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Setting Up an Investment Fund in the United Arab Emirates

The United Arab Emirates (“UAE”) is known for its business friendly economic environment and is the Gulf region’s second largest economy. Back in 2018, the country received roughly USD 10.3 billion in Foreign Direct Investment (“FDI”) in the finance, manufacturing, insurance, real estate and general trading sectors. There are two financial free zones in the UAE in which investment funds are incorporated: the Dubai International Financial Centre (“DIFC”) and the Abu Dhabi Global Market (“ADGM”). This article will focus on the incorporation of an Exempt Fund and a Qualifying Investor Fund (“QIF”) of which can be structured as:

  • Open or close ended investment companies;
  • Investment trusts;
  • Limited partnerships;
  • Protected cell companies (“PCC”);
  • Incorporated cell companies (“ICC”);
  • Master/feeder structures; and
  • Umbrella funds

Set Up an Investment Fund in Dubai International Financial Centre

The DIFC is one of the leading financial free zones and an attractive jurisdiction for those looking to set up investment funds in the GCC region. The DIFC is regulated by the Dubai Financial Services Authority (“DFSA”).  When setting up an Exempt of QIF in the DIFC, the DFSA will require incorporators to submit:

  • Exempt Fund Notification Form or Qualified Investor Fund Notification Form.
  • Articles of Incorporation (if set up as an investment company).
  • Limited Partnership Agreement (if set up as a GP/LP structure).
  • Prospectus/PPM.
  • Auditors engagement letter.

    ("Core Document")
  • Fund Management Agreement.
  • Fund Administration Agreement.
  • Launch board resolution of the General Partner/Fund.
  • Subscription Agreement.

After the submission of the documents it will take roughly thirty (30) working days to incorporate an Exempt Fund and two (2) working days for a QIF.  Both Funds have a minimum capital share of USD 50,000.  As for the investors, both Funds can only be offered to Professional Clients however the number of investors allowed for an Exempt Fund is one hundred (100) and fifty (50) for a Qualified Investor Fund.

Set Up an Investment Fund in Abu Dhabi Global Market

The ADGM has been gaining traction over the years and it is becoming the jurisdiction of choice for matters surrounding funds because of its international standards and framework derived from the English Common Law. The ADGM is regulated by the Financial Services Regulatory Authority (“FSRA”).  When setting up an Exempt of QIF in the ADGM, the FSRA will require incorporators to submit:

  • Notification - Exempt Fund or Qualified Investor Fund.
  • Articles of Incorporation (if set up as an investment company).
  • Limited Partnership Agreement (if set up as a GP/LP structure).
  • Prospectus/PPM.
  • Auditors engagement letter.

    ("Core Document")
  • Fund Management Agreement.
  • Fund Administration Agreement.
  • Launch board resolution of the General Partner/Fund.
  • Subscription Agreement.

To get the full information on the requirements and process on how to up an investment fund in the DIFC and the ADGM, please kindly download the PDF.

Our Experience

lecocqassociate provides a full range of financial regulatory, corporate and commercial advice in relation to the structuring and incorporation of entities.

This article is for information purposes only. It does not constitute professional advice or an opinion. Please contact us at info@lecocqassociate.com for any questions.

Hooriya Qazal Rajput
Hooriya Qazal Rajput
Managing Partner