Key takeaways
- Under Article 76 of Federal Decree-Law No. 32 of 2021, the cash shares of a mainland UAE LLC must be paid in full at incorporation and deposited with a bank operating in the UAE.
- A UAE bank holding mainland LLC share capital may release it only to the company's managers, after evidence that the company is registered with the competent authority and within the limits set in the manager's appointment contract.
- DMCC states that a free zone company's share capital (minimum AED 50,000) must be deposited in the company bank account within 3 weeks of the trade licence being issued, and that it may be withdrawn after that period.
- IFZA and Meydan Free Zone each state on their own websites that they require no paid-up capital, so a bank deposit is not a licensing condition there (as of October 2026).
- Free zones write their own capital rules, so the same share capital can be a mandatory deposit in one zone and a stated figure with no deposit in another; get the rule from your licensing authority in writing before you pay a setup package.
3 weeks: the period after trade licence issue within which DMCC says a free zone company's share capital must be deposited in the company bank account. Source: DMCC company setup FAQs, checked 06 October 2026.
Does share capital have to be deposited in a bank in the UAE?
For a mainland LLC, yes: the law says cash shares must be deposited with a bank operating in the UAE. For free zone companies, it depends on the zone, because each free zone sets its own capital regulations.
Federal Decree-Law No. 32 of 2021 on Commercial Companies governs mainland LLCs. Article 76 says shares may be in cash, in kind or both, and that they "shall be paid in full at the time of incorporation". It adds that cash shares are deposited with a bank operating in the State. The Ministry of Economy separately states that there is no minimum capital for LLCs unless the Council of Ministers issues a decision setting one, so the rule governs how you pay, not how much.
Amendments came in through Federal Decree-Law No. 20 of 2025. A law-firm alert from BSA describes the payment rule as unchanged (cash deposited at a UAE-licensed bank and evidenced for registration), and Baker McKenzie says the amendments cover cash or in-kind capital. The two alerts give different dates for when the amendments took effect, so confirm the date against the Official Gazette if it matters to your filing.
Which free zones require the capital to be deposited?
Some do and some don't. The table lists what each authority states on its own documents; where a zone doesn't address deposits in the material we checked, it says so.
| Authority | Deposit or paid-up rule stated | Minimum stated | Source (checked 06 October 2026) |
|---|---|---|---|
| DMCC | Deposit in the company bank account within 3 weeks of trade licence issue; may be withdrawn afterwards | AED 50,000; AED 1,000,000 for a general trading licence | DMCC company setup FAQs |
| IFZA | "No paid-up capital" required | Not stated | IFZA licence guide |
| Meydan Free Zone | No paid-up capital; "no blocked capital or bank letter required to get licensed" | Not stated | Meydan Free Zone guide |
| RAKEZ (FZ-LLC) | Deposit timing not stated in the FAQ | AED 10,000 baseline, AED 1,000 per share; higher for some activities (AED 150,000 for industrial) | RAKEZ FAQs |
| ADGM (private company limited by shares) | Payment not addressed in the entity guidance | No minimum listed | ADGM legal entity guidance |
| DIFC (private company) | Evidence of payment not specified in the checklist | Issued share capital must be greater than zero | DIFC private company checklist |
Figures for SHAMS, Dubai's mainland licensing department and the other Abu Dhabi and Sharjah authorities weren't confirmed from an official page for this article, so they're left out. Don't treat a zone's silence as permission to skip the deposit: ask for the rule in writing.
Who can touch the money once it's in the account?
On the mainland, the bank may pay the deposit only to the company's managers, and only after it has seen evidence that the company is registered, within the limits in the manager's appointment contract. In a DMCC company, the zone says the funds may be withdrawn once the 3-week deposit period has passed.
That mainland limit has a practical consequence. The manager's appointment contract is not boilerplate: it sets how much of the capital a manager can draw, so a shareholder who also wants access to the funds should read it before signing. Say a mainland LLC registers AED 300,000 of cash capital (a hypothetical figure, not a recommendation): the full amount sits in the capital account until the manager produces proof of registration, and the manager can only draw up to what the contract allows.
Can share capital be paid in kind instead of cash?
Yes, on the mainland: Article 76 allows shares in kind, and Article 78 requires those contributions to be valued by approved financial consultants at the contributor's expense. The contributing partner stays liable to third parties for the correct valuation, and if the asset is overvalued, that partner pays the difference to the company in cash.
The 2025 amendments add that valuations are done by accredited valuers and that the competent authority can challenge a report and appoint a different valuer, according to the BSA alert. So an equipment or intellectual property contribution adds a valuation step and some timing risk; it doesn't remove the paid-in-full rule. Free zones may treat non-cash contributions differently, so check the zone's own rules.
How do you deposit and evidence your share capital?
Follow the authority's own procedure; for a mainland LLC, the sequence below follows the structure of Article 76.
- Confirm your licensing authority and entity type (mainland LLC, free zone company), then ask the authority in writing whether capital must be deposited and by when.
- Fix the share capital and the number of equal-value shares in the Memorandum of Association.
- Name the manager and set out, in the manager's appointment contract, the limits within which the bank may pay out the deposit.
- Open the capital account with a bank operating in the UAE and deposit the cash shares in full (DMCC: within 3 weeks of the trade licence being issued).
- Give the bank the evidence of registration with the competent authority before asking for any release of funds.
- Keep the bank deposit confirmation with your company records, because a later bank review or share capital change will ask for it.
If you'd rather not track these dates by hand, the free UAE compliance calendar lists them for your company.
What most guides don't tell you
- "No paid-up capital" doesn't mean "no capital". IFZA and Meydan say no paid-up capital is required, but the company still states a capital figure in its constitutional documents. DIFC states issued share capital must be greater than zero, and ADGM's guidance describes shareholder liability as limited to the amount paid or unpaid on shares, so an unpaid amount can still be owed.
- The deposit is not a fee, and a package quote may not say so. A setup quote can exclude the capital itself. Ask whether the figure is a deposit you keep access to (the DMCC description) or a charge.
- Mainland release rules sit in a contract, not on a form. Because the bank pays the deposit to managers within the limits of the appointment contract, the wording of that contract decides who can use the money first.
- Rules differ between emirates and zones, and they move. An agent's figure from last year is a prompt to check the authority's current document, not a source.
Which deadlines apply to your company?
Capital is a one-off step at formation, but licence renewal, tax registration and filing dates repeat every year. The free UAE compliance calendar is a free calendar of your company's UAE tax and compliance deadlines, personalised from a few questions, as a PDF and calendar file.
Frequently asked questions
How much share capital do I need to set up a UAE company?
There is no federal minimum for a mainland LLC unless the Council of Ministers sets one, according to the Ministry of Economy. Free zones set their own figures, such as AED 50,000 at DMCC and AED 10,000 at RAKEZ for an FZ-LLC (as of October 2026).
What is a Memorandum of Association and what should it include?
The Memorandum of Association is the company's constitutional document, and it states the share capital and how it is divided. Federal Decree-Law No. 32 of 2021 requires that capital to consist of shares equal in value; the licensing authority's template sets the rest of the contents.
Can I have multiple shareholders in a free zone company?
Shareholder numbers and conditions are set by each free zone, so confirm them with the authority before you structure ownership. Every shareholder's stake is expressed in shares, so the capital rules above apply to the total figure.
Can a UAE company be owned by a foreign company?
Whether a foreign company can be a shareholder depends on the licensing authority and the activity, so check before you structure ownership. If it is allowed, the same capital rules apply: shares of equal value, and for a mainland LLC, paid in full with any non-cash contribution valued by approved valuers.
About Qawi
About Qawi · Qawi is a corporate services firm licensed in the Sharjah Media City (SHAMS) free zone, handling company formation, visas and PRO, bookkeeping, VAT and corporate tax for UAE businesses. Guides are researched from FTA, Ministry of Finance and free zone sources. Qawi on LinkedIn
Sources
- Ministry of Economy: No minimum capital required for limited liability companies
- Federal Decree-Law No. 32 of 2021 on Commercial Companies (copy hosted by RAKEZ)
- DMCC company setup FAQs
- IFZA: How to get your free zone licence
- Meydan Free Zone: Company formation in Dubai guide
- RAKEZ FAQs
- ADGM guidance on entity types
- DIFC private company financial checklist
- BSA: UAE Companies Law amendments (interpretation of Federal Decree-Law No. 20 of 2025, not an official source)
- Baker McKenzie: Recent amendments to the Commercial Companies Law No. 32 of 2021 (interpretation of Federal Decree-Law No. 20 of 2025, not an official source)
Last checked: 06 October 2026
This is general information, not tax or legal advice for your specific situation.