ADGM SPVs: Flexible Structures for Strategic Asset Protection
Create ring-fenced entities for holding assets, managing risk,
and structuring investments — all within ADGM’s robust regulatory framework.
What is an SPV?
A Special Purpose Vehicle (SPV) is typically created to ring-fence specific assets and liabilities, ensuring that the exposure of those assets is limited solely to risks connected with a given transaction. SPVs are commonly used as:
Subsidiaries
Holding entities
Joint Venture Vehicles
Project-specific Structures
This strategic separation protects parent entities and other holdings from cross-liabilities, while enhancing structural clarity for financial, legal, or regulatory purposes.
ADGM SPVs offer significant advantages over traditional offshore or regional alternatives, including:
- No attestations required for corporate documents
- Shelf SPVs (pre-registered entities) are permitted
- No statutory requirement to file or audit accounts
- Only one shareholder and one director required
- No minimum share capital obligation
- 0% or 9% corporate tax
- No nationality restrictions on ownership
- Unlimited number of shares can be issued
- Migration of companies into or out of ADGM permitted
- Customisable Memorandum of Association
- Multiple share classes supported
Investment Holding
Can hold all types of financial and non-financial assets, including virtual assets and freehold property in the UAE and abroad.
Securitisation
Real Estate Investment
Financing
Asset Transfer
Risk Sharing
Ideal for joint ventures—allowing project-specific structures to be created, isolating risk between participating partners.
Capital Raising
Intellectual Property
ADGM offers two primary SPV structures:
1. Private Company Limited by Shares (LTD)
A conventional limited liability structure suited to a broad range of commercial purposes.
2. Restricted Scope Company (RSC)
Designed for greater confidentiality, with limited disclosure on the public register. RSCs may only be established by:
- Public companies, or
- Family offices
Full disclosure must still be made to the ADGM Registrar.
ADGM SPVs may be eligible for a Tax Residency Certificate issued by the UAE Ministry of Finance—enabling access to the UAE’s network of 90+ Double Tax Treaties. Additional qualifying criteria may apply.
There is no requirement for dedicated physical office space. However, all SPVs must maintain a registered address within the ADGM. This must be facilitated via ADGM-based Corporate Service Providers.
Set up your ADGM SPV
With Expert Support
Connect with our team to ensure a smooth setup process through licensed Corporate Service Providers.
