Darji

RAK ICC Offshore Company Setup

RAK Offshore structuring designed for entrepreneurs who think globally and build for the long term.

What is Ras Al Khaimah International Corporate Centre (RAK ICC)?

Located in the northernmost emirate of the UAE, Ras Al Khaimah has emerged as a stable and
forward-looking investment destination. The Ras Al Khaimah International Corporate Centre (RAK
ICC) serves as the official registry for offshore companies, commonly known as RAK Offshore.
RAK ICC is one of the best offshore company formation jurisdictions in the UAE in 2026.

Established under the RAK ICC Business Companies Regulations, these non-resident entities are
designed for holding structures and international business activities. While they are not permitted
to operate within the UAE or lease physical office space, RAK Offshore companies may maintain a
registered address through an authorised agent, ensuring regulatory compliance and sound
corporate governance.

Defining features of an International Company:
  • Built for Cross-Border Control – A structure engineered for holding, owning, and managing international assets and interests.
  • Institutional-Grade Framework – Governed by a purpose-built corporate regime designed for clarity, order, and long-term durability.
  • Discreet by Design – Ownership and management arranged with a strong emphasis on privacy and structural flexibility.
Types of RAK Offshore Companies

RAK ICC offers a range of offshore company structures, from standard international business companies
to specialised SPVs, designed to meet diverse shareholder and investor objectives.

What’s Included

01 Standard Offshore Companies or IBCs

An offshore company or international business company (IBC) is the most commonly used form of offshore company in the UAE. It is a standard company that allows the shareholders to carry out international business transactions around the world. Typical international business activities carried out by these companies include:

  • Various types of services.
  • Consultancy.
  • Trading.
  • Holding of shares or listed securities.
  • Holding of assets such as trademarks and other IP.
  • Holding of real estate in Dubai and elsewhere.

Shareholders in these companies are typically individuals who wish to take advantage of the freedom offered by these companies, associated tax benefits, and the bank account opening facility offered by various banks in the UAE and around the world. These companies are also used by shareholders as part of their estate planning.

02 Special Purpose Vehicles (SPVs)

SPVs are corporate vehicles established for various purposes including:

  • Structured finance transactions.
  • Securitizations.
  • Asset holding and transfers.
  • Financing and raising capital.
  • Ring-fencing legal and financial risks.
  • Fractional ownerships.

SPVs are typically incorporated as subsidiaries, project or joint venture companies and ensure that only the transaction-specific assets are exposed to liabilities related to the transaction. The key feature of any SPV is that it is a separate legal entity and any claims by the creditors cannot be extended to the assets of the shareholders or any of its sister companies of the SPV.

In a typical SPV structure, the parent company or the investor sets up the SPV. The SPV holds the relevant security asset and enters into a loan agreement and share pledge agreement with the lender. The financing is provided to the operating company and only the assets of the SPV remain open to a claim by the lender.

03 Intellectual Property Holding Companies

The intellectual property (IP) related to a business name or a system is typically the most valuable asset of a business. Businesses that intend to have a national or international identity take steps to protect the use of their name, logo, or other IP, including trademarks, patents and designs, franchises, know-how, and copyrights.

IP holding companies are usually established to obtain the following benefits:

  • Centralization of all IP assets.
  • IP protection.
  • Taxation.
  • Securitization of IP.
  • Clear balance sheet for the group.

In a typical RAK ICC IP holding offshore company structure, a parent company establishes an IP holding company and transfers all its IP assets into the name of that company. The IP holding company thus holds all the IP assets for the group. The IP holding company then enters into appropriate licence or franchise agreements with subsidiaries of the holding company or any other parties who may wish to use the IP rights. Ring-fencing of IP assets is also achieved through this method.

04 Private Client Solution

This type of entity is established as a family office by a wealthy family to manage its wealth. A family typically uses these entities to provide family members with certain services, including tax and estate planning. The family offices may also include philanthropic arms for supporting charitable, social, and educational interests of the families.

Typical benefits of these types of entities include:

  • Foundation can be shareholder.
  • Estate planning.
  • Tax benefits.
  • Asset protection.
  • DIFC Will – only applicable to non-Muslims.

In a typical family office offshore company structure, a family beneficiary establishes a foundation with the RAK ICC. The foundation then sets up a family office SPV with RAK ICC. The family office SPV then owns various assets, including real estate, shares in listed companies, and other operating companies.

05 Segregated Portfolio Company (SPC)

An SPC is also sometimes referred to as a protected cell company. It segregates assets and liabilities of different classes of shares from each other as well as from the general assets of the SPC. It is a complicated structure used in sophisticated transactions. Segregated portfolio assets comprise assets representing share capital, capital reserves, retained earnings, share premiums and all other assets of the SPC.

The main benefits of SPC include:

  • Separate legal personality with limited liability.
  • Cover up to ten (10) segregated portfolios.
  • Separation of liability between share classes and general assets of SPC.
  • Sub bank accounts.

06 Holding Companies

The holding company is typically incorporated to ring-fence investments, public and private equity stakes, and other assets.

In this structure, a parent company or investor sets up a RAK ICC passive holding offshore company, which owns the following types of assets:

  • Publicly traded shares or bonds.
  • Controlling or non-controlling share in UAE based companies or companies outside the UAE.

Main benefits of this type of entity include:

  • Provides an effective structure for ease of ownership transfer.
  • Security for finance-based valuation based on the underlying assets.
  • Operating structure for bringing assets in one pool for reporting or management purposes.

These are the key features of RAK Offshore

RAK Offshore

RAK Offshore functions under the administration of the RAK International Corporate Centre (RAK ICC)

100% foreign ownership

100% foreign ownership is permitted, and there are no requirements for having a UAE national as a local partner

Paid-Up Capital Requirement

No paid-up capital requirement

Minimum Shareholder Requirement

RAK offshore company requires a minimum of 1 director and 1 shareholder

Office Space Requirement

Not required

Our RAK ICC Services

Specialized Services Supporting Every Aspect of the Ras Al Khaimah
International Corporate Centre (RAK ICC) Companies

What’s Included

01 Company Formation & Registration

  • Incorporation under RAK ICC.
  • Drafting and filing of Memorandum & Articles of Association.
  • Issuance of Certificate of Incorporation and share certificates.

02 Registered Office & Licensed Agent

  • Provision of a UAE-based registered office.
  • Acting as your official licensed RAK ICC Agent.
  • Handling all RAK ICC filings and compliance notifications.

03 Corporate Governance &Compliance

  • Appointment, resignation, or replacement of directors and company secretary.
  • Maintenance of statutory registers and records.
  • Annual license renewal and compliance filings.
  • Issuance of certificates: good standing, incumbency, or extracts from the register.

04 Changes & Updates

  • Change of RAK ICC Agent, registered office, or business address.
  • Change of shareholders or directors.
  • Amendment of Memorandum & Articles of Association.
  • Change of domicile (moving company to/from another jurisdiction).

05 Accounting, Bookkeeping & Auditing

  • Full accounting and bookkeeping services for RAK ICC companies.
  • Preparation of financial statements and reports.
  • Audit support and coordination with external auditors.

06 TAX compliance.

  • Corporate Tax advisory and filing support.
  • VAT registration, filing, and compliance.
  • Guidance on UAE tax regulations for offshore operations.

07 Banking & Financial Support

  • Assistance with opening corporate bank accounts in UAE and internationally.
  • Preparing corporate documents for banks, audits, and financial compliance.

08 Business Advisory & Structuring

  • Strategic advice for holding companies, subsidiaries, and international operations.
  • Assistance with visas or UAE residency linked to company ownership.

09 Liquidation & Restructuring

  • Voluntary liquidation and deregistration under RAK ICC.
  • Company restructuring, share transfers, or mergers.

10 Nominee Services

  • Nominee shareholders or directors for privacy and confidentiality.
  • Drafting and managing nominee agreements.

Steps & Documents Required to Establish a RAK Offshore Company
The Steps to Set Up a RAK Offshore Company:
  • Choose and reserve your company name: Select a distinct company name that conforms with RAK ICC naming guidelines. Once approved, your business name will be reserved for your entity.
  • Appoint a RAK ICC agent with the required documents: Compile all necessary documents and appoint a licensed RAK ICC agent. We at Darji Accounting are licensed RAK ICC agents. Every RAK Offshore company must be incorporated through an authorized agent who can handle all administrative requirements with the authority and act as a point of liaison for your company.
  • Submit the application for review: The registered agent will then submit the application form along with all other supporting documents for review by RAK ICC.
  • Get your certificate of incorporation: Following the successful approval of your application, RAK ICC will grant you company incorporation documents. Once you have your company incorporation documents and your offshore company is registered, you will need to open a bank account in the UAE or with an international banking institution. Your registered agent will be in the best position to help you with bank account opening.
Documents Required

Individual Shareholder(s):

Corporate Shareholder(s):

  • A passport copy of each shareholder and director
  • Proof of residence (utility bill or tenancy contract)
  • Bank reference letter
  • Passport-sized photograph
  • Certificate of Incorporation
  • Memorandum and Articles of Association
  • Board Resolution authorizing company formation
  • Certificate of Good Standing (if applicable)

Why Prefer Darji Accounting.

Why Prefer Darji Accounting?

At Darji Accounting, we offer RAK Offshore company formation through RAK ICC and have been consistently recognized as the Leading Partner Agent of RAK ICC, a testament to our sustained performance and subject-matter expertise.

With years of hands-on experience, we at Darji Accounting support businesses with structured, compliant, and efficient company formation solutions across the UAE:

  • Specialist advisors with proven expertise in UAE offshore company formation
  • End-to-end support for RAK ICC offshore company setup and structuring
  • Comprehensive accounting and bookkeeping services in the UAE
  • Corporate tax and VAT compliance support aligned with UAE regulations
  • Assistance with corporate bank account opening with top local and international banks
  • Business licensing services across Dubai, mainland, free zones, and offshore jurisdictions
  • Ongoing regulatory compliance and annual filing support
  • Advisory on UAE substance requirements and reporting obligations
  • Tailored solutions for SMEs, holding companies, and international investors
Case Study
  • Client – A UAE-based high-net-worth entrepreneur looking to structure international investments and hold overseas assets efficiently.
  • Industry – International business structuring and investment holding.
  • Challenge – Regulatory uncertainty around permitted RAK ICC activities, concerns over substance and bank acceptance, fragmented documentation across jurisdictions, and previous banking rejections caused by weak structuring — all under pressure to implement a compliant offshore setup within a limited timeframe.
  • Our Approach – We reviewed the proposed activities, corrected the shareholding and director structure, reworked the incorporation documents to RAK ICC standards, and aligned the file with banking requirements before submission.
  • Outcome – The RAK Offshore company was incorporated within days, banking was successfully secured, and the client achieved a fully compliant, bankable structure aligned with regulatory and banking expectations.
  • Key Takeaway – Getting a RAK Offshore company approved is less about speed and more about correct structuring, documentation, and bank alignment from day one.

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Darji Accounting made our company setup and Corporate Tax registration smooth and stress free. Their knowledgeable and responsive team simplified the entire process, and we highly recommend them for reliable accounting and tax services in the UAE.

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