Redomicile Company to UAE 2026: Decree-Law 20/2025 Guide

Last updated: June 2026

To redomicile a company to the UAE in 2026 is no longer a grey-area workaround — it is now a clearly defined legal mechanism under Federal Decree-Law No. 20 of 2025. For founders running a BVI, Cayman, UK, or other offshore holding company, this means you can move your existing entity into the Emirates while keeping the same legal personality, the same contracts, and ideally the same bank relationships — no liquidation, no fresh incorporation, no novation. This guide explains exactly how the new mechanism works, what it costs, how long it takes, and the precise two-leg playbook for migrating an offshore company.

Direct answer: Redomiciliation (transfer of registration) lets an existing foreign company continue its legal existence in the UAE under Federal Decree-Law No. 20 of 2025, which amends the Commercial Companies Law and is effective from 1 January 2026. The company keeps its legal personality and contracts; it does not re-incorporate or liquidate.

Crucially, this is not the same as setting up a new UAE company. Setting up new means a new legal entity, new contracts, and a fresh corporate history. Redomiciliation means the same company simply changes the country in which it is registered.

What Re-Domiciliation Actually Means

Re-domiciliation — also called transfer of registration, continuation, or transfer of domicile — is the legal process by which a company incorporated in one jurisdiction moves its registration to another while preserving its legal personality. The company is treated as the same legal person before and after the move. Its assets, liabilities, contracts, intellectual property, banking relationships, and corporate history travel with it.

This is fundamentally different from the two alternatives founders usually consider:

• Setting up a new UAE entity creates a brand-new company. You would then have to transfer assets, re-sign contracts, re-open bank accounts, and re-apply for licences — a slow, leaky process.
• Liquidating and re-incorporating dissolves the old company entirely, triggering creditor processes and losing your corporate track record.

Re-domiciliation avoids both. The legal term for the continuity is "no novation": your counterparties' contracts remain with the same legal person, so a supplier agreement or a financing arrangement does not automatically need re-papering simply because the company changed its country of registration.

Why 2026 Changed Everything: Decree-Law No. 20 of 2025

Before 2025, redomiciliation into the UAE was possible only through specific free-zone regulations (ADGM and DIFC had their own continuation regimes), with no unified federal mechanism for mainland entities. That gap is now closed.

Federal Decree-Law No. 20 of 2025 was issued on 1 October 2025 and amends Federal Decree-Law No. 32 of 2021 (the Commercial Companies Law). Its key provisions are effective from 1 January 2026. The headline change is a new Article 15 / Article 15 bis governing transfer of registration — permitting a company to move:

• from a foreign jurisdiction into the UAE,
• between UAE free zones,
• between the UAE mainland and a free zone (and vice versa),

all with continuity of legal personality, no liquidation, and no re-incorporation.

The reform lands at a moment of intense corporate demand. The UAE added roughly 250,000 new companies in 2025, reflecting a sustained inflow of international business. For founders who already operate offshore but want the UAE's treaty network, banking access, residency options, and reputational upgrade, redomiciliation is now the clean, codified route.

One important caveat to state plainly: the detailed implementing regulations are still pending and are expected in the second half of 2026. These will finalise the filing forms, the valuation rules for in-kind contributions, and procedural specifics. The primary law is in force; the operational fine print is being finalised, so treat any procedural detail as subject to confirmation when the regulations publish.

Step by Step: How the Redomiciliation Process Works

At a high level, the inbound process follows this sequence:

1. Confirm eligibility. The company must be validly incorporated in its home jurisdiction, the home-jurisdiction law must permit continuation/migration outward, the company must be solvent, and it must adopt a UAE-recognised corporate form (typically an LLC or a Private Joint Stock Company).
2. Pass the internal approval. Obtain a special resolution of the General Assembly, or the absolute majority of partners required under the company's constitution.
3. Choose the receiving authority. Select the UAE free zone or mainland authority (ADGM, DMCC, DIFC, RAKEZ, JAFZA, DAFZA, Meydan, IFZA, and others currently accept redomiciliation).
4. Secure both authorities' consent. You need the receiving UAE authority's approval and confirmation from the home jurisdiction that migration is permitted, plus the absence of any registry restriction blocking the transfer.
5. Submit the file. Constitutional documents, certificate of good standing, board/shareholder resolutions, a legal opinion that migration is permitted, solvency evidence, and UBO information.
6. Receive the certificate of continuation from the UAE authority, then complete deregistration in the home jurisdiction.
7. Publish the decision as required, and finalise the company's new UAE constitution and licence.

The Real BVI / Cayman to UAE Playbook

This is where most guides stop short. Migrating an offshore company is a two-leg process, and getting the sequence wrong is the most common cause of delay.

Leg 1 — Inward continuation in the UAE. You apply to the chosen UAE authority for continuation. Because your origin company still legally exists at this point, the UAE authority issues a Temporary (Provisional) Certificate of Continuation. This certificate is the linchpin: it confirms the UAE has accepted the company conditionally, which you then use to deregister at home.

Leg 2 — Outward discontinuance in the origin. Armed with the temporary certificate, you go to the origin registrar (BVI Registry of Corporate Affairs, or the Cayman Registrar of Companies) and apply to be struck off / discontinued. The origin registrar issues a Certificate of Discontinuance, confirming the company has ceased to be registered there.

The mechanism is time-boxed: the temporary certificate typically gives you a 6-month window to complete the origin discontinuance. Once the origin issues its Certificate of Discontinuance, you return to the UAE authority to convert the temporary certificate into a final Certificate of Continuation. The migration is then complete and the company exists solely as a UAE company — same legal person throughout.

Across both legs you will typically need: a board resolution authorising the migration, a legal opinion from origin-jurisdiction counsel confirming migration is permitted, solvency proof, evidence that creditors are not prejudiced, and good-standing certificates. Creditor-notice and any tax-clearance windows in the origin are usually the main causes of delay — which is why the offshore route runs longer than an intra-UAE move.

If your motive for relocating is partly tax, read this next section carefully, and pair it with our companion guide on the UAE domestic minimum top-up tax — because relocating does not automatically deliver a 0% outcome.

Free-Zone Comparison: Where Should You Land?

Source: Abu Dhabi Global Market (ADGM)

Choosing the receiving zone is a strategic decision, not just a cost decision. The table below summarises the most common landing options. Cost figures are advisory-firm reported and should be verified directly with each authority before you rely on them — they move, and they depend on activity and share capital.

For an international holding company, ADGM's common-law framework is frequently the preferred destination because shareholders' agreements, security arrangements, and dispute resolution feel familiar to US/UK/Cayman-trained advisers.

DMCC, by contrast, is the natural home for trading and commodities groups and runs a large, well-trodden company-setup and migration operation.

Many founders find it useful to see the receiving authority's own onboarding walkthrough before committing.

Source: DMCC (official YouTube channel)

A Real Case Study: Cayman Fintech Holding Moves to ADGM

Consider a representative scenario drawn from how these moves typically run. NorthBridge Holdings, a fintech group with a Cayman Islands parent and operating teams in London and Lagos, decided in early 2026 to consolidate its holding company in the UAE for better proximity to Gulf investors and a stronger treaty network.

The group chose ADGM for its common-law framework. The sequence ran roughly: a board resolution and shareholder special resolution in January; an ADGM continuation application supported by a Cayman legal opinion and solvency certificate; issuance of a provisional certificate of continuation by ADGM in around five weeks; application to the Cayman Registrar for discontinuance using that provisional certificate; the Cayman Certificate of Discontinuance issued within the 6-month window; and conversion to a final certificate in ADGM. Total elapsed time was approximately eleven weeks, with the Cayman creditor-notice period being the main wait.

Critically, NorthBridge kept the same legal personality — its existing investor agreements and its corporate banking relationship continued without re-papering, and its corporate history (important for due diligence in its next funding round) stayed intact. The lesson: the offshore route is longer than an intra-UAE move, but the continuity payoff is exactly why founders choose redomiciliation over starting fresh.

Re-Domiciliation and Tax: Do You Really Get 0%?

A persistent myth says "move to the UAE and pay no tax." Reality is more nuanced. Relocating your registration to the UAE does not automatically deliver a 0% effective rate:

• UAE standard corporate tax of 9% applies to most businesses above the AED 375,000 threshold.
• Free-zone 0% treatment requires meeting qualifying-income and economic-substance conditions — it is not automatic on arrival.
• If your group is large (consolidated revenue at or above EUR 750 million), the domestic minimum top-up tax can impose a 15% minimum effective rate regardless of free-zone status, as explained in our UAE DMTT 2026 guide.

Substance matters as much as registration. A relocated holding company with no real presence will not satisfy the economic-substance and qualifying-income tests. Plan the substance — directors, decision-making, office, staff — alongside the move, not after it. If your immediate need is people on the ground in the Gulf rather than a full entity, our guide to hiring without a local entity via an employer of record is the lighter-touch starting point.

What Survives the Move and What You Must Re-Apply For

A simple checklist of what travels with the company versus what needs fresh action:

Survives (continuity of legal personality):
- The company's legal identity and incorporation history
- Existing contracts and counterparties (no novation)
- Assets, intellectual property, and liabilities
- Shareholding structure and corporate records

Usually needs re-application or fresh action:
- A UAE trade/commercial licence under the receiving authority
- Activity-specific regulatory approvals (especially financial-services licences)
- Banking — relationships may continue, but UAE banks will run fresh KYC; budget for it
- UBO registration with the UAE authority
- Residence visas / Golden Visa for the founders, where relevant — see the UAE Golden Visa guide

After landing, most groups also want an international business account that handles multi-currency flows cleanly. Our overview of Airwallex for international business banking covers that side.

💬 Disclosure: Some links below are affiliate links. If you open an account through them, Truescho may earn a commission at no extra cost to you. We only recommend services we consider genuinely useful for relocating businesses.

For founders comparing whether to redomicile an existing company or simply form a fresh one, our UK formation comparison (best places to form a UK company and how to set up a UK company from home) is a useful contrast point. And if a clean new vehicle is what you actually need, a formation service such as 1st Formations can stand one up quickly — though that is the "new entity" path, not redomiciliation. For multi-currency banking after the move, Airwallex is widely used by relocating groups.

Timeline, Documents, and the Pending-Regulations Caveat

Typical timelines: an intra-UAE transfer (mainland to free zone, or zone to zone) commonly runs 4–8 weeks. An offshore inbound (BVI/Cayman → UAE) runs longer end-to-end — roughly 8–14 weeks — because of creditor-notice and tax-clearance windows in the origin jurisdiction.

Core document checklist:
- Certificate of incorporation and good standing from the home jurisdiction
- Memorandum and articles (current and proposed UAE form)
- Special resolution of the General Assembly / partners' approval
- Legal opinion confirming migration is permitted under home-jurisdiction law
- Solvency declaration / audited financials
- UBO and KYC documentation
- The provisional certificate of continuation (for the outbound discontinuance leg)

The caveat to repeat to your board: the implementing regulations finalising forms and valuation rules are expected in H2 2026. Until they publish, exact procedural requirements at each authority may evolve. Engage the receiving authority early and confirm the live checklist before filing.

Common Mistakes and Expert Tips

Mistake 1 — Treating redomiciliation as "company setup." They are legally different. Setting up loses continuity; redomiciliation preserves it. Ask any provider explicitly which one they are doing.

Mistake 2 — Skipping the origin-jurisdiction legal opinion. Both the UAE authority and your origin registrar will want confirmation that outward migration is permitted. Without it, the file stalls.

Mistake 3 — Letting the 6-month temporary-certificate window lapse. If you do not complete the origin discontinuance in time, you can end up registered in two places — a costly mess. Drive the origin process from day one.

Mistake 4 — Assuming a 0% tax result. Plan substance and check DMTT exposure before you move, not after.

Expert tip: Pick the receiving zone based on your legal needs (common-law vs civil-law), then optimise for cost. A trading group lands well in DMCC; a holding/funds group usually belongs in ADGM or DIFC. The wrong legal system is harder to fix later than a slightly higher fee.

Conclusion

Federal Decree-Law No. 20 of 2025 turned UAE redomiciliation from a free-zone-specific niche into a codified federal mechanism that preserves your company's legal personality, contracts, and history. For offshore founders, the two-leg playbook — inward provisional continuation in the UAE, then outward discontinuance in the origin within the 6-month window — is the clean way to bring a BVI or Cayman holding company onshore without liquidating anything. Just remember two realities: the implementing regulations are still finalising through H2 2026, and relocation alone does not hand you a 0% tax rate.

If you are weighing the full Gulf structuring picture, read our UAE domestic minimum top-up tax guide to understand the tax that can follow a large group across the move, and our employer-of-record guide for the UAE and Saudi Arabia if you need people in the Gulf before you commit to a full entity. For more business-relocation resources, visit the Truescho opportunities hub.

Frequently Asked Questions

What is the difference between re-domiciliation and incorporating a new UAE company?

Re-domiciliation moves your existing company into the UAE while keeping the same legal personality, contracts, and history. Incorporating a new company creates a separate legal entity, forcing you to transfer assets, re-sign contracts, and rebuild your corporate record from scratch.

Can I keep my bank accounts and contracts after redomiciling to the UAE?

Your contracts continue because there is no novation — the company remains the same legal person. Banking relationships can continue, but UAE banks will run fresh KYC, so budget time for that. Confirm with each bank in advance how they treat a redomiciled entity.

How much does it cost to redomicile a BVI or Cayman company to the UAE?

Costs depend on the receiving zone and the offshore deregistration fees. Advisory-firm figures start around AED 5,699 at RAKEZ and roughly AED 20,000–40,000 at DIFC, plus origin-jurisdiction legal and discontinuance costs. Verify all figures directly with the authorities, as they change.

What is Article 15 bis of Decree-Law No. 20 of 2025?

It is the provision introducing transfer of registration into UAE law, allowing a company to move into the UAE, between free zones, or between mainland and free zone with continuity of legal personality — no liquidation and no re-incorporation. It requires a special resolution and both authorities' consent.

Which UAE free zones allow company re-domiciliation in 2026?

ADGM, DMCC, DIFC, RAKEZ, JAFZA, DAFZA, Meydan, and IFZA, among others. ADGM and DIFC offer English common-law frameworks suited to holding and financial companies; DMCC suits trading; RAKEZ is the cost-effective option for SMEs and holding vehicles.

How long does it take to redomicile a company to the UAE?

An intra-UAE transfer typically takes 4–8 weeks. An offshore inbound move from BVI or Cayman runs longer end-to-end, around 8–14 weeks, mainly because of creditor-notice and tax-clearance windows in the origin jurisdiction before discontinuance.

Does my company need to be solvent to transfer its domicile?

Yes. Solvency is a core eligibility condition — you must demonstrate the company can meet its liabilities and that creditors are not prejudiced by the move. Both the UAE authority and the origin registrar will expect solvency evidence as part of the file.

Does redomiciling to the UAE reduce my corporate tax?

Not automatically. UAE corporate tax of 9% applies above the threshold, free-zone 0% requires meeting qualifying conditions and substance, and large groups can face the 15% domestic minimum top-up tax. Plan substance and tax position before moving, not after.

Sources

• UAE Legislation Portal — Federal Decree-Law No. 20 of 2025 (Commercial Companies Law amendments)
• Polaris — UAE Re-domiciliation Practical Guide 2026
• ADGM — Abu Dhabi Global Market
• DMCC — Dubai Multi Commodities Centre
• UAE Ministry of Finance — Corporate Tax