Abu Dhabi Global Markets (ADGM)

What is ADGM and where it is located?

Abu Dhabi Global Market (ADGM) is an international financial center located initially on Al Maryah Island and now expanded to Al Reem Island, in the heart of Abu Dhabi, UAE.

Why choose Healy Consultants Group for ADGM company formation?

Healy Consultants will assist with the A to Z. This includes:

• Company incorporation and licensing
• Multi-currency corporate bank account opening
• Locating office premises
• HR solutions, including payroll and securing employee / investor visas. Subsequently and if needed, family visas
• Timely complete all compliance, accounting and tax filings, including license renewals

For financial companies we additionally assist:

• Preparing the regulatory business plan
• application forms in line with FSRA requirements
• Prepare business continuity plan in line with FSRA requirements
• Assist with the FSRA interview for executives
• Prepare manuals and policies in line with FSRA requirements
• Outsource the mandatory appointments as per FSRA requirements – Financial Officer, Risk Officer, MLRO and Compliance officers

DMCC company setup guide: Table of contents

Advantages of doing business in ADGM

• ADGM operates with a common law framework based on English law, offering a familiar legal environment for international businesses and predictable commercial dispute resolution.
• ADGM is a regional leader in fintech innovation, featuring the Regulatory Laboratory (RegLab) that supports fintech startups in developing and testing new products in a controlled setting.
• ADGM is a top choice for financial services companies in the Middle East due to its robust regulatory framework, modern infrastructure, and strategic location.
• ADGM has quickly become a leading fund domicile in the Middle East, attracting diverse investment funds like private equity and venture capital due to its favorable regulatory and operational environment.
• Abu Dhabi Global Market (ADGM) has positioned itself as a prime destination for AI startups through several strategic initiatives and partnerships.
• ADGM has public registrar of directors and shareholders, increasing transparency and compliance with international standards.

There are several positive reasons for setting up a company in the UAE free zones.

ADGM’s industries of interest

• Financial businesses
  • Banking and Money services
  • Capital markets
  • Wealth and asset management
  • Fintech
  • Digital assets
• Non-financial businesses
  • Corporate
  • Proprietary trading
  • Professional service providers
  • Family offices
  • Foundations
  • Entrepreneurship and innovation
  • Associations
• Special Purpose Vehicles (SPVs)
• Retail

Best use of a “ADGM”

• Banking and wealth management – ADGM provides an ideal regulatory and operational framework for banks, wealth management firms, and private banking services, taking advantage of the region’s affluent demographics and investment-friendly climate.
• Asset management and fund domiciliation – With its robust regulatory environment and attractive tax regime, ADGM is an excellent location for establishing and managing investment funds, including private equity, hedge funds, and real estate investment trusts (REITs).
• Artificial intelligence development – With facilities like the Digital Lab and the Tech Startup License, ADGM offers a supportive ecosystem for AI companies at crucial development stages. Moreover, the establishment of the Integrated Data Intelligence Ltd (IDI) hub, in partnership with the Abu Dhabi Investment Office, underscores ADGM’s commitment to supporting AI applications across various sectors

ADGM non-financial companies

Proprietary Trading

ADGM remains a popular destination for proprietary trading firms due to its robust regulatory framework and business-friendly environment. The financial center offers a strategic location, connecting key global markets with state-of-the-art infrastructure. Firms benefit from streamlined registration processes and supportive regulatory oversight by the Financial Services Regulatory Authority (FSRA).

Main Advantages of establishing a proprietary firm in ADGM

• Regulatory stability – The Financial Services Regulatory Authority (FSRA) provides a stable and transparent regulatory environment, ensuring compliance and reducing regulatory risk.
• Operational efficiency: – ADGM’s streamlined registration and licensing processes enable quicker setup times, allowing firms to become operational and start proprietary trading activity faster.
• Access to capital markets: ADGM’s strategic location provides access to major global financial markets, facilitating seamless trading and capital movement.
• Advanced infrastructure: The financial center boasts state-of-the-art technological infrastructure, supporting high-frequency and algorithmic trading strategies.
• Skilled workforce: A diverse and highly skilled talent pool is readily available, providing access to experienced traders, analysts, and financial professionals.

ADGM Tech Startup License

ADGM is a favored destination for tech startups due to its supportive regulatory framework and innovative business ecosystem. The financial center offers a strategic location with advanced infrastructure and connectivity, making it an ideal hub for tech entrepreneurs.

Main Advantages of establishing a Tech Startup in ADGM

• Fast-track setup: ADGM’s streamlined registration and licensing processes enable faster establishment times, allowing tech startups to commence operations and scale their businesses quickly.
• ADGM is emerging as a leading hub for artificial intelligence (AI) startups and development firms.
• Reduced license costs – as part of ADGM’s support towards innovation, entrepreneurs can benefit from a reduced set up costs

ADGM financial licensing categories

The type of business that the applicant wishes to engage in defines the category of licence that is required.
All financial licensed companies will require submission of a:

• Regulatory business plan
• Financial projections for 3 years
• ICAAP and IRAP reports, assessing its overall capital adequacy and risk managing strategies
• Internal policies and manuals
• Appointments of i) SEO (senior executive officer) ii) FO (finance officer), iii) RO (risk officer), iv) MLRO (money laundering reporting officer) and v) CO (compliance officer)
• Office lease agreement

Category 1 – full-fledged banks, that accept deposits

The authorised firm under this category may be authorised to conduct other financial services, but its authorisation for accepting deposits and/or managing a profit-sharing investment account is what determines it as a category 1 authorised firm, rather than another.

• Base capital – US$ 10,000,000

Category 2 – principal investor/ providing credit

This is an authorised firm licensed to carry out the financial service of dealing in investments as principal and providing credit. In addition to this activity, the authorised firm under this category may also be authorised to conduct other financial services found in category 3A, 3B, 3C or 4, provided that it cannot be authorised to conduct the financial services set out in category 1.

• Base capital – US$ 2,000,000

Category 3A – brokerage: dealing in investments as principal / dealing in investments as agent

Firm holding category 3A license is licensed to carry on one or more of the financial services of: dealing in investments as principal where it does only so as a matched principle; dealing in investments as agent. An authorised firm grouped under this category may be authorised to conduct other financial services found in category 3B, 3C or 4, but it cannot be 23 The Structure of the ADGM authorised to conduct any of the financial services in categories 1 or 2.

• Base capital – US$ 500,000

Category 3B – custodian: dealing in investments as principal / dealing in investments as agent

An Authorised Firm in this category is licensed to provide custody (but only for a fund) and act as trustee for a fund. An authorised firm in this category can carry on financial services in category 3C and 4 but cannot carry on financial services in categories 1, 2 or 3A

• Base capital – US$ 4,000,000

Category 3C – asset manager, fund manager

In this category, an authorised firm is licensed to carry on one or more of the Financial Services of: dealing in investments as principal where it does only so as a matched principle; dealing in investments as agent. An authorised firm grouped under this category may be authorised to conduct other financial services found in category 3B, 3C or 4, but it cannot be 23 The Structure of the ADGM authorised to conduct any of the financial services in categories 1 or 2.

• Base capital – US$ 250,000
• Base capital for EF, QIF, managers – US$50,000

Category 4 – investment advisor, insurance advisor

Authorized firms in the category 4 can engage in various financial activities such as arranging investment deals, advising on financial products, arranging custody, insurance intermediation, insurance management, operating alternative trading systems, providing fund administration, arranging and advising on credit, operating crowdfunding platforms, and offering trust services (excluding acting as a trustee of an express trust). Firms in categories 2-4 have the option to conduct their business entirely in a Sharia-compliant manner or through an Islamic window.

Requirements to obtain category 4 license:

• Base capital – US$ 10,000
• Operating a crowdfunding platform while holding client money – $140,000

Category 5 license – Islamic financial institution

Authorized firms in this category can engage in activities such as arranging deals in investments, advising on financial products, arranging custody, insurance intermediation, insurance management, operating an alternative trading system, providing fund administration, arranging credit and advising on credit, operating a crowdfunding platform, and offering trust services (excluding acting as a trustee of an express trust). Firms in categories 2-4 can conduct their business either entirely in a Sharia-compliant manner or through an Islamic window.

Requirements to obtain category 5 license:

• Base capital – US$ 10,000,000

ADGM representative office

To set up a Representative Office in the Abu Dhabi Global Market (ADGM), a financial services company must already be regulated in a recognized jurisdiction outside of ADGM. These Representative Offices can only engage in promoting financial services and products managed and offered by their headquarters or another group entity located outside ADGM. This arrangement enables firms to market their financial products while adhering to ADGM’s regulatory requirements.

Characteristics and capabilities of an ADGM representative office

• to promote financial products and services offered by its parent company and by other group financial services providers(if any).
• is a branch of its foreign parent company.
• can make introductions/referrals to the parent entity.
• can distribute marketing material (including fund prospectuses).
• can distribute investment research.
• can provide information on the products and services of the parent entity.
• the activity of the ADGM Representative Office can be changed after 1 year of operation and it can be upgraded to a financial license, however, it will always remain a branch of the foreign company.

Limitations of an ADGM representative office

A representative office set up in ADGM:

• is not allowed to advise on products or arrange deals in investment.
• cannot provide opinions, recommendations, or specific investment advice.
• cannot receive or transmit orders. cannot invoice clients for services.
• cannot market funds that do not meet the stipulated criteria.

Requirements to set up an ADGM representative office

• Principal Representative (PR) – In-house, UAE resident.
• Directors – at least 2, preferably 3-4, can be outsourced
• Money Laundering Reporting Officer (MLRO) – can be outsourced, UAE resident.

ADGM incorporation steps and timelines

• Healy Consultants Group will project manage our client’s ADGM company formation.
• Our client must travel to Abu Dhabu for a day before the licence is issued and a bank account is opened.
• While non-financial licensed companies can be registered in 4-6 weeks, securing a financial licence for ADGM takes approximately eight to ten months depending on the Category.

The engagement steps are listed below

Pre-incorporation steps – 1.5 months to 3 months

1. Consultation phase: Before starting the ADGM company incorporation process, our client explains their existing and proposed business activities, business goals, and requirements for the new entity. Healy Consultants and our client plan the optimal structure for the entity and agree on i) engagement fees payable ii) potential licensing requirements and iii) details of directors and share allocation;
2. Planning phase: Our firm takes all information provided to plan the process in detail, including i) Abu Dhabi business incorporation, ii) multi-currency corporate bank account opening and iii) securing applicable licenses. This phase sets client expectations and seeks to minimise disruption until project completion. Our deliverable is a step-by-step project plan.
3. Business plan and financial projections, Letter of Intent (LoI) and initial assessment by the authorities: As per the client’s information, our incorporation team i) drafts a detailed business plan, ii) drafts a Letter of Intent (LoI), and iii) requests a meeting with ADGM authority and FSRA. During this first meeting, the authority will informally review the application and consider the applicant’s suitability and the licence category. The authority will also supply a list of required documents to Healy Consultants Group.
4. Document preparation: Our Abu Dhabi incorporation team gathers all documents required to submit a quality application to ADGM.

Incorporation steps – 4 months to 6 months

1. Document submission: Healy Consultants Group submits the quality incorporation application online.
2. In-Principle approval: Following a detailed review of the business plan, application and documents, ADGM authority i) confirms name reservation and ii) issues an In-Principle Approval Certificate. Note that it is usual for the authorities to revert multiple times during this pre-approval stage, requesting additional documents and information. Consequently, the process usually takes a minimum of four months. Once In-principle approval is issued, it is valid for three months.
3. Document attestation: We supply our client with a complete list of documents that require attestation at the UAE embassy in the country of origin. We assist them in documents submission as well.
4. Entity registration: The attested documents and the In-Principle Approval Certificate are submitted to the ADGM. The ADGM issues a provisional Certificate of Incorporation;
5. Bank account and deposit of capital: Our banking team assists the client to open a Abu Dhabi corporate bank account for their business within five weeks. It is compulsory for the client to travel to Abu Dhabi for an hour-long interview with the bank officer before opening the account. Immediately, after getting the corporate bank account number, our client deposits the paid-up share capital.
6. Office premises: Simultaneously with the step above, we assist our client in locating office space and signing a year’s long lease agreement. This step is necessary before the licence. Fortunately, ADGM offers a wide range of office options. From co working space to business centres, ADGM caters to all the clients with relevant options.
7. License issuance: Within one week of Healy Consultants Group submitting to ADGM and FSRA i) a certificate of capital deposit ii) signed lease agreement, and iii) a payment slip for the payment of office rental fees, ADGM Authority issues the commercial licence. Our client can now conduct business in the UAE.

Post incorporation steps – 1 month

1. Additional registrations: Now that the company is fully incorporated, we can register the entity for Value Added Tax (VAT), Corporate Income Tax (CIT) and apply for employee visas;
2. Registration completion: Following the receipt of all necessary approvals and documents, Healy Consultants couriers a complete company kit to our client, including original corporate documents, unopened bank correspondences, and a feedback survey to ensure client’s expectations were met during the entire engagement period.
3. Statutory compliances: Our client must appoint a UAE qualified auditor within one month of registration, submit quarterly VAT reports, and prepare annual audited financial statements. Depending on the business category, additional financial reporting may be needed.

Healy Consultants Group’s fees to setup a ADGM free zone company

Click below invoice for an estimated detailed breakdown of fees.
View invoice PDF