Dubai International Financial Centre (DIFC) is the most important free zone in the financial industry. Foreign investors opening companies in DIFC can choose between several types of companies, among which special purpose vehicles/special purpose companies (SPVs/SPCs). Foreign enterprisers can establish SPVs in DIFC in accordance with the provisions of the Special Purpose Company Regulations of 2008.
It must be noted that being used for certain purposes related to the financial industry, SPCs can only be established in Dubai International Financial Centre and will follow the regulation imposed by the DIFC Authority.
Our Dubai company formation representatives can offer more information on the legislation applicable to special purpose vehicles in DIFC.
How to set up a special purpose company in DIFC?
Among the types of structures that can be used for setting up a special purpose company in DIFC, only the private company limited by shares can be employed as a special purpose vehicle. This type of entity will benefit from several advantages not granted to other companies established in the Dubai free zone. Its registration will be completed with the DIFC Authority based on the Memorandum and Articles of Association which must state the specific objects of activity of the SPV. The Dubai SPV must be registered for carrying out financial activities only.
Characteristics of a SPV in Dubai International Financial Centre
Special purpose vehicles are not subject to the legislation applicable to other types of companies in the DIFC as it follows:
- the SPV is not required to have a physical office in DIFC, but only a registered address;
- the SPC must not file audited accounts;
- the shareholders of a SPC must not hold an annual general meeting.
The DIFC special purpose company is also subject to several restrictions, among which:
- it cannot be used as a holding company;
- it cannot undertake commercial activities;
- it cannot act as a general partner in a partnership used for investment purposes;
- the maximum number of shareholders in a SPC is limited to three.
Also, the DIFC SPV must appoint a corporate service provider who was previously licensed by the DIFC Authority and who will manage the special purpose company.
For complete information and assistance in setting up a SPV in DIFC, please contact our company registration agents in Dubai.