ADGM Registration Authority – Overview of Fees 2025 (Schedule of Fees)

Official Guide of 2025 · ADGM · in force

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§Preamble

Registration Authority

Overview of Fees 2025

Version Date: January 2025

§1 — Introduction

This document provides and overview of the fees currently applicable for services offered by the Registration Authority of ADGM. All fees specified in this schedule are in US dollars (unless otherwise specified).

§2 — Available Payment Methods

Credit Card Payment

We recommend that payments are made to the Registration Authority using our secure credit card facility within the Online Registry Solution. You will be prompted to make a payment once you have completed the required fields in an application. Currently only Visa and Mastercard are accepted through the Online Registry Solution.

Bank Transfer

Should an organisation wish to use the Bank Transfer facility to make payments for services, please adhere to the following guidelines to avoid any delay in processing your application.

1. When completing the transfer, where possible please include within the reference for payment field: o Company name (of applicant) o Service that is being applied for o Once the transaction has been completed, please inform a member of the Registration Authority that this transfer has been successful, and if possible, provide a copy of the receipt of transfer. o Inform our accounts receivables team of the payment including details of the service paid for (AccountsReceivables@adgm.com)

The Registration Authority will not commence processing of any application until such time that payment has been successful and received within the account. By following the above steps, any potential delays in tracing payments may be avoided.

Notes:

Conversion Rate: 1US$ = AED 3.6725

Alternatively, you can contact the Registration Authority directly:

Opening Hours 8:30am to 4:30pm (Monday to Thursday) 8:30am to 1:00pm (Friday)

Contact Number T +971 2 333 8888

Email RA@ADGM.com

§3 — Types of Entities

The following types of legal persons and arrangements (entity types) are available within ADGM:

Entity Type Legal Form Description Company Public Company Limited by A company that has share capital and the liability of each Shares member of the company is limited to the amount unpaid on their shares. A public company may offer shares for sale to the general public and may be quoted on a stock exchange.

Private Company Limited A company that has share capital and the liability of each by Shares member of the company is limited to the amount, if any, unpaid on their shares. As a private company, it cannot offer its shares for sale to the general public.

Private Company Limited A company that does not have a share capital and whose by Guarantee members are guarantors rather than shareholders. The liability of each member of the company is limited to the amount they agree to contribute to the company’s assets if it is wound up. As a private company, it cannot offer its shares for sale to the general public.

Private Company Unlimited A company that has share capital and the liability of each with Shares member of the company is unlimited. As a private company, it cannot offer its shares for sale to the general public.

Private Company Unlimited A company that does not have share capital and the liability without Shares of each member of the company is unlimited. As a private company, it cannot offer its shares for sale to the general public.

Protected Cell Company A corporate structure in which a single legal entity is comprised of a core and several cells that have separate assets and liabilities. Each cell is independent of each other and of the company’s core, but the entire unit is a single legal entity.

Incorporated Cell Company A corporate structure comprised of a core and several cells where each cell is incorporated as a separate legal entity (an Incorporated Cell).

Incorporated Cell A Public Company Limited by Shares, Private Company Limited by Shares or Private Company Unlimited with Shares which is the cell of an Incorporated Cell Company.

Investment Company A Public Company Limited by Shares, Private Company Limited by Shares or Private Company Unlimited with Shares which carries on the business of investing the pooled capital of investors in financial securities. It can be

an Open Ended Investment Company or a Closed Ended Investment Company.

Branch of a Foreign A branch of company incorporated or formed outside of Company ADGM, whether under the federal or local laws of the United Arab Emirates, or the law of the country or territory who is registered and licensed to operate in ADGM.

Partnership Limited Liability Partnership A partnership structure under which each partner’s liability is (LLP) limited to that of their interest in the partnership only (and their personal assets are therefore protected from debts or liabilities incurred by the other partners).

Branch of Foreign LLP A branch of an LLP incorporated or formed outside of the ADGM.

General Partnership An arrangement under which partners conducting a business jointly have unlimited liability, which means their personal assets are liable to the partnership's obligations.

Branch of Foreign General A branch of a General Partnership formed or incorporated Partnership outside of the ADGM.

Limited Partnership An arrangement under which two or more partners unite to jointly conduct a business in which one or more of the partners is liable only to the extent of the amount of money that partner has invested.

Branch of Foreign Limited A branch of a Limited Partnership formed or incorporated Partnership outside of the ADGM.

Foundation Foundation A foundation is a legal entity established by a founder which has its own legal personality and holds assets in its own name on behalf of beneficiaries. A foundation must be established with one or more objectives, which must be lawful.

DLT Foundation DLT Foundation Legal structure with its own legal personality tailored for blockchain foundations, DAOs, and Web3 entities.

Business Activities

The licensing fees charges vary depending on the category of permitted business activities which the entity carries on:

• Financial Business Activities (Category A);

• Non-Financial Business Activities (Category B);

• Retail Business Activities (Category C).

The detailed list of business activities for each category can be found here.

Specific fees also apply to certain entity classifications and business activities:

• Specialised Fees apply to:

Specialised fees are applicable to company types who carry on certain specified activities and thus are subject to different pricing than standard entities o Professional Membership Organisations;

o Companies or Partnerships entering into Insurance Contracts as a Principal (Captive Insurers only); o Investment Partnerships;

o General Partners of Investment Partnerships;

o Open Ended Investment Companies;

o Closed Ended Investment Companies; and o Special Purpose Vehicles.

• Incentivised Business Fees apply to:

Incentivised fees are granted based on specific eligibility criteria with the objective of supporting initiation and acceleration of specific sectors and business activities; incentivised fees apply for a specified duration only, after which the companies revert to paying standard entity fees of their respective category o Tech Start-ups;

o Venture Capital Fund Managers (VCs);

o Social Enterprises.

§4 — Schedule of Registration and Licensing Fees

§1 — Standard Entities

§1.1 — Initial Registration, licence issuance and Annual Renewal Fees

Initial Registration

Service Cat A1 Cat B Cat C Specialized CSP DLT Foundation

Name Reservation2 $200 $200 $200 $200 $200 $200 $200

Application for $300 $300 $300 $300 $300 $300 $300 Incorporation3

Commercial Licence fee $200 $200 $200 $200 $200 $200 $200

Business Activity fee $16,000 $4,800 $1,800 $900 $6,800 $14,000 -

Data Protection fee4 $300 $300 $300 $300 $300 $300 $300

Total $17,000 $5,800 $2,800 $1,900 $7,800 $15,000 $1,000

Annual Renewal

Service Cat A1 Cat B Cat C Specialized CSP DLT Foundation

Commercial Licence Fee $200 $200 $200 $200 $200 $200 $200

Business Activity Fes $16,000 $4,800 $1,800 $900 $6,800 $14,000 -

Data Protection fee4 $300 $300 $300 $300 $300 $300 $300

Total $16,500 $5,300 $2,300 $1,400 $7,300 $14,500 $500

Notes:

• Pursuant to relevant provisions of the regulations, every legal entity must maintain a registered office address in ADGM and pay the associated lease registration fee

• Data protection renewal must be submitted separately to the commercial licence renewal

• An additional fee of $3,100 is applicable to register as a Restricted Scope Company (RSC), subject to requirements set in the Companies Regulations

1 Financial entities under category A must submit an application with the FSRA prior to applying for incorporation with the RA 2 A fee of $200 is applicable for an application for extension of time for name reservation 3 Incorporation fees are non-refundable in the event of withdrawn/ rejected applications 4 Applicable Data Protection registration and renewal fees in accordance with the Data Protection Regulations

§2 — Incentivised Structures and Activities

§2.1 — Initial Registration and Annual Renewal Fees

ADGM has incentives in place to promote specific structures and business activities. The table below indicates the amount in USD payable by the applicant during licence issuance and renewal for the duration of the incentive.

Incentivised Total S.No. Structure/ Activity Fees* Duration Incentive Rules

Incentive applies to eligible applicants for a duration of 3 years (including 2.1.1 Tech Start-up $ 1,500 3 Years existing Tech Start-ups before 01 January 2025).

Incentive applies to eligible FSRA- Venture Capital Fund approved applicants for a duration of 3 2.1.2 $ 1,500 3 Years Managers (VCs) years (including existing VCs before 01 January 2025).

Subject to obtaining and maintaining a certificate/ approval confirming 2.1.3 Social Enterprises $ 700 N/A classification of the entity as a “Social Enterprise” from the competent Authority.

$ 1,900 Initial Registration Incentive applies to eligible applicants 2.1.4 Carried Interest Vehicle N/A that conduct carried interest vehicle $ 1,000 activities.

Renewal * Incentivized Fees are only applicable during the total duration period after which entities will be charged standard applicable fees as per the schedule in Section 1. Annual Data Protection fees are excluded.

Notes:

• Incentivized Fees are only applicable during the total duration period after which entities will be charged standard applicable fees as per the schedule in Section 1; where Tech startups (startups conducting non- financial activities) revert to CAT B revised fees and fintech startups (startups conducting at least one financial activity) revert to CAT A revised fees after the duration of the incentive

• Incentive for all startups and Venture Capital Fund Managers is applicable for the registration and two consecutive renewals after issuance of the licence 1 A fee of $200 is applicable for an application for extension of time for name reservation 2 Incorporation fees are non-refundable in the event of withdrawn/ rejected applications 3 Applicable Data Protection registration and renewal fees in accordance with the Data Protection Regulations

§3 — Registration of Auditors

§3.1 — Initial Registration Fees

Audit firms that wish to operate in ADGM must be licensed by ADGM, pay the base level auditor registration fee, and as a minimum register at least one principal subject to the below fees. Please check the eligibility criteria before applying, which can be found here.

Auditor Category Registration Fees

All Audit Firms $ 3,000

Per Audit Principal $ 750

Additional Permits are required to audit public interest entities and Financial Institutions (FI), for which an additional registration and annual renewal fee shall apply.

Business Permit Category Registration Fees Rules

Additional Public Audit Permit $ 5,000 Must be a registered auditor Additional FI Permit $ 5,000

§3.2 — Annual Renewal Fees

If a Registered Auditor wishes to renew their registration, they must pay an annual renewal fee. The amount of the fee payable is specified in the right-hand column of the table below and is dependent upon the number of audit reports issued in the twelve-month period of the previous calendar year.

Auditor Category (All Registered Auditors) Annual Renewal Fees

Per Audit Principal $ 750

AND

Audits 0-10 $ 3,000

Audits 11-20 $ 6,000

Audits 21-30 $ 12,000

Auditor Category (All Registered Auditors) Annual Renewal Fees

Audits 31 or more $ 20,000 plus $ 500 per audit above 30

AND one or both of the below (if applicable)

Auditors holding a Public Audit Permit $ 5,000

Auditors holding a FI Audit Permit $ 5,000

In addition to the above, any Registered Auditor must pay a fee per audit report issued of an entity, in the twelve- month period of the previous calendar year as per the table below.

Type of entity Audit Report Fees

Public Company Limited by Shares (unlisted) $ 10,000

Public interest entity $ 15,000

Public Company Limited by Shares (listed on an investment $ 20,000 exchange)

Please visit https://www.adgm.com/operating-in-adgm/auditors for more information.

§4 — Insolvency Practitioners

Service Fees

Registration Fee $ 300

Annual Return $ 100

Notification of Changes and Events $0

Notice of Appointments $0

Cancellation of Registration $0

§5 — Continuance of Incorporation & Company Charges

§5.1 — Continuance of Incorporation

Activity Fees

Continuance into ADGM $ 7,500

Continuance out of ADGM $ 7,500

§5.2 — Company Charges

Activity Fees

Initial Registration of Company Charges $300

Extension of Registration of Company Charges $100

Notice of Registration of Enforcement of Security $100

Notice of Satisfaction and Release of a Charge $100

Notice of Rectification of Register $100

Notice of Replacement of Instrument or Debenture $100

§6 — Annual Filings and Post Incorporation Services

Annual Filings: annual obligations that arise from anniversary of incorporation onwards

Post incorporation services include:

• Re-registration

• Event driven filings – time bound obligations that arise once a certain event occurs

• Support services

• Voluntary strike-offs/ de-registration

Notes:

• For a copy of a document or extract from a document in paper form, a surcharge of 15% is applied

§6.1 — Annual Filings

Service Fees Business Rules

Applicable only to companies (except Restricted Scope Annual Accounts and Reports $0 Companies) and LLPs. A separate fee is charges for the DLT Foundations.

Applicable only to companies and LLPs, CSP activities, Confirmation Statement / Annual $100 registered insolvency practitioners and DLT Returns Foundations.

Commercial Licence Renewal Please see Table 1.1 under Section 1

§6.2 — Re-Registration Charges

Service Fees Business Rules

Entities requiring an alteration to their legal form shall Re-Registration Charges $ 300 be required to re-register under Part 7 of the Companies Regulation.

§6.3 — Event Driven Filings

The below filings are applicable to all Entities upon execution of the Event. Timely filings as per the Regulations are required to avoid a late filing fee or fine.

Service Fees

Notice of Appointment of New auditor $0

Notice of Re-Appointment or change of a company’s Auditor $0

Notice of removal or resignation of auditor $0

Application for registering a change of company name $100

Notice of amendment of share capital $100

Notice of Share Transfer $100

Notice of change of financial year end $0

Notice of change of particulars of shareholders/ directors/ secretary/ authorised signatory/ Councillor/ Guardian / Member -

If change requested by the entity $100

If change is a result of a change in particulars of the appointed Company Service $0 Provider

Notice of appointment / cessation of directors/ secretary/ authorised signatory/ $100 Councillor/ Guardian / Member

Notice of appointment or cessation of a company service provider $0

Notice of change of registered office address -

If change requested by the entity $100

If change is a result of a change of address of the company service provider or $0 registered office provider

Notice of amendment of articles of association / charter / bylaws $100

Notice of error in lodged documents $100

Variation of licence -

Service Fees

Application for variation* of a licence where business activities remain in the $100 same Category

Application for variation of a licence where business activity changes from $3,100 Category C to Category B

Application for variation of a licence where business activity changes from $11,300 Category B to Category A

Application for variation of a licence of a Special Purpose Vehicle if business $4,000 activity changes to any of the business activities listed for Category B

Application for variation of a licence of a Special Purpose Vehicle if business $15,200 activity changes to any of the business activities listed for Category A

Application for registration of amalgamation $ 2,250

Application for administrative restoration/ reinstatement of a Foundation $1,500

Application for cancellation of a licence $0

Application for a trade name $0

* When applying to change a licence from incentivized structures and activities to Category A, B, or C, the business activity fees for the chosen category (A/B/C) plus a licence variation fee will apply

§6.4 — Support Services

The below Services are available to all Entity Types.

Service Fees

Application for no objection certificates $100

Providing a certified copy of any document $100

Witnessing of signature $100

Providing an extract of information from the register $100

Search Certificate or Information Request $100

§6.5 — Voluntary strike-off / deregistration

The below Services are applicable to all Entities.

Service Fees

Application to Strike-off / de-registration (incl. striking off the register of a company’s name payable on an application $0 under section 867 of the Companies Regulations)

Withdrawal of Application to Strike-off $100 (incl. withdrawal of an application to strike-off the register a company’s name)

Disclaimer

This document is a non-binding indicative guide and should be read together with the relevant legislation, in particular the relevant Fees Rules and any other relevant regulations and enabling rules, which may change over time without notice. Information in this document is not to be deemed, considered or relied upon as legal advice and should not be treated as a substitute for specific advice concerning any individual situation. Any action taken upon the information provided in this document is strictly at your own risk, and the Registration Authority will not be liable for any losses and damages in connection with the use of or reliance on information provided in this document. The Registration Authority makes no representations of the accuracy, completeness, correctness or suitability of any information provided in this Guidance.

← Record: ADGM RA Fee Schedule 2025
Text reproduced from the official publication for reference. Formatting, numbering and footnotes may differ from the original and the official text prevails. Arabic is the authoritative language of UAE federal and emirate legislation. Cross-reference links are generated automatically and cover only instruments held in this library.