How to Register a Branch Office in the UAE in 2025 – Don’t Make This Critical Error

Expanding into the United Arab Emirates by opening a branch office can be a highly strategic move for foreign companies. A branch office gives you local presence while retaining full control, allowing you to operate in the UAE under your parent company’s name. However, setting up this structure comes with legal, regulatory, and administrative steps that require close attention. This guide walks you through the process — and shows how Dewey & LeBoeuf LLP can help you navigate it smoothly.

What Is a Branch Office?

A branch office in the UAE is not a separate legal entity. It’s a legal extension of the parent company — operating in the UAE under the same name, and conducting activities similar to those the parent company is permitted to perform.

Because the branch is not a standalone company, the parent company remains liable for its operations.

Why Choose a Branch Office in the UAE?

• 100% Foreign Ownership: Unlike some corporate forms, a branch office can be fully owned by a foreign parent company.
• Aligned Business Activities: The branch must carry out essentially the same business activities as its parent company.
• Regulatory Flexibility: You can choose to set up your branch in the mainland or within a UAE free zone, depending on your strategic goals.

Step-by-Step Process to Register a Branch Office in the UAE

Here are the key steps you need to follow to set up a branch office in the UAE, along with important legal considerations.

1. Choose the Right Jurisdiction: Mainland or Free Zone

1. Mainland
   • You’ll register with the Department of Economic Development (DED) in the relevant emirate.
   • For mainland branches, a Local Service Agent (LSA) is mandatory. This LSA must be a UAE national or a company wholly owned by UAE nationals, but they do not own shares or control the branch.
   • You also need approval from the Ministry of Economy (MoE) to register the branch office.
   • A physical office is required (e.g., a tenancy contract under an Ejari).
2. Free Zone
   • You can also register a branch in a free zone (for example, DWTC or Meydan Free Zone).
   • Some free zones may not require a Local Service Agent, depending on local rules.
   • The branch must still have a valid license from the free-zone authority.

2. Prepare the Required Documents

To apply for branch registration, you will need to prepare a number of documents — typically from your parent company — and have them properly attested.

Key Documents:

• Certificate of Incorporation / Formation of the parent company.
• Memorandum and Articles of Association (MoA / AoA) of the parent company.
• Board Resolution from the parent company’s board authorizing the opening of the branch in the UAE.
• Power of Attorney in favor of the person who will act on behalf of the parent company in the UAE.
• Certificate of Good Standing of the parent company.
• Audited financial statements for the last two years (depending on the jurisdiction).
• Passport copies of the director(s), manager(s), and potentially the Local Service Agent.
• A business plan or description of planned activities in the UAE.

Attestation Requirements

• These corporate documents need to be notarised in the home country.
• Then they should be legalized by the UAE Embassy in the home country.
• After arrival in the UAE, they typically must be attested by the UAE Ministry of Foreign Affairs.
• Documents should be in English or Arabic. If in another language, a legal translation is needed.

3. Appoint a Local Service Agent (If on Mainland)

• A Local Service Agent (LSA) is required for mainland branches.
• The LSA’s role: acts as a liaison with UAE government authorities, but does not own shares or run the business.
• You formalize this through a National Agency Agreement (or Local Service Agent Agreement), which needs to be legally notarised.

4. Reserve Trade Name & Obtain Initial Approvals

• Reserve a Trade Name: The branch must bear the same name as the parent company, ensuring brand consistency.
• Initial Approval: Submit your application to the relevant authority (MoE for mainland, or the free zone authority) to get preliminary approval. This includes details like proposed activities and the name of the Local Service Agent (if applicable).

5. Register with the Ministry of Economy (Mainland Only)

• Once you have initial approval and local service agent in place, apply for final registration with the Ministry of Economy.
• As part of this, a bank guarantee of AED 50,000 is often required.
• The Ministry will issue a Commercial Registry Certificate acknowledging the branch’s establishment in the UAE.

6. Apply for the Branch Office License

• Submit all attested documents to the licensing authority (DED for a mainland branch or the relevant free zone authority).
• Depending on the type of business, you may need one of several license types:
  • Trade license (for trading)
  • Professional license (for services)
  • Industrial license (for manufacturing)
• Once approved, the authority issues the formal branch license.

7. Establish Physical Office

• A physical office address is mandatory to activate the branch.
• For mainland: you need a tenancy contract with Ejari registration.
• For free zone: you may use a flexi-desk or lease a proper office in the zone.

8. Complete Immigration, Labor & Tax Registration

• Immigration / Labor:
  • Register with UAE immigration and labor authorities to apply for work visas for employees.
  • Obtain the Establishment Card.
• Bank Account:
  • Open a corporate bank account in the UAE. Banks will require attested parent company documents and proof of beneficial owners.
• Tax Compliance:
  • If the branch’s annual profit exceeds AED 375,000, you’ll be subject to a 9% corporate tax under UAE’s federal tax regime.
  • VAT registration may be required if turnover exceeds AED 375,000 per year.

Common Challenges & Legal Risks

• Document Attestation Mistakes: Incorrect or incomplete attestation of parent-company documents can delay or block registration.
• Local Service Agent Issues: Choosing the wrong LSA or poorly structured LSA agreement can create compliance risk.
• Activity Misalignment: If the branch proposes activities not aligned with its parent company’s approved business scope, licensing may be denied.
• Financial and Capital Requirements: The bank guarantee requirement (e.g. AED 50,000) can be overlooked if not properly budgeted.
• Regulatory Approvals: Some sectors (e.g. financial services, health, legal) require additional regulatory approvals which may lengthen the process.

How Dewey & LeBoeuf LLP Can Help You Register Your Branch Office in the UAE

As an international law firm with deep regional expertise — including presence in Dubai, the UK, Singapore, and Bangladesh — Dewey & LeBoeuf LLP offers the full spectrum of legal support to help you establish a branch office in the UAE:

• We assist with preparing and attesting all corporate documents (MoA, Board Resolutions, Power of Attorney, etc.).
• Our team helps you negotiate, draft, and review Local Service Agent agreements, ensuring your rights are protected.
• We manage your initial approval application, liaising with the Ministry of Economy or free zone authorities to accelerate your registration.
• We guide you in securing the right license (trade, professional, industrial) and ensuring compliance with business activity restrictions.
• We support setting up your physical office, including preparing tenancy contracts for mainland or flexi-desks in free zones.
• Once licensed, we help with immigration, labor, and tax compliance, assisting in work visas, Establishment Cards, and tax registration.
• We also provide ongoing legal counsel so that your branch remains compliant as your business grows in the UAE.

Frequently Asked Questions (FAQ)

Conclusion & Call to Action

Registering a branch office in the UAE is a powerful strategy for global expansion. But it is also complex: you must choose the right jurisdiction (mainland or free zone), prepare and legalise essential documents, appoint a trustworthy Local Service Agent, and navigate regulatory approvals — all while meeting office and tax compliance requirements.

With Dewey & LeBoeuf LLP, you don’t have to handle this alone. Our cross-border legal expertise, deep understanding of UAE corporate law, and hands-on experience with branch office setups mean we can make the process efficient, compliant, and aligned with your business goals.

Ready to expand into the UAE with confidence? Contact Dewey & LeBoeuf LLP today, and let our legal team guide you through every step of your branch office registration.