Mainland

Mainland company in Dubai: who may own 100% of it

The rule that a mainland company needed a 51 per cent Emirati shareholder is gone, and has been since early 2021. So is the requirement that a branch of a foreign company appoint a UAE national service agent. What remains is a short list of activities the opening did not reach — and, separately, a Cabinet power to add more.

What the decree did

Federal Decree-Law No. 26 of 2020, in force from early 2021, overhauled the Commercial Companies Law of 2015 to permit 100 per cent foreign ownership of mainland companies. Three things moved at once: the majority-Emirati-shareholder requirement went, the local service agent for foreign branches went, and the ceiling on an IPO rose from 30 per cent of shares to 70, subject to approval. Those changes were then refined and consolidated into Federal Decree-Law No. 32 of 2021 on Commercial Companies, which is the text a mainland company is actually read under now.

The practical effect is that the mainland stopped being the expensive option by default. Before 2021 the choice between a zone and the mainland was partly a choice about giving away control. It is now a choice about where the customers are — which is a much easier question, and the one the free zone page is about.

The eleven groups it did not reach

Full foreign ownership is not available for activities related to security and defence, and activities of a military nature; telecommunications; banks, exchange, financing, insurance and the production of bank notes or coins; commercial agencies; the organising of Hajj and Umrah; Holy Quran recitation institutes; fish catching; natural pearl catching; and the catching of marine animals. The published list also keeps an "other categories" line, which is not an oversight — it is the seam the Cabinet power below runs through.

Strategic impact is a live power, not a closed list

The law authorises the UAE Cabinet to form a committee of the relevant authorities to identify activities of strategic impact. On that committee's recommendations the Cabinet determines which activities qualify and sets their licensing requirements, and those requirements may include restrictions on foreign ownership. So the correct question before incorporating is not "was full ownership allowed in 2021" but "what is my activity classified as today".

Ownership and licensing are separate gates. An activity can be open to 100 per cent foreign ownership and still need a sector regulator's approval before the economic department will issue anything — the Central Bank for financial business, the Securities and Commodities Authority for broking and investment advice, the TDRA for telecommunications, MoHRE for recruitment. Clearing the first gate says nothing about the second.

What follows from choosing the mainland

A physical address that satisfies the economic department and the municipality, with the lease registered through Ejari in Dubai.
The nine-step licensing route, set out on the registration page.
Corporate tax from the first financial year, with no zone incentive to fall back on — see tax and filing.
Direct access to mainland customers, which is the entire reason to be here rather than in a zone.

Does a mainland company in Dubai still need an Emirati partner?

For most activities, no. Federal Decree-Law No. 26 of 2020, in force from early 2021, abolished the requirement for a majority Emirati shareholder or a local partner, and removed the obligation on branches of foreign companies to appoint a UAE national service agent.

Which activities are still closed to full foreign ownership?

Security and defence and activities of a military nature; telecommunications; banks, exchange houses, financing, insurance and the production of bank notes or coins; commercial agencies; organising Hajj and Umrah; Holy Quran recitation institutes; fish catching, natural pearl catching and the catching of marine animals.

Who decides what counts as strategic?

The UAE Cabinet. The law authorises it to set up a committee of the relevant authorities to identify activities of strategic impact; on that committee's recommendations the Cabinet determines the activities and sets licensing requirements, which may include limits on foreign ownership.

What changed for going public?

A company converting to a joint stock company may, with approval from the relevant authorities, offer up to 70 per cent of its shares in an initial public offering. The previous ceiling was 30 per cent.

Is the 2020 decree still the operative law?

Its changes were refined and consolidated by Federal Decree-Law No. 32 of 2021 on Commercial Companies, which is the law a mainland company is read under today.

Decree references, the list of restricted activities, the IPO ceiling and the strategic-impact committee: the Official Platform of the UAE Government, full foreign ownership of commercial companies, read 15 September 2026. Nothing here is legal advice, and an activity's own classification is a question for the licensing authority.