New UAE LLC rules give founders greater flexibility over ownership and governance
While many market participants wait for the next growth cycle, experienced founders, fintech operators, Web3 infrastructure companies and investors are using the slower period to strengthen their legal foundations, protect intellectual property and prepare for expansion across the Middle East and North Africa (MENA). A timely reason to revisit corporate architecture comes from the UAE’s recent legislative reforms. UAE Federal Decree-Law No. 20 of 2025 modernises aspects of the Commercial Companies Law and introduces greater flexibility for Limited Liability Companies (LLCs), including the ability to create multiple quota and share classes with different economic, voting and exit rights, subject to applicable law. For founders planning investment rounds, regional expansion or succession planning, the changes create new opportunities to structure ownership and control more effectively.
Building During the Slower Cycle
Ahmed Adly, founder of Al Adly & Co. and a corporate lawyer with more than 20 years of experience advising businesses across the UAE and Egypt, believes the current market environment presents an opportunity for disciplined operators to focus on long-term fundamentals rather than short-term market sentiment. “Markets rise and fall, but well-structured businesses remain. The founders who use a slower cycle to build the right legal architecture — protecting their operations, separating their assets and securing control — are the ones ready to move the moment conditions turn. In MENA, the structure you choose before you expand often matters more than the timing of your entry.”
Three Layers of Protection for Growing Businesses
Drawing on its cross-border experience, Al Adly & Co. highlights a framework of seven commonly used structures across three complementary protection layers. Operating activities may be conducted through vehicles such as UAE Mainland LLCs, UAE Free Zone Companies, Egypt LLCs established through GAFI or Saudi Arabian LLCs. Asset separation strategies often utilise DIFC Prescribed Companies or RAK ICC Companies to hold intellectual property and other valuable assets separately from day-to-day operational risk, while governance objectives may be supported through structures such as an ADGM Foundation. Depending on the business model and applicable legal framework, these arrangements can help founders organise ownership, governance and asset protection more effectively as they prepare for investment or regional growth.
Compliance Remains as Important as Structure
Regulatory compliance remains a critical part of any expansion strategy. The UAE’s widely discussed 0% Free Zone corporate tax treatment is conditional and generally applies only to a Qualifying Free Zone Person earning qualifying income under applicable legislation, while non-qualifying income may be subject to the standard 9% corporate tax rate. Similarly, 100% foreign ownership is available in many sectors, subject to licensing requirements, activity classifications and applicable regulations. These considerations are particularly relevant for enterprise-focused fintech businesses, payment platforms, exchanges, tokenisation infrastructure providers and other companies entering regulated MENA markets. Al Adly & Co. offers a complimentary corporate structure review for founders, companies and investors considering expansion into the UAE, Egypt or Saudi Arabia and seeking to assess their current legal and asset-protection arrangements.
This press release is for general information only and does not constitute legal advice. Outcomes depend on the applicable law and individual circumstances.
Founded in 2016 by Ahmed Adly, Al Adly & Co. is a full-service law firm operating across the United Arab Emirates and Egypt, advising international businesses, founders and investors on corporate structuring, business setup, fintech and dispute resolution. Built on a „We Bridge“ philosophy — international standards with deep regional insight — the firm helps clients navigate two jurisdictions with clarity in complexity and confidence in execution.
Company-Contact
Al Adly & Co
Nedaa Ahmed
Dubai CommerCity Umm Ramool Building BCB2 413
00000 Dubai
Phone: +971 55 3033 002
E-Mail: 
Url: https://aladly.co/
Press
Al Adly & Co
Nedaa Ahmed
Dubai CommerCity Umm Ramool Building BCB2 413
00000 Dubai
Phone: +971 55 3033 002
E-Mail: 
Url: https://aladly.co/
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