ADGM

Also called: Abu Dhabi Global Market

TL;DR

Abu Dhabi's English-common-law financial free zone: Cayman/Delaware-style law, 100% foreign ownership, zero CT. Popular for VC funds and tech holdcos.

Abu Dhabi Global Market (ADGM) is a financial free zone established in 2015 with its own English common-law regulator (the FSRA) and an independent ADGM Courts system staffed by UK judges. It offers 100% foreign ownership, no withholding tax on dividends or interest, no foreign-exchange controls, and a familiar Cayman/Delaware-style company law, making it the default choice for MENA-based VC funds and the holdco of choice for regional tech startups raising international capital.

MENA founders often structure as 'Topco in ADGM, OpCos in mainland UAE / Saudi / Egypt' so that foreign investors can take preferred shares under recognisable English-law documents while operating subsidiaries deal with local commercial regulation. ADGM's SPV regime ($1k initial fee, no minimum capital) is also popular as a holding structure for individual angel cheques.

Worked example

A Cairo-headquartered fintech restructures pre-Series-A: a new ADGM Topco issues preference shares to international investors under English-law SHA, and the Egyptian OpCo becomes its wholly-owned subsidiary. ADGM SPV setup cost ~$8k all-in and unlocked $14M of UK and Singapore VC investment.

Common pitfalls

•Setting up an ADGM company without a real office presence and triggering 'economic substance' issues.
•Assuming UAE corporate-tax rules don't apply to ADGM entities, the 9% federal corporate tax now does, with limited exemptions.
•Choosing ADGM over DIFC purely on cost without weighing where the lawyers, banks, and investors prefer to litigate.

When this shows up in a pitch deck

MENA Series A decks call out 'ADGM Topco, Egyptian and Saudi OpCos' on the corporate-structure slide.

Related terms

DIFC

Dubai's English-common-law financial free zone, regulated by the DFSA with its own DIFC Courts. Preferred holdco for MENA fintechs and asset managers.

Free Zone Company

UAE company in one of 45+ specialised free zones (DMCC, RAKEZ, Hub71): 100% foreign ownership, zero personal tax, but limited mainland trading.

Mainland LLC (UAE)

UAE limited-liability company under federal commercial law, free to trade across the UAE mainland. Foreign ownership up to 100% in most sectors.

Golden Visa (UAE)

10-year renewable UAE residency visa for investors, founders, and high-skill specialists, decoupled from employer sponsorship, a talent lever.

Term Sheet

A non-binding document outlining the principal terms of a proposed financing, used to align investor and founder before legal documents are drafted.

Use ADGM in your next pitch deck

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