What does a regional headquarters in Dubai do?

The UAE's free zone tax rules describe headquarter services as administering, overseeing and managing the business of related companies. [1] In practice a Dubai headquarters takes on one or more of these roles:

Role What it covers Listed as a qualifying activity
Management Senior and general management, business planning, risk management, procurement, coordination of group activities Headquarter services to related parties [1]
Treasury Cash and liquidity management, financing, debt management, cash pooling, central payments and collections Treasury and financing services to related parties [1][3]
Holding Owning shares in the operating companies Holding of shares for investment purposes, where held for at least 12 months [1]
Shared services HR, IT, finance, legal and compliance support for group companies Within headquarter services, as the FTA's guide lists them [3]

Decide the mandate before choosing the company. The roles that move to Dubai, and the people who make those decisions, decide both the structure and the tax result. The FTA's own example of a headquarters that passes the test has its senior management team working from the free zone office. [3]

Free zone company, mainland company or branch?

Each structure suits a different job.

  • Free zone company. Can be 100% foreign-owned. Only a business registered in a free zone (a company, or a foreign company's free zone branch) can be a Qualifying Free Zone Person. It trades within its zone and abroad, and reaches the mainland through a branch, a distributor or a permit (see below). [4][16][24]
  • Mainland company. Since the company law changes that took effect in early 2021, a mainland company can be 100% foreign-owned, except in activities the Cabinet sets as having strategic impact. It can trade anywhere in the UAE and bid for government contracts. It pays the standard rates: 0% on taxable income up to AED 375,000 and 9% above. [9][15][16]
  • Branch of the foreign parent. A branch is part of the parent, so a mainland branch's profit is taxed in the UAE as a permanent establishment of a non-resident. A foreign company's branch no longer needs a UAE national service agent. The FTA does not issue tax residency certificates to branches of foreign companies, which matters if the headquarters needs a tax treaty (see below). [4][11][15]
  • Holding company. A DMCC holding company needs no physical office, starts at AED 3,690 and is set up through a DMCC-licensed registered agent. Dividends and gains from shareholdings of at least 5% held for 12 months can be exempt, among other conditions. [4][17][23] Holding companies in the UAE →

The forms can be combined, for example a free zone headquarters company that owns a mainland company for UAE customers. Choosing a UAE free zone →

Do headquarter services qualify for 0% corporate tax?

Yes, if the company is a Qualifying Free Zone Person. Ministerial Decision No. 229 of 2025 lists 13 qualifying activities. It took effect from 1 June 2023 and repealed Ministerial Decision No. 265 of 2023. Those relevant to a regional headquarters are: [1]

  • headquarter services to related parties
  • treasury and financing services to related parties or for its own account
  • holding of shares and other securities for investment purposes (held for at least 12 months)
  • distribution of goods in or from a Designated Zone, to customers who resell or process them
  • logistics services

Income from a qualifying activity can count as qualifying income even when the group company paying it is on the mainland or abroad, unless it is earned through a branch outside the free zone. [2] The FTA's guide treats interest and fees earned from treasury services as qualifying income. [3]

Some income never qualifies:

  • Transactions with individuals, except in 4 listed activities such as fund management [1]
  • Banking, and finance and leasing that a UAE financial regulator oversees, apart from the listed treasury activity above [1]
  • Income of a branch on the mainland or abroad (a "permanent establishment"), which is taxed at 9% [2][4]

All the conditions must be met throughout the year: [1][4]

  • adequate substance in the free zone
  • qualifying income
  • compliance with the transfer pricing rules
  • audited financial statements
  • non-qualifying revenue within the de minimis limit
  • no election to be taxed at the standard rates

A company that fails any of them loses the status from the start of that tax period and for the next 4. [1]

For example, a headquarters with revenue of AED 40 million may earn up to AED 2 million of non-qualifying revenue (5%), because that is lower than AED 5 million.

Group treasury raises a separate question: whether the activity needs a licence from a financial regulator. The tax rules do not answer it. A licensed adviser, such as a regulatory law firm, confirms the position before the treasury company starts work.

What substance does a Dubai headquarters need?

The company must carry out its core income-generating activities in the free zone. It must have adequate assets, enough qualified full-time employees and adequate operating spending there, for each activity. Core work can be outsourced only to another person in a free zone, under the company's supervision. [2][3]

The FTA's guide gives 2 examples of the level it expects: [3]

  • A regional headquarters passes when each senior manager works from the free zone office and covers one area of the region, and the directors review regional performance each quarter.
  • A pure holding company with no employees can pass if its board makes the investment decisions in the free zone, with minutes kept at its free zone office.

Staff numbers also depend on the office. Free zone visa allowances follow it: at DMCC, a flexi desk usually carries 1 to 3 visas, and a private office 1 visa for every 9 square metres. [18]

Where will the headquarters, and the parent, be tax resident?

A company incorporated in the UAE, including in a free zone, is UAE resident. A company incorporated abroad is also UAE resident if it is effectively managed and controlled in the UAE, and a resident company is taxed on its worldwide income. [4] The FTA looks at where the key management and commercial decisions on strategy and policy are regularly and predominantly made. [12]

That rule cuts both ways:

  • The parent. If the parent's board in practice meets and decides in Dubai, the parent itself can become UAE tax resident. [4][12]
  • The headquarters. If the Dubai company's decisions are in fact taken at the parent's head office, the parent's country may treat it as resident there. In the UK, for example, HMRC's manual cites a case in which a parent's subsidiaries in Africa were held UK resident, because the parent's board in the UK controlled them rather than their own boards. [13]

Keep a record of where each board meets, who has authority to sign for each company, and where the executives work. Your tax adviser in the parent's country confirms the position there.

How should the headquarters charge the rest of the group?

Every charge between group companies must meet the arm's length standard: the price unrelated parties would agree in the same circumstances. The law lists 5 methods, including cost plus. [4] The FTA's transfer pricing guide adds: [5]

  • Benefit test. A service is charged only if the group company receives something an independent business would pay for.
  • No charge for shareholder activities. Costs the parent incurs as owner, such as its own board, listing, consolidated accounts and investor relations, stay with the parent.
  • Low value-adding support services can be charged at cost plus 5% without a benchmarking study, if they meet the FTA's criteria.
  • Duplicated services that a subsidiary already performs for itself generally fail the benefit test.

Paperwork follows the size of the business. Every taxable person with related party transactions above a materiality threshold files a transfer pricing disclosure form with its return. A master file and local file are required where the UAE company's revenue is AED 200 million or more, or the group's consolidated revenue is AED 3.15 billion or more. [4][5]

The FTA expects every charge between a headquarters and its group companies to be documented and priced under the arm's length principle. Where costs are pooled, they are shared out using allocation keys that fit the service, such as headcount or number of users. [3][5]

Does the 15% minimum tax apply to a Dubai headquarters?

It applies to the UAE entities of multinational groups with annual revenue of €750 million or more in at least 2 of the 4 financial years before the year in question, for financial years starting on or after 1 January 2025. [6][8] The aim is an effective tax rate of at least 15% in each country where the group operates. For these groups, the 0% free zone rate does not set the final UAE tax. [6][9]

Registration is separate from corporate tax. For a financial year that ended before 30 April 2026, the deadline is 30 November 2026. Otherwise it is within 7 months of the end of the first financial year the entity is in scope. Late registration carries a penalty of AED 10,000. [7]

Can the headquarters use the UAE's tax treaties?

The Ministry of Finance says the UAE has concluded 137 double taxation agreements. [10] The FTA issues tax residency certificates so that UAE residents can use these treaties. For a company: [11]

  • The company must have been incorporated for at least 12 months.
  • Branches of foreign companies, and offshore companies, are not eligible.
  • The FTA may ask for proof of effective management and control in the UAE.
  • The review fee is AED 500 for a company with a corporate tax number, and AED 1,750 without one, plus AED 50 to submit.
  • Processing takes 10 business days.

UAE withholding tax on certain UAE-sourced income paid to non-residents is currently set at 0%. [22] How the parent's country taxes what it receives is a question for an adviser there. UAE tax residency certificate →

Can a free zone headquarters serve clients in mainland Dubai?

For some activities, yes, through Dubai's Free Zone Mainland Operating Permit, set under Executive Council Decision No. 11 of 2025 and launched on 8 October 2025: [14]

  • Fee: AED 5,000, valid for 6 months and renewable at the same fee.
  • Activities: non-regulated technology, consultancy, design, professional services and trading in the first phase.
  • Tax: 9% corporate tax on the related revenue, with separate records.

Before applying, check with your tax adviser how the mainland income sits with the de minimis limit.

Dubai or Riyadh: the Saudi regional headquarters rule

A group choosing between Dubai and Riyadh needs to know Saudi Arabia's procurement rules, published in the Saudi official gazette. Since 1 January 2024, Saudi government bodies may contract with a foreign company that has a regional headquarters elsewhere in the Middle East and North Africa, but not in Saudi Arabia, only within those rules: [21]

  • Who is covered: companies on a list drawn up by Saudi Arabia's Ministry of Investment, and their agents, distributors and suppliers.
  • Exempt: work and purchases estimated at up to SAR 1 million, and work carried out outside Saudi Arabia.
  • Public tenders: such a company may bid, but its bid can be accepted only if it is the only technically acceptable bid, or the best bid and at least 25% cheaper than the next best.
  • Exemptions: before a tender, a government body can ask a committee at the Ministry of Finance to exempt a company for a project or a set period of up to 3 years.

A group that wants Saudi government work may need a Saudi regional headquarters as well as, or instead of, a Dubai one. Saudi advisers confirm the current position.

Visas for executives and staff

The employer applies for each employee's residence visa, normally valid for 2 years. In a free zone the office sets how many visas the company can sponsor, as at DMCC. [18][20] Chairpersons and chief executives (skill level 1) and specialists (level 2) earning at least AED 30,000 a month, with a degree and a UAE work contract, can apply for a 10-year Golden Visa. [19] UAE residence visas → UAE Golden Visa →

How Marlborough Gulf helps

What we do:

  • We define the headquarters' mandate with you, map each function to the right UAE company, and set out how it fits with the group's ownership and succession plans.
  • We form and administer UAE companies, keep the books, and advise on the Qualifying Free Zone Person tests and transfer pricing records each year.

What others do: Tax advisers in the parent's and subsidiaries' countries advise on tax there. A registered tax agent represents the company before the FTA. A licensed adviser, such as a regulatory law firm, advises whether a treasury activity needs a licence.

Tax consultancy → Corporate services and UAE tax →

Request a consultation

Common questions

What is a regional headquarters in Dubai?

It is a UAE company that manages, finances or holds a group's businesses in the region. The UAE's tax rules describe headquarter services as administering, overseeing and managing the business of related companies. [1]

Is a regional headquarters in a free zone tax-free?

Its qualifying income, such as headquarter and treasury fees from group companies, can be taxed at 0% if it meets every Qualifying Free Zone Person condition. Other income is taxed at 9%. For groups with revenue of €750 million or more, a top-up tax aims for an effective rate of at least 15%. [1][2][6][9]

How many staff does a Dubai headquarters need?

The law sets no number. It requires adequate qualified full-time employees, assets and spending in the free zone for each core activity. [2][3]

Can a branch of a foreign company get a UAE tax residency certificate?

No. The FTA does not issue them to branches of foreign companies. A UAE company incorporated for at least 12 months can apply. [11]

Do Saudi government contracts need a Saudi regional headquarters?

For listed foreign companies whose regional headquarters is elsewhere in the Middle East and North Africa, usually yes, since 1 January 2024. Work up to SAR 1 million is exempt, and a government body can ask for an exemption before a tender. [21]

This guide is general information, not tax or legal advice for your circumstances. Rules change; each source below shows the date it was read.

Marlborough Gulf does not give investment, pension or insurance advice. Regulated services are provided by licensed firms, who contract with you directly.

Sources

  1. Ministerial Decision No. 229 of 2025 Regarding Qualifying Activities and Excluded Activities, Ministry of Finance, 28 Aug 2025, Articles 2, 3, 5, 6 and 7. Read 29 Oct 2026. https://mof.gov.ae/wp-content/uploads/2025/09/EN-Ministerial-Decision-No.-229-of-2025-Regarding-Qualifying-Activities-and-Excluded-Activities.pdf
  2. Cabinet Decision No. 100 of 2023 on Determining Qualifying Income for the Qualifying Free Zone Person, Ministry of Finance, 25 Oct 2023, Articles 3, 5 and 8. Read 29 Oct 2026. https://mof.gov.ae/wp-content/uploads/2023/11/Cabinet-Decision-No.-100-of-2023-on-Determining-Qualifying-Income-for-the-Qualifying-Free-Zone-Person.pdf
  3. Federal Tax Authority, Free Zone Persons Corporate Tax Guide (CTGFZP1), May 2024, sections 6 (Examples 24 and 25), 10.11 and 10.12. Read 29 Oct

    https://tax.gov.ae/Datafolder/Files/Guides/CT/Free%20Zone%20Persons%20-%2020%2005%202024%20final%20for%20GCD.pdf

  4. Federal Decree-Law No. 47 of 2022 (Corporate Tax Law), Articles 1, 3, 11, 12, 18, 23, 34 and 55 (Ministry of Finance English text). Read 29 Oct 2026. https://mof.gov.ae/wp-content/uploads/2022/12/Federal-Decree-Law-No.-47-of-2022-EN.pdf
  5. Federal Tax Authority, Transfer Pricing Guide (CTGTP1), October 2023, sections 6.5, 6.6 and 7.2. Read 29 Oct 2026. https://tax.gov.ae/Datafolder/Files/Pdf/2023/Transfer%20Pricing%20Guide%20-%20EN%20-%2023%2010%202023.pdf
  6. Federal Tax Authority, "Federal Tax Authority issues new guide on scope and registration for Top-up Tax on multinational enterprises", 7 Oct 2026. https://tax.gov.ae/en/media.centre/news/federal.tax.authority.issues.new.guide.on.scope.and.registration.for.topup.tax.on.multinational.enterprises.aspx
  7. Federal Tax Authority, Scope and Registration, Top-up Tax Guide (TTGREG1), August 2026, sections 8.4 and 8.5. Read 29 Oct 2026. https://tax.gov.ae/Datafolder/Files/Guides/Top-Up-Taxes/TTGREG1%20-%20Scope%20and%20Registration%20guide%20-%2008%202026.pdf
  8. UAE Ministry of Finance, Top-up Tax, page updated 29 Oct 2026. https://mof.gov.ae/en/public-finance/tax/top-up-tax/
  9. PwC Worldwide Tax Summaries, UAE: corporate, taxes on corporate income, reviewed 9 Sep 2026. https://taxsummaries.pwc.com/united-arab-emirates/corporate/taxes-on-corporate-income
  10. UAE Ministry of Finance, Double Taxation Agreements (DTAs), page updated 29 Oct 2026. https://mof.gov.ae/en/public-finance/international-relations/double-taxation-agreements-dtas/
  11. Federal Tax Authority, Issuance of Tax Certificates for Tax Residency, page updated 22 Oct 2026. https://tax.gov.ae/en/services/issuance.of.tax.certificates.aspx
  12. Federal Tax Authority, Resident juridical person (corporate tax topics), page updated 6 May 2024. Read 29 Oct 2026. https://tax.gov.ae/en/taxes/corporate.tax/corporate.tax.topics/resident.juridical.person.aspx
  13. HMRC, International Manual, INTM120060, "Company residence: the case law rule: central management and control" (Bullock v Unit Construction Co Ltd), updated 27 Oct 2026. https://www.gov.uk/hmrc-internal-manuals/international-manual/intm120060
  14. Dubai Media Office, "Dubai launches Free Zone Mainland Operating Permit", 8 Oct 2025. https://mediaoffice.ae/en/news/2025/october/08-10/dubai-launches-free-zone-mainland-operating-permit
  15. u.ae, Full foreign ownership of commercial companies, updated 27 Oct 2026. https://u.ae/en/information-and-services/business/Doing-business/doing-business-on-the-mainland/full-foreign-ownership-of-commercial-companies
  16. DMCC, "The Differences Between Mainland and Free Zone Companies in Dubai", 25 Aug 2026. https://dmcc.ae/blog/company-registration-in-dubai-mainland-vs-free-zone-vs-offshore
  17. DMCC, SPVs and Holding Companies, read 29 Oct 2026. https://dmcc.ae/business/spvs-and-holding-companies
  18. DMCC, "Complete guide on DMCC licences", 9 Apr 2026. https://dmcc.ae/blog/complete-guide-on-dmcc-licences
  19. ICP, What is the UAE Golden Residency?, updated 10 Sep 2026. https://icp.gov.ae/en/uae-golden-residency/
  20. u.ae, Residence visa for working in the UAE, updated 7 Aug 2026. https://u.ae/en/information-and-services/visa-and-emirates-id/Types-of-visas/residence-visa-for-working-in-the-uae
  21. Umm Al-Qura (Saudi official gazette), Controls for Government Entities Contracting with Companies that do not have a Regional Headquarters in the Kingdom and Related Parties (Arabic), published 6 Jan 2023, in force from 19/6/1445 AH (1 Jan 2024), Articles 1, 4, 6, 14, 16 and 21. Read 29 Oct 2026. https://www.uqn.gov.sa/details?p=21199
  22. PwC Worldwide Tax Summaries, UAE: corporate, withholding taxes, reviewed 9 Sep 2026. https://taxsummaries.pwc.com/united-arab-emirates/corporate/withholding-taxes
  23. PwC Worldwide Tax Summaries, UAE: corporate, income determination (participation exemption), reviewed 9 Sep 2026. https://taxsummaries.pwc.com/united-arab-emirates/corporate/income-determination
  24. UAE Ministry of Economy and Tourism, 40 Free Zones for Company Incorporation ("100% ownership for foreign investors"), updated 29 Oct 2026. https://www.moet.gov.ae/en/-/100-company-ownersh-1