ADGM Foundation Costs
Direct answers
What does it cost to set up an ADGM foundation?
The ADGM Registration Authority charges USD 1,000 to register a foundation. This breaks down as: name reservation USD 200, application for incorporation USD 300, commercial licence fee USD 200, and data protection fee USD 300. There is no business activity fee for a foundation.
Professional fees for legal advice, charter and by-law drafting, and the service provider’s incorporation work come on top and vary by complexity.
Shallon Legal’s professional fee for establishing an ADGM foundation is USD 12,000 for a standard foundation. This covers advice on structure and jurisdiction, drafting the charter and by-laws, managing the registration process, and coordinating council appointment. More complex structures involving multiple underlying entities, cross-border assets, or bespoke governance provisions are quoted separately.
What does an ADGM foundation cost to run each year?
The ADGM Registration Authority charges USD 500 per year to renew a foundation. This breaks down as: commercial licence fee USD 200 and data protection fee USD 300. There is no annual business activity fee.
The full annual cost depends on what the foundation requires, including registered office, council administration, accounting, compliance review, and any event-driven filings.
Shallon Legal’s annual administration fee for an ADGM foundation is USD 10,000. This covers ongoing governance administration, compliance review, registered office, and coordination of the annual registry renewal. The total annual cost including the ADGM registry renewal fee of USD 500 is USD 10,500.
What an ADGM foundation costs to establish
Registry fees (fixed)
| Item | Fee (USD) |
|---|---|
| Name reservation | 200 |
| Application for incorporation | 300 |
| Commercial licence fee | 200 |
| Business activity fee | Nil |
| Data protection fee | 300 |
| Total registry fee (year one) | 1,000 |
What the registry fee does not cover
Legal advice and drafting
The charter is the foundation’s constitutional document. It sets out the founder’s objectives, the beneficiaries and their interests, the composition and powers of the council, any reserved powers retained by the founder, guardian provisions, and the rules on amendment and dissolution. The by-laws supplement the charter on governance matters. Both documents require professional drafting.
Service provider incorporation work
Most clients instruct a professional service provider to manage the registration process, prepare and submit the application, liaise with the registry, and arrange execution of the constitutional documents. That provider charges a one-off establishment fee.
Registered office
A foundation must maintain a registered office address in ADGM. This is either provided by the service provider as part of its package or charged separately.
Council member fees
If a professional is appointed to the council (for example a corporate trustee, a law firm director, or another qualified provider), that council member typically charges an annual fee from appointment.
Bank account opening
If the foundation will hold financial assets directly or needs a transactional account, bank account opening requires full due diligence on the foundation and its beneficial owners. In the UAE this process commonly takes 6 to 10 weeks.
Asset endowment
Transferring assets into the foundation (shares in a company, UAE real estate, a financial portfolio) involves its own steps, costs, and in some cases regulatory or land department consents. These sit outside the foundation establishment fee and depend on the asset class and its location.
Typical total year-one cost (Shallon Legal)
| Component | Typical amount |
|---|---|
| ADGM registry fees | USD 1,000 |
| Shallon Legal professional fee (establishment) | USD 12,000 |
| Total year-one cost | USD 13,000 |
The USD 12,000 professional fee covers advice on structure and jurisdiction, drafting the charter and by-laws, managing the ADGM registration process, and coordinating council appointment. Asset endowment, bank account opening, and any cross-border legal advice are quoted separately where required.
What an ADGM foundation costs each year
Annual registry renewal (fixed)
| Item | Fee (USD) |
|---|---|
| Commercial licence fee | 200 |
| Business activity fee | Nil |
| Data protection fee | 300 |
| Total annual registry renewal | 500 |
Ongoing professional costs
Registered office
If not included within the annual administration fee, a registered office address in ADGM typically costs approximately AED 2,000 to AED 5,000 per year.
Council administration and governance
A well-governed foundation maintains proper records, including council resolutions, annual reviews of the charter and by-laws, correspondence with beneficiaries, and documentation of any distributions or changes in circumstance.
Compliance review
Foundations with UAE beneficial ownership reporting obligations require an annual review to confirm that registers are current and that any changes in circumstances have been notified to the registry.
Accounting
A foundation that holds assets directly, distributes income to beneficiaries, or holds shares in underlying companies should maintain accounts even where this is not a mandatory filing requirement. Accounting fees for a foundation with limited activity are typically AED 3,000 to AED 8,000 per year.
Event-driven filings
Changes to the charter or by-laws, changes to council membership, a change of registered office, or an amendment to the foundation’s objectives require a filing with the registry. The ADGM fee for amending a charter or by-laws is USD 100. The professional fee for advising on, drafting, and filing the amendment is additional.
Typical total ongoing annual cost (Shallon Legal)
| Component | Typical amount |
|---|---|
| ADGM annual registry renewal | USD 500 |
| Shallon Legal annual administration fee | USD 10,000 |
| Total annual cost | USD 10,500 |
The USD 10,000 annual fee covers ongoing governance administration, compliance review, registered office, and coordination of the ADGM annual renewal. Accounting, audit (where required), and event-driven filings are quoted separately.
How ADGM compares to DIFC and RAK ICC on fees
| Item | ADGM foundation | DIFC foundation | RAK ICC foundation |
|---|---|---|---|
| Year-one registry fee | USD 1,000 | USD 350 | Lower than both |
| Annual renewal registry fee | USD 500 | USD 500 | Lower than both |
| Governing law | ADGM Foundations Regulations 2017 | DIFC Foundations Law 2018 | RAK ICC Foundations Regulations |
On government fees alone, ADGM and DIFC are broadly comparable over time. RAK ICC is materially cheaper on both registration and renewal. The choice is not primarily a fee decision. It turns on the applicable law, the enforcement environment, the probate route on death, banking relationships, and the location of the assets and family. We advise on which fits before any application is made.
What affects the cost (main variables)
Charter complexity
A charter establishing a simple succession structure for two beneficiaries with standard distribution provisions typically costs less to draft than one with multi-generational benefit schedules, reserved founder powers, a protector regime, detailed incapacity provisions, and layered amendment thresholds.
Number of underlying structures
A foundation sitting above a single holding company is a standard structure. A foundation sitting above holding companies in multiple jurisdictions, with an operating company underneath, requires advice and documentation spanning each entity and jurisdiction.
Council composition
A foundation with a founder and two family members on the council typically requires less administrative infrastructure than one with a professional corporate trustee as council chair alongside family members, a guardian, and reserved powers that require formal consent procedures.
Asset complexity
Endowing a financial portfolio held with a single UAE bank is usually straightforward. Endowing UAE real estate involves land department steps and applicable transfer fees. Endowing shares in a UAE operating company requires review of the company’s constitutional documents and any shareholders’ agreement.
Urgency
Standard registration often takes 2 to 4 weeks from submission of a complete application. Urgent registration can sometimes be compressed but typically involves additional coordination.
What Shallon Legal includes and does not include
Included within the establishment fee (USD 12,000)
- Advice on whether a foundation, a trust, or a combination is the appropriate structure, and whether ADGM, DIFC, or RAK ICC is the right jurisdiction
- Drafting the charter and by-laws to the client’s specific succession, governance, and asset protection requirements
- Coordinating the registration application with the ADGM registry
- Acting as point of contact with the registry through the registration process
- Advising on council appointment and drafting any council appointment documentation
- Advising on the initial endowment of assets and the steps required for each asset class
Included within the annual administration fee (USD 10,000)
- Registered office address in ADGM
- Annual governance administration, including council resolutions, record-keeping, and beneficiary correspondence
- Annual compliance review and beneficial ownership register maintenance
- Coordination of the ADGM annual registry renewal (USD 500 registry fee passed through at cost)
Not included (quoted separately or confirmed as pass-through)
- ADGM registry fees (passed through at cost: USD 1,000 at registration, USD 500 annually)
- Bank account opening (introduced as part of the service; bank charges and timeline are outside Shallon Legal’s control)
- Land department fees, transfer fees, or regulatory consents required to endow specific assets
- Accounting and audit services
- Event-driven filings (charter or by-law amendments, council member changes: USD 100 registry fee plus professional time)
- Cross-border legal advice in connection with assets held outside the UAE
Frequently asked questions
Is a registered agent mandatory for an ADGM foundation?
No. A foundation must maintain a registered office address in ADGM, but it is not required to appoint a registered agent.
Are ADGM foundation accounts or documents filed publicly?
The foundation’s name, registration number, registered office, and date of establishment are on the public register. The charter and by-laws, the identity of beneficiaries, the details of assets held, and the terms of any distributions are not public documents. They are filed with the registry and available to regulators and financial institutions conducting due diligence, but not to the general public.
Does an ADGM foundation need to be audited?
There is no mandatory audit requirement for a standard ADGM foundation. An audit may be appropriate if the foundation holds assets of significant value, if the charter provides for it, or if a bank requires audited accounts. We advise on whether an audit is appropriate on the specific facts.
Can Shallon Legal act as council member?
Yes. Shallon Trustees Limited, a subsidiary of Shallon Legal FZ LLC, is available to act as corporate trustee and in equivalent council capacities for a foundation. Acting as a professional council member involves a separate annual fee, which is quoted based on the foundation and its expected activity level.
What is the combined cost if I also need an underlying holding company?
An ADGM holding company (Category B) has its own registration and renewal fees in addition to the foundation fees. Where Shallon Legal establishes both the foundation and the underlying holding company together, a combined professional fee is quoted.
How long does registration take?
The ADGM registry typically processes a foundation registration within 2 to 4 weeks of submission of a complete application. What governs the overall timetable is the steps before submission, including taking full instructions, drafting and agreeing the charter and by-laws, completing due diligence, and finalising the council appointment. For a client who comes with clear instructions and complete due diligence information, total elapsed time from first instruction to registration certificate is typically 4 to 8 weeks. Asset endowment, bank account opening, and any regulatory consents run on separate timelines.
What happens at annual renewal?
Each year, on the anniversary of registration, the ADGM registry requires payment of the annual renewal fee (USD 500) and confirmation that the foundation’s registered information is current. Where there have been changes to council membership, the registered office, or the charter, the relevant filings must also be made. We manage annual renewal as part of our ongoing administration service or as a standalone instruction.
Contact
To discuss setting up an ADGM foundation, contact us:
Phone and WhatsApp: +971 58 518 2116
Email: info@shalloncsp.com