Trade Licences Guide

Transcription

1 Trade Licences Guide

2 Trade Licences Guide in Abu Dhabi S.P.P.M.D / 3R 3rd Run Publisher: Abu Dhabi Chamber of Commerce & Industry (ADCCI) Copyright Abu Dhabi Chamber غرفة تجارة وصناعة أبوظبي ص.ب 662 أبوظبي اإلمارات العربية المتحدة Abu Dhabi Chamber of Commerce & Industry PO Box: 662, Abu Dhabi U.A.E : : : services@adcci.gov.ae :

3 Index Introduction...03 Firstly, Investment Incentives...04 Secondly, Laws Regulating the Practice of Business and Economic Activity in the Emirate of Abu Dhabi...06 Thirdly, Types of Licences in Abu Dhabi Emirate & Required Documents...08 Fourthly, General Procedures For Acquiring Licences...12 Fifthly, Activities Engagement in which Requires Approval by Competent Authorities...14

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5 Introduction Asking for information and data along with making inquiries about the procedures and prerequisites of exercising business, professional, vocational or industrial activities reflect keenness on the part of investors and businessmen to abide by the effective laws, rules and appropriate technical criteria conducive to the success of projects set up by them. As the Chamber is explaining such matters to all concerned parties, we deemed that it is our duty to issue a series of concise and precise guides on how both to practise business and investment and get a licence issued in the Emirate, thus starting out from our objectives to enlarge the range of services rendered to businessmen. Add to this, such guiding booklets introduce integrated information and thorough data on how to exercise business, professional and industrial activities in the Emirate We do hope that this "Guide" would bear its anticipated fruits at a time when accurately concise information became among the most significant factors of economic progress and development in a world marked with ever-accelerating, fast-moving provision of information.

6 4 Abu Dhabi Chamber Firstly, Investment Incentives Abu Dhabi Emirate is well known to be one of the major business centers in the Arab Gulf region. It acquired such a prestigious position by means of many factors that can be summarized in the following points: 1. An outstanding location that helps the emirate to be in a position to perform its active trade-related role in linking shipping routes and facilitating goods transportation between The East and the West; Adoption of a free-market economy that encouraged national and foreign capitals to invest in all fields; No income tax is levied on profits made by individuals, companies and foreign company branches; Free transfer of capitals and profits abroad, without any restrictions, given the availability of branches of major international banks operating in the Emirate; Imports, including foodstuff, intermediary goods used in local industry and some other commodities, in addition to all exports and re-exports, are exempted from any customs duties; The maximum customs fees lately levied did not exceed (5%), a rate which is considered the lowest in the region as a whole; Free movement and travel is guaranteed for everybody whether inside or outside the Emirate and the country at large; Free practice of economic activities plus investment incentives provided and ensured by prevailing laws and economic rules and regulations; Only minimal rent charges are applied to lease of lands allocated for industrial investment purposes; 10. Low water and electricity consumption rates for both domestic and institutional uses and such rates are lower than those usually charged in any part of the world; 11. Abu Dhabi is noted for the existence of a modern and advanced infrastructure representing a strong and deeprooted basis supporting a robustly stable economy. Such advanced infrastructure includes: Two modern international airports in both Abu Dhabi and Al Ain. They are both capable of receiving giant civil and commercial aircraft, A streamlined and advanced telecommunication network built upon state-of-the-art technologies available, and Modern and well-equipped seaports with a huge capacity (run by the Transport Authority); 12. Abu Dhabi Emirate provides superior services and facilities in the field of education as the emirate developed many public and private schools adopting numerous curricula, including Arabic, English, German, Hindu, French and the like. This is in addition to the existence of several private institutes and universities availing the opportunity of higher education for expatriates; 13. International exhibition halls and centers besides shopping malls and department stores are also widely spread;

7 Abu Dhabi Chamber Medical services are also rendered through many hospitals, medical centers and clinics, private and public alike; 15. Diversified, modern leisure, recreational and touristic places are also widely spread, along with silver sandy beaches, sports foundations and clubs, luxurious hotels and restaurants. There is also a variety of state-of-the-art gardens and public parks, public and private libraries, cinema houses, road networks and traffic regulations; and 16. A set of legislations such as Intellectual Property Law, Commercial Company Law, UAE Civil Code and Commercial Procedures Law has been completely issued. 17. All these advantages have made Abu Dhabi a fantastic place of attraction for investors and businessmen from every part of the world.

8 6 Abu Dhabi Chamber Secondly, Laws Regulating the Practice of Business and Economic Activity in the Emirate of Abu Dhabi Laws: Article 23 of Federal Law No. 18 of 1993 concerning Commercial Dealings provided that: It shall not be permissible for non-uae nationals to run businesses unless upon joining a partner or partners holding the UAE nationality in accordance with the terms and within the limits specified in the Commercial Company Law. With reference to the Federal Commercial Company Law No. 8 of 1984 and the amending laws thereof, Article 22 provided as follows: "Observing that commercial activities are confined to nationals as provided in this Law or in any other law, every company incorporated in the UAE must have one or more national partners whose share must not be less than 51% of the company capital". Article 5 of the Companies Law defined types of companies which are (General Partnership, Limited Liability Company, Simple Limited Partnership, Public Joint Stock, Partnership Limited by Shares, Private Joint Stock, Joint Participation (Venture). Likewise, Article 314 of the UAE Commercial Company Law also granted foreign companies the right of establishing their own branches or offices in the country providing that such a branch or office must have a national agent. If the agent is a company, it must be a national company in which all partners should be nationals. The UAE agent's obligations should, however, be confined to rendering necessary administrative services to the company in respect of getting required licences without sharing in the capital or management or bearing any losses or obligations. Article 92 of the UAE Civil Code defined legal entities in such a way that included private associations and enterprises incorporated according to the provisions of the law. Abu Dhabi s Trade Licence Law No. 9 of 1996 and the amending laws thereof also provided that except those exempted by the Ruler, it shall not be permissible for any person to practise any business activity unless upon acquiring the required licence as it is determined.

9 Abu Dhabi Chamber 7 Article 31 of Law No. 27 of 2005 Concerning Abu Dhabi Chamber of Commerce & Industry provided that those national or foreign individuals, companies or enterprises practising business, industrial, financial or contracting activities within the Emirate, or those having branches or offices to practise permanent or temporary activity, shall have to join the Chamber. It is understood from the sense of all these provisions that it is a must for any natural or legal person whether he is a national or foreign investor to acquire a licence allowing him to practise requested economic activity. However, the Chamber's Membership Certificates are amongst the necessarily required documents for licence issuance or renewal in the Emirate.

10 8 Abu Dhabi Chamber Thirdly, Types of Licences in Abu Dhabi Emirate & Required Documents 1 - National Proprietorship (100% National): Selection and approval of trade name (to be approved by the Department of Economic Development); Lease contract involving the headquarters through which the activity is intended to be practised; UAE national s passport photocopy + personal photograph; Definition of activity (Commercial, professional or vocational); Acquiring competent authorities approval whenever required for certain activities; and Completed application forms prepared for the purpose by the Department of Economic Development, Commercial Register and Chamber Membership. 2 Commercial Companies (51% Minimum National Share): Getting the selected trade name approved (by the Department of Economic development) in accordance with the requirements provided in the Commercial Company Law; Partnership agreement duly authenticated by the Notary Public (National(s) share should not be less than 51%) and without prejudice to other provisions and requirements provided in the Commercial Company Law in respect of the company type; Lease contract involving the headquarters through which the activity is intended be practised; Passport photocopy + personal photograph of each partner; Definition of required activity and getting it approved by respective competent authorities whenever required for certain types of activities; Bank certificate to the effect that the company capital has been already deposited at one of the banks operating in the Emirate, along with a statement showing the cash shares of partners; Completed licence application-forms, Commercial Register and Chamber Membership; and Registration of the partnership agreement at the Ministry of Economy. Foreign investors are to obtain the approval of the Immigration & Naturalization Department (i.e. an investor s visa).

11 Abu Dhabi Chamber 9 3- Foreign Company Branches: Adopting the same mother company's name for the branch in Abu Dhabi (to be approved by the Department of Economic Development); Detailed statement on the activity required to be practised by the branch and getting it approved by respective competent authorities whenever required for certain activities, with consideration to that the branch activity must be from among those practised by the mother company s headquarters; Contract agreement concluded with a services agent holding the UAE nationality. The agreement must be duly authenticated by the Notary public; Submission of a duly attested "Undertaking" issued by the mother company pledging to bear any financial liabilities on behalf of its branches in the UAE; Duly attested decision taken by the concerned administrative body at the mother company confirming willingness to open a branch in Abu Dhabi; Duly attested official certificate issued by the competent authorities at the country in which the foreign company is registered. The certificate must state for the company registration, legal status, capital, along with names, capacities and powers of its representatives; Duly attested facsimile of the mother company's letter of incorporation or articles of association. Latest duly attested couple of balance sheets accredited by the mother company, along with auditor report, profit/loss account and other balance sheet-related explanations; Statement showing main operations and activities practised by the foreign company outside the UAE, and accounting for its previously accumulated experiences; Duly attested power of attorney in favor of the company's representative in Abu Dhabi, along with his passport photocopy and personal photograph; Passport photocopy and personal photograph of the national services agent if he is a natural person. In case he is a legal entity, an official certificate confirming that all partners are UAE nationality holders should be attached along with copies of issued licences;

12 10 Abu Dhabi Chamber Statement showing the number of employees expected to be recruited in the company branch in Abu Dhabi; The branch capital amount must not be less than Dhs250,000 (Two hundred and fifty thousand dirhams); and All documents should be translated into Arabic by an authorized legal translator and duly attested by the UAE Ministry of Justice. 4- Appointment of Commercial Agent (Exclusive Distributor): *Foreign companies unwilling to acquire a licence but still interested in finding access to their products inside the UAE or seeking to offer their services, may appoint a commercial agent in accordance with the provision of Federal Law No. 18 of 1981 Regulating Commercial Agencies and amending laws thereof. Such agent may promote the foreign company s products and services through exclusive sales or distribution within the specified UAE-based area covered by the agency. This can be done by virtue of a relevant agreement which should be duly registered with the Ministry of Economy. However, foreign companies may have one agent to cover the whole UAE territories or one agent in each emirate. The agency shall remain in place only as per the relevant duration agreed upon in the contract. 5- Gulf Establishments and Companies: GCC countries' nationals shall be allowed to practise all economic activities and professions, barring the activities listed in the Ministerial Resolution No. 26 of the year 2005.

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14 12 Abu Dhabi Chamber Fourthly, General Procedures For Acquiring Licences 1. Applicant may approach either the Department of Economic Development, the Higher Corporation for Specialized Economic Zones (ZonesCorp) or the Abu Dhabi Tourism Authority - as per the type of requested activity once the required trade name selected by the applicant for his own project has been duly approved for purposes of completing an application form for the licence, then attaching the same to other documents as specified hereinbefore in respect of types of licences and required documents; 2. Applications are, thereafter, reviewed along with documents attached thereto in order to determine whether the activity included in the submitted application requires approval of competent authorities. In such a case, the application is referred to the respective competent authority for obtaining its approval of allowing the applicant to engage in the requested activity. The applicant should approach the involved competent authority to see whether further documents or certain explanations are still required; 3. Posterior to both the approval of the application and receiving the approval of respective competent authorities, if required, the applicant is referred to the Abu Dhabi Chamber for obtaining its membership; 4. Having obtained the Chamber s Membership, the applicant should refer to either the Department of Economic Development or the Abu Dhabi Tourism Authority for registration in the Commercial Register and for having the licence which is not finally acquired unless upon field visit to the applicant premises and fulfillment of all terms and conditions relating to advertising, safety and health requirements in accordance with the rules and regulations applied by the Department of Economic Development; 5. In case of his being a commercial company, the applicant shall be referred to the Ministry of Economy after acquiring the Chamber Membership Certificate. At the Ministry, relevant procedures required for registration of the company's incorporation are to be completed once / for one time; 6. In case the applicant is a foreign company branch, he shall have to submit an application enclosed with all documents mentioned hereinbefore in respect of types of licences and required documents to Ministry of Economy. The Ministry, in cooperation with the Department of Economic Development (DED) and the

15 Abu Dhabi Chamber 13 Abu Dhabi Chamber, presents the application before the esteemed Executive Council in Abu Dhabi seeking required approval. (This is also effective for Joint Stock Companies.); 7. DED s licence should be annually renewed; and 8. Once the Licence has been issued, the applicant should approach the Ministry of Labour to open a special "Company Card" and apply for required labour force. Then he has to approach the Department of Naturalization & Residence to get permits. Licensing stages shall be as follows: 1. Trade name, 2. Immigration & Naturalization Department s approval of an investor s visa, 3. Specifying the type of activity and; accordingly, getting the approval of the concerned entity, if any, 4. Inspecting the premises of the business, 5. Issuing a preliminary approval, 6. Issuing a final approval, 7. Paying the fees, 8. Membership of the Abu Dhabi Chamber of Commerce & Industry, and 9. A card for the business shall be opened at both the Ministry of Labour and the Immigration & Naturalization Department.

16 14 Abu Dhabi Chamber Fifthly, Activities Engagement in which Requires Approval by Competent Authorities Obtainment of the approval given by the authorities mentioned herein below shall be a prerequisite for practising the activities subsumed under each and every respective authority. EXECUTIVE COUNCIL Travel & Tourism - General Services - Charter Trading - Ship & Maritime Agencies - Car Clubs - Charter Air Transport - Foreign Company Branches. MINISTRY OF INTERIOR General transport - Driving Schools - Stamp Making Key Cutting & Stamp Making - Fire Equipment, Alarm & Safety Systems - Used Car Dealers - Used Auto parts _ Car Painting & Denting - Rent -a Car - Organizing Festivals and Festivities. MINISTRY OF JUSTICE Law Firms - Legal Translation - Legal Consulting. MINISTRY OF LABOUR Manpower Recruitment Societies Nurseries. MINISTRY OF COMMUNICATION Land Transport Telecommunication Equipment and Maintenance (To be annually renewed). MINISTRY OF ECONOMY Insurance, Insurance Consultancy, Brokers, Inspection Experts, Damage / Loss Assessors. MINISTRY OF CULTURE Video & Cassette Library Shops - Software Import, Export, Distribution and Sales Bookshops (Newspapers, Books, Magazines) - Cinema Houses & Theaters Radio / TV / Drama / Movie Production & Artistic Studios - Exhibition Organization, Management and Marketing - Printing Presses - Press Service Offices - Publicity & Advertising - Offices Sponsoring Art & Drama Troupes to Present Their Shows Inside the UAE Issuing Publications & Periodicals - Music, Lute and Ballet Teaching & Tuition - Printing Works - Visit & Greeting Cards - Logo & Gift Items-Advertising Printing - Printing Service Offices (To be annually renewed)

17 Abu Dhabi Chamber 15 SUPREME PETROLEUM COUNCIL Onshore-Offshore Gas & Oil-field Services - Onshore-Offshore Oil Drilling Operations. GENERAL AUTHORITY FOR HEALTHCARE Medicines - Medicinal Stores - Pharmacies - Private Medical Clinics - Scientific Offices & Medical Laboratories Hospitals - Veterinarians Clinics - Veterinary Medicines - Requisites of Agricultural, Livestock & Fisheries Production (To be annually renewed). DEPARTMENT OF TRANSPORT Shipping - Maritime Services & Transport - Shipbuilding, Maintenance and Inspection - Forwarding & Clearing - Air Freight & Transportation. ABU DHABI MUNICIPALITY Metropolitan / City Landscaping Dept., Places for Contract Leases. DED & TOWN PLANNING DEPT. Civil Engineering & Architectural Consultancy (To be annually renewed). HIGHER CORPORATION FOR SPECILIZED ECONOMIC ZONES Establishment of Industrial Plants (To be annually renewed). UAE CENTRAL BANK Banks, Stocks & Bonds, Financial Investments - Financial Consultancy - Money Exchange - Banking Representation Offices (To be annually renewed). GENERAL POSTAL AUTHORITY Courier Services (To be annually renewed). ABU DHABI TOURISM AUTHORITY Travel, Tourism and Furnished Flats. DEPARTMENT OF ECONOMIC DEVELOPMENT General Trading Representation of Companies- Trade Names Public Joint-Stock Companies Licensing.