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BUSINESS FORMS & STRUCTURES
CURRENCY & BANKING
TAXATION INVESTMENT & TRADE PUBLIC PROCURMENT ENVIRONMENTAL LAW
Investment and Trade Issues
Foreign investment in capital, technology or expertise is more than welcome in the UAE. Generally, any locally incorporated company must be at least 51 percent owned by UAE nationals, but the apportionment and distribution of profits is not similarly constrained.
Dubai, which has far less oil wealth than Abu-Dhabi, has undertaken a major promotion campaign to attract more foreign investment and tourism. Its vast Jebel Ali Free Trade Zone now houses more than 950 international operations, most of which engage in the distribution or light to medium manufacturing of products for domestic consumption and export. The Zone is built around the Dubai Port Authority's Jebel Ali Terminal and enables customers to take full advantage of the port's ISO-certified container and general cargo operations. A Free Zone Authority is assisting in administrative proceedings.
The principal advantage of free trade zones in the UAE, and especially Jebel Ali, is that companies locating in a free zone may be 100 percent foreign owned. Registration procedures tend to be relatively simple. Furthermore, since the nominal customs duty is only 4 percent and as much as 3 percent of it is often rebated, the entire country is a virtual Free Trade Zone.
Dubai Law No. 2 of April 3, 1993, is designed to treat equally goods manufactured by firms which are at least 51 percent owned by UAE or GCC nationals and which are licensed by the Ministry of Finance as UAE products, regardless of whether manufactured inside or outside free trade zones. The net effect of the law will be to exempt products produced in free trade zones from UAE customs duty. Over the long term, it is hoped that all GCC countries will cease to levy import duties on free zone products.
Under Dubai law No. 9 of 1992, a company may set up a separate legal entity, referred to as a free zone establishment (FZE). Theentity needs only one shareholder, whose liability may be limited to the amount of share capital paid in to the FZE (minimum share capital DH 1 million). No memorandum or articles of incorporation will be necessary. The Jebel Ali Free Zone Authority will provide to every applicant upon request the implementation regulations for foreign investors in the zone. The Zone Authority also maintains a FZE register.
The Jebel Ali Free Zone provides an opportunity to businesses to base their manufacturing, warehousing and trading operations in the Free Zone without the normal requirements attendant to the conduct of business in the Arab Gulf States. Businesses in Jebel Ali are exempted from the requirement of local ownership, payment of taxes and duties and are guarantied the freedom to transfer capital, profits and salaries. The Jebel Ali Free Zone Authority allows foreign companies to establish branch operations in Jebel Ali without any requirements of local sponsorship or agency. It is now also possible to incorporate wholly-owned subsidiaries in the Jebel Ali Free Zone. Gulf nationals may also establish operations which are not incorporated.
Recently, new Free Trade Zones similar in structure to the Jebel Ali Zone were opened at Dubai International Airport and in Sharjah International Airport.
The UAE is a member of the GCC, and as such, is subject to the GCC agreements regarding trade. These agreements are described in the section on Trade Agreements in the chapter on Bahrain.
The UAE is a signatory to the General Agreement on Tariffs and Trade (GATT).
Tariffs reflect the cost of the imported goods as indicated on the supplier's or manufacturer's invoice. In accordance with GCC initiatives, new customs duties were announced August 1, 1994, which provide a consistent duty of 4 percent on the CIF value of imports throughout the UAE.
It is expected that many items imported by the government, including personal effects, goods in transit, foodstuffs and medicines will be duty-free.
Until recently, in foreign ownership of land was not restricted in practice throughout the UAE with the exception of Abu-Dhabi and Dubai, where even transfers between Abu-Dhabi citizens are subject to government approval. A proposed federal real estate law, however, would prohibit foreigners and foreign companies (except those from other GCC states) to hold property, granting a transitional period to those who already own property. Enforcement, however, will likely take into consideration individual cases. Since land is available at nominal rents under the Organization of Industrial Affairs Act, the proposed law is generally believed to have hardly any adverse effect on foreign investment.
Building permits are granted only to construction engineers, and any construction without the appropriate permit from the local municipality will be illegal.
One of the most obvious ways to exploit land is to grant leases, particularly in the UAE, where the majority of the residents are expatriates, and, therefore, are obliged to rent. Until 1994, Sharjah was the only Emirate to have enacted a landlord and tenant law of general applicability. Sharjah's Landlord and Tenant Law of 1977, as amended in 1986, applies to almost all kind of leases. It requires leases to be registered with the municipal authorities.
Legislation regarding renting of real property in Abu-Dhabi, which was enacted in 1994, is more comprehensive than the Sharjah law, and covers all lease contracts. It requires that leases be registered with the relevant municipality. It further requires that lease agreements be in writing. Nonetheless the law also provides that the terms of a lease, though in writing may be established by all means of proof including oral or other extrinsic evidence not incorporated in the written lease.
Governed by the Federal Commercial Transactions Law, No.18 of 1993, various types of securities are available to secure loans and facilities granted by banks and financial institutions. These include a mortgage on land, a pledge on movable assets, a pledge on shares in a joint stock or limited liability company as well as a pledge on the commercial business on the whole (comprising material and intangible assets for the practice of commercial business). The latter two, which are particularly attractive to foreign investors not owning land, do not bar those pledging from managing their pledged business in the ordinary course of business.
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