RAK International Company – New Legal Structures

The term “International Company” relates to registering, managing, directing, and administrating a legal entity in a foreign country, usually with low or zero taxation policy and many more benefits. It has a lot of mutual features with traditional offshore companies in terms of easiness of management, but with a better level of reputation and confidentiality. An International Company allows you to control your business remotely from any country in the world. Like most of the other jurisdictions, an International Company can have a bank account, purchase property and sell various services and products.

Ras Al Khaimah International Corporate Centre (RAK ICC) Companies are IBCs of the similar type like in other classic jurisdictions – BVI, Seychelles etc. Yet, RAK ICC Companies are more favored between all of them due to some factors: the word “offshore” is not used in the issued documents, the company holds the status of “international company”, they can open multi-currency bank account in home country and other foreign jurisdictions, such companies can perform essentially any type of business outside UAE.

RAK International Company – New Legal Structures

Let’s have a look at the advantages:

1. Conducting business as an international entity
2. 100% of Foreign Ownership
3. Dispute resolution for settlement of commercial disputes
4. Worldwide bank account opening
5. No corporate/personal taxes
6. Investment protection in other foreign countries
7. Easy transfer of assets in foreign countries
8. Re-domiciliation or Continuation in or out of RAK
9. Absolute privacy and confidentiality
10.Quick incorporation process
11.Simple Due Diligence requirements
12.Cheapest option for Offshore company in UAE
13.Easy going renewal

Apart from the incorporation of the company as a former regime limited by shares, now RAK ICC brings an innovation by granting the possibility to have various kind of companies

Companies limited by guarantee

In this legal form, the members undertake to contribute a trifling amount in the event that the company is wound up and there is a deficit in the company’s assets which makes it unable to settle its debts. The liability of the member who is registered as the guarantee is thus limited to the amount that the member is liable to contribute as RAK International Company – Update on New legal structures specified in the memorandum and article of association, or any other liability expressly provided for in the memorandum and article of association.

NGO’s, charities, clubs and similar bodies widely use this type of legal structure. As such, the common practice among these bodies is to retain their profits for reinvesting in their operations, rather than distribute profits to their members.

Unlimited companies

In unlimited companies, the members have a joint, several and unlimited obligation to meet any insufficiency in the assets of the company in order to settle any deficit financial liability in the event of the liquidation. This option is now available at the RAK ICC when limited liability is unacceptable or inconvenient.

Some businesses can take the advantages of this alternative model, such as:

  • giving greater assurance and confidence to creditors;
  • increasing its public trustworthiness; or
  • controlling the management behavior against reckless activities.

Restricted purposes companies

This legal type of structure has the limited corporate capacity and can undertake only certain specific purposes, as mentioned in its memorandum of association. These companies have an additional layer of comfort that they cannot conduct any type which is out of states purpose. Any activity out of that scope is void. This vehicle is especially popular for securitizations and other transactions where a bankruptcy isolated company is required.

Segregated portfolio companies

This legal structure (also known as a ‘protected cell company’) is widely used in many offshore jurisdictions. This refers to segregating the assets and liabilities of different classes (or sometimes series) of shares from each other and from the general assets of the segregated portfolio company. As such, assets assigned to a particular segregated portfolio are not available to meet the liabilities of any of other segregated portfolios or that of the segregated portfolio company in general.

This type of company can be used for:

  • investment funds;
  • collective investment schemes; and
  • holding different assets in a company.

Flexibility for share transfers

The new regulations provide flexibility in relation to transfer of shares by allowing companies the choice to exclude or modify pre-emptive rights in their memorandum and articles of association.

Re-domiciliation

A new concept has been introduced for the re-domiciliation of foreign companies into the RAK ICC. As such, a foreign company can change its jurisdiction and continue as the same company, provided to the laws of the registered country to continue in RAK jurisdiction.

This regulation permits a company to transfer its domicile to the United Arab Emirates easily, to take advantage of the taxation while preserving the same legal identity, without affecting its assets, liabilities, and obligations.

On complying with the Due Diligence requirements stated in the RAK ICC regulations, the authority will issue a certificate of continuation and the company will be considered incorporated in the RAK ICC under the name designated in its memorandum of agreement on the date specified in the certificate of continuation.

N R Doshi and Partners is RAK ICC registered agent. We take care of your all business requirements and assist you with company incorporation and other legal assistance.

For offshore company setup kindly contact us on incorporate@nrdoshi.ae, we will be glad to assist you.

By Ms. Dhruti Thakkar – Consultant, Corporate service & Compliance at N.R. Doshi & Partners

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