decree-Law No 36 of 2023 on the Regulation of Competition, which repealed and replaced the earlier 2012 law. The regime establishes a mandatory, suspensory filing requirement for certain economic concentrations.

The law applies to any transaction constituting an economic concentration, defined as:

  • a full or partial transfer of ownership or usufruct over rights, shares, stocks, obligations or assets of an establishment;
  • any such transfer that leads to direct or indirect control by one establishment (or group) over another; and
  • this includes mergers, acquisitions and potentially joint ventures where such control is acquired.

The regime has extraterritorial reach and applies to all economic activities conducted within or affecting the UAE, including practices outside the UAE that have an impact on domestic competition.

Notification is required at least 90 days prior to completing the transaction, where either of the following applies:

  • combined annual UAE sales exceed AED300 million (approximately USD 81.7 million) during the last fiscal year; or
  • combined UAE market share exceeds 40%.

The Ministry has 90 days, extendable by 45 days, to decide. Silence equals rejection – ie, no response within deadline means a deemed refusal.

Failure to notify may attract:

  • fines of 2–10% of UAE revenues from the relevant goods or services; or
  • fixed fines between AED500,000 and AED5 million if revenues cannot be determined.

Federal Decree Law No.36 of 2023 governs anti-competitive agreements and practices in the UAE. This law prohibits both horizontal and vertical restraints – covering agreements between competitors and arrangements across the supply chain – if their object or effect is to distort, restrict or reduce competition. Key prohibited practices include:

  • price fixing, resale price maintenance;
  • market or customer allocation;
  • bid rigging;
  • production or supply restrictions, and
  • exchange of sensitive information among competitors.

These rules apply to any “agreements” or “concerted practices”, whether written, oral, implicit or explicit, and regardless of the parties’ market share.

The law applies to:

  • all undertakings, including branches and associated entities, carrying out economic activity within the UAE; and
  • any conduct outside the UAE that has foreseeable competitive effects within the UAE domestic market.

Unlike the 2012 law, there is no de minimis market share exemption. All anti‑competitive agreements – even by small or medium enterprises – are caught.

Federal Decree Law No 36 of 2023 prohibits two distinct forms of unilateral market power abuse

Abuse of a Dominant Position

An undertaking is deemed “dominant” if it possesses a market share exceeding a certain percentage and the ability to influence prices or outputs in the relevant market. Prohibited forms of abuse include:

  • imposing unfair pricing or resale conditions;
  • predatory pricing – selling below cost to exclude competitors;
  • discrimination between customers;
  • forcing exclusive dealing;
  • unjustified refusal to deal;
  • unjustified limitation or refusal of sale or purchase;
  • tying or bundling unrelated goods/services;
  • publishing misleading information; and
  • capacity restriction, manipulation of production, markets or innovation

Abuse of Economic Dependence

This new provision addresses conduct by undertakings that exploit a counterparty’s lack of alternatives in marketing or supply. Prohibited actions mirror those in dominant position abuse: price imposition, discrimination, exclusive dealing, unjustified refusals, tying, limiting production, etc.

A standalone offence occurs where a party sets prices significantly below cost, intending to:

  • exclude existing competitors; or
  • prevent new entrants

These provisions target conduct that has, or may have, the effect of distorting, impeding, restricting or nullifying competition in the UAE, regardless of where the conduct occurs or where its effects are felt, provided there is an impact on UAE markets.

UAE Federal Law No 11/2021 on the Regulation and Protection of Industrial Property Rights defines a patent as a deed protecting creative idea that the inventor comes up with in any technical field in relation to a product or a method of manufacture or both and which in practice offers a new addition or solves a particular problem in such a field. A patent grants the inventor 20 years’ protection from the filing date, subject to timely annual renewals.

Patent applications are submitted through the Ministry of Economy’s e services portal. Once allowed, the application is published in the Industrial Property Bulletin and a 60‑day opposition period applies. Standard processing takes approximately seven months to formal grant, and 42 months including substantive review.

Enforcement is through UAE civil courts and specialised IP courts (in Dubai and Abu Dhabi). Relief may include:

  • interim and final injunctions;
  • ex parte conservatory orders, including seizure of infringing goods or equipment;
  • damages, account of profits, or both; courts may appoint technical experts;
  • destruction or confiscation of infringing products; and
  • criminal sanctions (fines of AED100,000–1 million and/or imprisonment) for deliberate infringement or document falsification.

UAE Federal Decree-Law No 36/2021 on trade marks defines a trade mark as everything that takes a distinctive shape of names, words, signatures, letters, symbols, numbers, addresses, seals, drawings, pictures, engravings, packaging, graphic elements, forms, colour or a combination thereof, a sign or a group of signs, including three-dimensional marks, hologram marks, or any other mark used or intended to be used to distinguish the goods or services of a facility from the goods or services of other facilities, or to indicate the performance of a service, or to conduct monitoring or examination of goods or services. A distinctive sound or smell may be considered as a trade mark.

Registration provides the exclusive right to the mark for ten years from the filing date, renewable indefinitely for further ten-year terms.

Applications are filed online with the Ministry of Economy. The Ministry conducts a formal examination (30–90 days). If passed, the mark is published in the Official Gazette, triggering a 30‑day opposition window. Typical registration takes three to six months.

Registered marks are protected only within the UAE territory and within the registered classes. Remedies include:

  • injunctions (interim and final) via civil courts or administrative tribunals;
  • customs recordal to prevent import of counterfeit goods;
  • damages and/or account of profits, with technical expert evidence as needed;
  • seizure or destruction of infringing goods; and
  • criminal sanctions for wilful infringement, including fines and imprisonment.

UAE Federal Law No 11/2021 on the Regulation and Protection of Industrial Property Rights defines industrial design as any 2D or 3D decorative or aesthetic composition giving a special design that can be used as an industrial or artisan product. It grants the owner the exclusive right to prevent third parties from making, importing, selling or using products carrying the protected design. Protection lasts for 20 years from the filing date, provided annual renewal fees are paid.

Applicants submit an application through the Ministry of Economy’s portal. The Ministry conducts a formal examination within 90 days, requiring corrections if needed. Once accepted, the design is published in the Industrial Property Bulletin.

Enforcement is available through UAE civil courts (including specialised IP tribunals). Available remedies include:

  • interim and final injunctions;
  • seizure or destruction of infringing products;
  • damages or account of profits, supported by technical expert evidence;
  • customs recordal to block imports; and
  • criminal penalties for wilful infringement or falsification – fines of at least AED100,000 and possible imprisonment.

Under UAE Federal Decree-Law No 38/2021 on Copyrights and Neighbouring Rights, copyright relates to both economic rights (eg, reproduction, distribution, public performance, communication to the public, translation, adaptation, rental, lending) and moral rights (eg, attribution, integrity, first publication, withdrawal) in original literary, artistic, musical, audiovisual, architectural, software and other creative works.

Economic rights endure for the author’s lifetime plus 50 years from the first January following their death. Collective works, anonymous or pseudonymous creations, posthumous publications, performers’ performances, phonograms and broadcast recordings typically enjoy 50 years of protection from first publication, fixation, or broadcast. Applied art works are protected for 25 years from initial publication.

Copyright protection arises automatically upon creation and fixation; registration is optional but may bolster enforcement. Enforcement may be pursued through:

  • civil courts or IP tribunals, with summary and full proceedings available;
  • interim measures, including ex parte orders to stop publication, seize copies and profits, and preserve evidence.

Final remedies:

  • injunctions to restrain infringing acts;
  • damages, account of profits, or both;
  • destruction or confiscation of infringing copies; and
  • criminal sanctions for wilful infringement: initial penalties are two months of imprisonment and AED10,000–100,000 fine; repeat offences attract up to nine months and AED500,000–1 million, plus seizure, confiscation and possible business closure or publication of the conviction.

UAE law recognises software as a copyright-protected literary work. Databases, whether compiled data or electronic systems, are also protected, both under copyright and, where applicable, under sui generis rights. Software code (source and object) and databases (structure, selection, ordering) fall within copyright protection, which arises automatically upon creation and fixation.

The UAE does not have a single federal trade secrets law. Instead, confidential information, even if not registerable, is protected under the Civil Code, the Penal Code, the Labour Law, the Commercial Companies Law and the Patent Law.

Traditional UAE courts do not typically grant permanent injunctions in trade secrets cases, but may order confiscation of materials, fines and civil relief.

Federal Decree-Law No 45 of 2021 on the Protection of Personal Data (PDPL), effective 2 January 2022, provides the primary federal framework for personal data protection in the UAE. It is complemented by sector-specific legislation and free-zone regimes such as DIFC and ADGM.

Although PDPL enforcement is pending activation of Executive Regulations, penalties will range from AED50,000 to AED5 million, including administrative sanctions and remediation orders by the UAE Data Office.

The PDPL closely mirrors the GDPR, requiring lawful, fair and transparent data processing, purpose limitation, data minimisation, accuracy, storage limitation and security measures. Data subjects are granted rights to:

  • access, rectify, delete, restrict processing and receive a copy of their data;
  • object to automated processing;
  • withdraw consent; and
  • lodge complaints with the UAE Data Office, subject to a 30-day resolution timeline.

The law empowers the UAE Data Office to issue Executive Regulations, which are essential for operationalising key obligations and enforcement mechanisms. Although the PDPL entered into force on 2 January 2022, enforcement was to follow after issuance of the Regulations, but full implementation has been delayed until these Regulations are formally released. This delay has resulted in a grey zone of limited formal enforcement.

PDPL establishes broad territorial and extraterritorial jurisdiction. The law applies to:

  • processing conducted within the UAE, regardless of the origin of the controller or processor, whether domestic or foreign; and
  • processing outside the UAE, where it involves personal data of individuals residing or conducting business in the UAE, even if the controller or processor is established abroad.

Thus, a foreign company collecting or processing data from UAE-based individuals must comply with the PDPL, even with no physical presence in the UAE.

The DIFC and ADGM Regulations maintain GDPR‑level regimes. These apply to all controllers and processors operating within those zones, including overseas entities that process data pertaining to those jurisdictions.

The UAE Data Office, which is formally established but is not yet fully operational in enforcement, will serve as the UAE’s federal data protection authority. It will enforce the PDPL and oversees data protection compliance across the UAE.

The UAE Data Office is empowered to:

  • draft and review policies, Executive Regulations, guidelines and codes of practice implementing the PDPL;
  • issue binding decisions on administrative matters such as breach notification standards, adequacy and standard contractual clauses for international transfers, and data subject rights;
  • receive and resolve complaints and grievances from data subjects;
  • supervise compliance, including conducting audits, investigations and site inspections; and
  • impose administrative sanctions, issue corrective/remediation orders, and refer cases for criminal prosecution when warranted.

The UAE’s legal landscape is dynamic, and several significant reforms are on the horizon across the fields discussed, as the country continues to modernise its business environment.

Foreign Investment and Corporate Law

Having removed most foreign ownership restrictions, the UAE will likely focus on fine-tuning this liberalised regime. Clearer foreign investment screening procedures may be seen for the few strategic sectors that remain sensitive. The UAE is also crafting a new federal investment law to streamline all recent changes, however, no major new restrictions are expected, rather, the trend is continued openness.

Efforts to attract targeted FDI in sectors like clean energy, technology and manufacturing can be expected, through incentives rather than ownership limits.

Employment Law

Following the 2022 labour law overhaul, the UAE’s employment framework is largely stabilised, though further refinements could take place to address further work models.

Legislative updates may further address paternity leave, currently limited to five days, and refine rules around flexible work, gig economy roles and platform workers.

Tax Law

The corporate tax regime is brand new (effective mid-2023 for many businesses), so 2025–2026 will see the issuance of detailed executive regulations and clarifications. Businesses can expect a stream of guidance notes from the Federal Tax Authority on complex areas like transfer pricing, free zone conditions and implementation of the Pillar Two global minimum tax.

Competition Law

A major reform occurred with Federal Law 36 of 2023 (effective early 2024) which updates the competition regime. Looking forward, businesses should be prepared for more active antitrust enforcement.

The Ministry of Economy is establishing a new Competition Regulation Committee, per the new law, to oversee compliance. More merger reviews are anticipated, and possibly the first penalties for cartels or abuse of dominance in coming years as the Ministry flexes its enhanced powers.

Intellectual Property

The UAE overhauled its IP laws in 2021, and the focus now is on implementation. This includes setting up the Patent Grievance Committee, digitising patent procedures and possibly joining international systems like the Patent Prosecution Highway. In trade marks and copyright, enforcement is expected to improve, with new mechanisms such as collective rights management and deeper co-operation with customs. The UAE may also join additional WIPO treaties. As digital and AI sectors grow, further clarity on software, data and trade secrets is likely, alongside expansion of specialised IP courts and judicial training.

Data Protection and Tech Laws

In 2025–2026 the UAE Data Office may become more active, issuing further guidance, perhaps conducting audits of companies’ compliance.

Clarifications on cross-border data transfers are anticipated (eg, a list of countries deemed adequate for personal data export may be released, simplifying compliance).

Broader digital regulation is also anticipated: a federal virtual assets law may follow Dubai’s VARA framework, and AI governance may emerge via policy.

Environmental and ESG Laws

With the UAE hosting COP28 (in late 2023), there is momentum for environmental regulation. New climate-related laws or amendments might be seen, for example, mandates on reporting carbon emissions for certain industries, incentives for renewable energy investments (the UAE already has initiatives, but legal frameworks for carbon trading or green finance could emerge).

Extended Producer Responsibility (EPR) for waste might be instituted in the packaging/plastics sector (aligning with global trends).

“Personal Law” for Expatriates

Not directly business-related, but worth noting, the UAE in 2022 issued a new federal Personal Status Law for Non-Muslims (effective 2023) that modernises family law for expats (civil marriage, etc). The continued liberalisation in social laws (like recent changes allowing consensual cohabitation, alcohol permission) improves the overall environment for expatriates and businesses.

In future, the UAE might harmonise some civil laws across free zones and mainland to ensure clarity for foreign investors (DIFC has its own employment and data laws, which could be interestingly cross-influenced by federal law trends, though likely to remain separate jurisdictions).

Corporate Transparency

Following global standards, the UAE introduced UBO rules in 2020; going forward, expect stricter enforcement of economic substance and anti-money laundering rules in the corporate sphere. The government might establish a public (or at least accessible to stakeholders) UBO registry to enhance transparency (this is speculated as the UAE responds to FATF recommendations after being removed from the “grey list”).

Dispute Resolution and Legal Infrastructure

The UAE is continuously upgrading its judicial infrastructure to be world-class. The civil procedure law was updated in 2022. In addition, the trend of consolidating and modernising laws (new laws were seen in 2021 on evidence, civil procedures, etc) may continue: watch for a possible new Commercial Transactions Code to refine processes after a few years of use.

In essence, the near future in the UAE will be about implementation and refinement of the major reforms done between 2018–2022:

  • in foreign investment and corporate spheres, no reversal of 100% ownership policy;
  • in taxation, fully embedding corporate tax with investor-friendly tweaks; and
  • in the labour market, balancing flexibility with Emirati workforce inclusion.

The UAE government’s strategies (eg, UAE Centennial 2071, UAE 2031 Vision) all point toward a more competitive, diversified economy. Legally, this translates to ongoing reforms to align with global standards. Further sector-specific regulations are expected to develop growth sectors.

Habib Al Mulla & Partners

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+971 4 423 0000

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Trends and Developments


Authors



Habib Al Mulla & Partners was founded in 1984 and is a market-leading law firm headquartered in Dubai, with offices in Abu Dhabi, Istanbul, Moscow, Baghdad, Cairo and New Delhi. The firm brings together a team of 50+ lawyers who provide tailored legal advice across over 14 areas of practice and serve clients in industries, ranging from finance and construction to energy and technology. Renowned for its strength in dispute resolution, regulatory work and cross-border transactions, the firm is consistently highly ranked, affirming its position among the region’s top-tier firms. Dr Habib Al Mulla, the firm’s founder, is one of the UAE’s most prominent legal figures and was instrumental in shaping major legislative reforms. His vision helped establish the Dubai International Financial Centre (DIFC) – the UAE’s first financial free zone – solidifying the firm’s legacy as a pioneer in legal and regulatory advancement in the Middle East.

Having marked its 54th anniversary in 2025, the UAE has stepped into another year of intense development and enhancement. As the local market follows global trends with an increasing number of businesses bringing their headquarters and operations to the region, as well as local businesses furthering their cross-border expansion, the UAE regulatory landscape evolves to offer a reliable platform meeting the aspirations of the first-time entrepreneurs and expectations of sophisticated global players.

One of the ten principles formulated in 2021 as the focus areas within the “Principles of the 50”, being the country’s national strategy for the years until 2071, provides that “...the economic development of the country is the supreme national interest, and all state institutions, in all fields and across different federal and local levels, shall bear the responsibility of building the best global economic environment and maintaining the gains achieved over the past 50 years”.

The UAE jurisdiction traditionally offers a number of benefits such as relatively low taxation, low inflation and a stable currency (pegged to the US dollar). Additionally, modernisation and alignment with global standards is seen in a variety of sectors, and is demonstrated in all the aspects of business activities, from investment planning and market entry, to further regulatory aspects, compliance, taxation, financing, assets and creditor protections, and other matters. Below we address the topics that prove to be some of the most frequently discussed in current and recent analyses.

Digitalisation/Innovation

In order to address the global trend for innovation, the UAE has taken a course towards digitalisation. The country actively implements new technologies across various sectors, aiming to provide forward-looking sustainable and efficient solutions to the businesses establishing their presence in the region.

Technology is being implemented to speed up, simplify and automate processes, including in the regulatory field. The UAE has recently announced its decision to use AI for drafting and reviewing laws and regulations, making it the first country globally to undertake the task and apply technology in such a sensitive matter. To serve this purpose, the Cabinet has recently established the Regulatory Intelligence Office, which will be responsible for implementing the initiative.

Investments

With a 48% increase on the previous year, the amount of new foreign direct investment into the country secured for the UAE the second place in global rankings, with the US taking the lead. Guided by the development plan presented by the President His Highness Sheikh Mohammed bin Zayed Al Nahyan, the country is aiming to attract further investments amounting to AED1.3 trillion over the coming six years. The legislation follows the expansive approach to offer new instruments to interested stakeholders.

The importance of attracting foreign direct investment has also been addressed at the highest level by establishment of the Ministry of Investments in 2023, aimed at structuring the approach to various initiatives, suggesting a national FDI strategy, and forming a platform for an inclusive dialogue. The Ministry is to play pivotal role in developing a regulatory background for the field in order to address the demands of the fast-changing global investment climate.

Maintaining its traditional status of a low-tax jurisdiction, the UAE has made a move to further liberalise its entry rules for foreign direct investors by amending the UAE Commercial Companies Law and allowing 100% foreign ownership for mainland companies for most business sectors, thereby abandoning a long-standing requirement for a local controlling (51%) partner. Exceptions are still preserved for a number of sensitive fields, such as, for example, oil and gas, telecoms and utilities. In some instances, a foreign investor could still benefit from engaging a local partner, so the decision on the ownership structure would usually be taken upon assessment.

Freezone-registered companies, previously limited in their operations to the relevant jurisdictions, have received a right to operate in mainland Dubai without establishing a local branch. This new option is available to companies running certain listed activities, and requires obtaining a permit from the Dubai Department of Economy and Tourism (DET).

Further, there is a trend for lowering the fees related to company formation and obtaining operational licences, especially in the freezones. The move is paired with a number of offers provided to certain types of businesses (eg, tech and innovation), which are aimed at attracting more start-ups and allowing them a faster and simplified track to taking off.

In line with the above benefits, there remain a number of areas for improvement, calling for further adaptation, such as, for example, regulatory background for operations of the mainland companies, especially relating to corporate governance, share transfers and shareholders’ rights. Certain challenges could be addressed by the parties securing their interests in a contractual manner as the regulations allow application of English law, traditionally used in international investment arrangements. Some jurisdictions within the UAE, being financial freezones (Abu Dhabi Global Markets (ADGM) and Dubai International Financial Centre (DIFC)), offer traditional flexibility and protections due to direct or indirect application of the English law and common law principles. However, in situations which still require the parties to follow public procedures or engage with public sources, such as, for example, engaging a notary for share transfers, navigating inheritance matters for Muslims with application of Sharia laws, or performing due diligence, certain processes may appear more challenging and time consuming. Current solutions lie primarily in the field of structuring. We anticipate that the practice will further adapt to pick up on speed and flexibility when the market presents a sufficiently pressing number of requests.

Compliance/AML/Taxation

The recent focus of the authorities is also on increasing transparency of business practices, which reflects in enhanced sophistication of procedures such as AML, KYC and others. Implementation and enforcement of these rules has demonstrated the UAE’s commitment to global compliance standards and was recently internationally recognised by removal of the UAE from the “grey list” of the Financial Action Task Force (FATF).

Another act of the commitment of the country to prevent tax avoidance and money laundering was exercised in the field of taxation. In 2023, the UAE introduced a 9% corporate tax for companies with profits exceeding AED375,000. This measure was further followed by the introduction of a 15% tax applicable to multinational enterprises, the group revenue of which is equal to or exceeds EUR750 million, effective from 1 January 2025. The latter was performed to bring the UAE in line with the Global Anti-Base Erosion (GloBE) Model Rules (Pillar Two) as initiated as a part of the OECD G20 Base Erosion and Profit Shifting Project.

Sanctions

The UAE is in line with international sanctions regulations enforcing, on an ad hoc basis, the restrictions introduced by the United Nations Security Council, as well as ensuring clearance against the UN Consolidated List and a local list of terrorist individuals, entities and groups (Local Terrorist List). Businesses are also advised to undertake measures to monitor and preserve continuous compliance with any foreign sanctions regulations as may be applicable to particular entities located in the UAE, especially those being branches or subsidiaries of foreign companies, being otherwise owned or controlled by a foreign person, or having foreign management. Albeit resident in the UAE, such businesses may be subject to cross-border application of foreign sanctions regulations by presence of a nexus as may be imposed by a foreign country, with the relevant civil and criminal liability attached to the regulated persons. We also note that the same aspect of cross-border sanctions application often reflects in practice on the local businesses disengaging from activities sanctioned by a foreign country in order to avoid risks of secondary sanctions, or applying enhanced due diligence to individuals from certain jurisdictions resulting in more highly scrutinised and lengthy clearance processes.

Commercial

With the market progressively engaging with global operations, the UAE has secured its international ties throughout the years to facilitate its involvement in international trade. In addition to becoming a member of international organisations such as the WTO, the country has furthered its strategic ties by becoming a party to international multilateral agreements (eg, GAAT) and entering into bilateral treaties.

This practice demonstrates multiple examples of collaboration in a variety of forms, including long-term trade and agency contracts, enhanced engagement via franchising and licensing, and scaling up to, amongst others, cross-border contractual and equity joint ventures.

Relatively recent regulatory changes have also marked a more balanced approach to commercial agencies, the latter being one of the key tools used by foreign businesses seeking access to UAE customers. With its traditionally protectionist approach, the old law used to stand by local agents, primarily UAE nationals or companies (or businesses controlled by the same), in its defences against foreign principals. Such defences were aimed at maintaining the relationship long-term and ensuring exclusivity for the agent being a point of entry to the market. The new Commercial Agency Law, introduced in 2023, suggests flexibility to the parties in the course of their relationship and allows more discretion on various aspects of collaboration, such as termination, dispute resolution and protections during disputes, among others.

IP Protection/Virtual Assets

In line with enhancing protections in other fields, the country’s approach to protection of IP rights has been listed amongst the strategic priorities for regulatory development. The UAE partners with the global institutions such as the World Intellectual Property Organization (WIPO), and participates in international treaties and conventions to synchronise with unified practices.

The Ministry of Economy, being the principal regulatory and registration body, offers tools allowing registration of trade marks, copyright and patents though the Ministry’s website. An additional framework has been implemented for a certain type of IP assets, such as virtual assets, to address higher associated risks, including AML, and ensure security of investment in the relevant assets. Thus, the field, which includes virtual assets, cryptocurrency and blockchain technology, is regulated and supervised by a separate body, the Dubai’s Virtual Assets Regulatory Authority (VARA), established in 2022, in co-operation with the Emirates Securities and Commodities Authority (ESCA), to cover operations across the Emirate of Dubai (excluding DIFC).

Dispute Resolution

In recent years, following geopolitical shifts, enhancement of local regulations and promotion of alternative dispute resolution practices, the UAE has experienced a significant increase in the number of cases heard by locally present fora.

In addition to traditional state courts, the UAE offers other flexible and business-friendly solutions, being arbitration and mediation. Businesses may also benefit from addressing their disputes to the specialised courts such as, for example, long-standing commercial courts or recently established bankruptcy courts, with specialised industry experts acting as judges overseeing the case.

The UAE authorities aim to improving speed, accessibility and efficiency of the proceedings by adopting new regulations (eg, 2023 amendments to the Arbitration Law), implementing digital solutions, such as remote hearings and electronic case filing systems, expanding the use of English language in addition to Arabic, and revising fees.

DIFC and ADGM courts, being state courts, often serve as a forum of choice for international businesses alongside the arbitration fora, being Dubai International Arbitration Centre (which replaced the DIFC-LCIA (London Court of International Arbitration)), the International Court of Arbitration of the International Chamber of Commerce (ICC Court) (via its case management office in Abu Dhabi), and the Abu Dhabi International Arbitration Centre (Arbitrate AD).

It is becoming increasingly common to see parties use mediation as a standalone or combined (followed by litigation or arbitration) form of dispute resolution. Mediation allows an amicable, flexible and friendly solution, which may be a preference to the parties, especially where a dispute involves sensitive matters or high-profile participants and personal relationships between them. To support the trend, in 2021 the UAE adopted the Federal Law on Mediation for the Settlement of Civil and Commercial Disputes, providing a regulatory background and legal framework for the developing institution. This was further followed by the establishment of the Mediation Hub MENA, a non-profit organisation, with the aim to further promote mediation.

The choice of dispute resolution mechanism remains dependent on the particular relationship and balance of negotiation powers, as well as additional considerations, such as the amount of potential claim, number of parties, confidentiality, profile of the partners, judgement challenging perspectives and budget, among other things, and requires a tailored strategy.

Final Remarks

In recent years, the UAE has demonstrated a strategic and visionary approach, supported by a commitment to be a host for initiatives and innovation, offering a cross-cultural and multinational environment, governmental support and adaptive logistics. The regulatory landscape is to follow the lead and provide the tools necessary for securing flawless execution. We anticipate the strategic focus to be on the UAE securing its leadership position amongst the GCC countries and beyond, and welcoming forward-looking opportunities to achieve this goal.

Habib Al Mulla & Partners

14th Floor, O14 Tower
Al Abraj Street
Business Bay
Dubai
UAE

+971 4 423 0000

info@habibalmulla.com www.habibalmulla.com
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Law and Practice

Authors



Habib Al Mulla & Partners was founded in 1984 and is a market-leading law firm headquartered in Dubai, with offices in Abu Dhabi, Istanbul, Moscow, Baghdad, Cairo and New Delhi. The firm brings together a team of 50+ lawyers who provide tailored legal advice across over 14 areas of practice and serve clients in industries, ranging from finance and construction to energy and technology. Renowned for its strength in dispute resolution, regulatory work and cross-border transactions, the firm is consistently highly ranked, affirming its position among the region’s top-tier firms. Dr Habib Al Mulla, the firm’s founder, is one of the UAE’s most prominent legal figures and was instrumental in shaping major legislative reforms. His vision helped establish the Dubai International Financial Centre (DIFC) – the UAE’s first financial free zone – solidifying the firm’s legacy as a pioneer in legal and regulatory advancement in the Middle East.

Trends and Developments

Authors



Habib Al Mulla & Partners was founded in 1984 and is a market-leading law firm headquartered in Dubai, with offices in Abu Dhabi, Istanbul, Moscow, Baghdad, Cairo and New Delhi. The firm brings together a team of 50+ lawyers who provide tailored legal advice across over 14 areas of practice and serve clients in industries, ranging from finance and construction to energy and technology. Renowned for its strength in dispute resolution, regulatory work and cross-border transactions, the firm is consistently highly ranked, affirming its position among the region’s top-tier firms. Dr Habib Al Mulla, the firm’s founder, is one of the UAE’s most prominent legal figures and was instrumental in shaping major legislative reforms. His vision helped establish the Dubai International Financial Centre (DIFC) – the UAE’s first financial free zone – solidifying the firm’s legacy as a pioneer in legal and regulatory advancement in the Middle East.

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