Business Setup Guide

Your step by step guide to establishing a company in Dubai Internet City.

PO Box 73000, Dubai, United Arab Emirates

Tel: +971 4 391 1111 Fax: +971 4 391 9000

Email: opportunities@dubaiinternetcity.ae

www.dubaiinternetcity.com

Contents

1 - The Basics of Setting Up at DIC

1.1 1.2 1.3

Introduction DIC Business Sectors Legal Set Up

2 - The Application Process

2.1 2.2 2.3 2.4 2.5 2.6 2.7 2.8 2.9 2.10 2.11 2.12

Application Submission Application Review Approved Applications Declined Applications Acceptance of Provisional Approval Letter Submission of Legal Documents Legal Documentation Review Customer Confirmation Letter Initial Payment Time scale Lease Agreement & Personnel Sponsorship Agreement (PSA) Trade License Issuance Balance Payment

3 - Guidelines for Completing the Application for License

3.1 3.2 3.3 3.4

Application Section Business Proposal Legal Documents Disclaimer

4 - Forms
4.1

Application for License

5 - Checklist of Document Required

5.1 5.2 5.3 5.4 5.5

Application Application Application Application Application

with a Corporate Person as Shareholder(s) with a Natural and a Corporate Person as Shareholder(s) with a Natural Person as Shareholder(s) as a Branch of a Foreign Company as a Branch of a UAE Company

6 - Business Plan Template

1
1.1 1.2

1. The Basics of Setting Up at Dubai Internet City (DIC)

Introduction
Dubai Internet City (DIC) ensures an environment that provides a smooth and quick process for establishing a company. Therefore, it is vital that this document be reviewed carefully. Please contact the Sales Department on Telephone +971 4 3910000 for any clarification or further information.

DIC Business Sectors

There are six main sectors that qualify a company to be part of DIC. Businesses from the following sectors may apply to become part of our business community: Regional Headquarters Web-based Software Development Information Technology Consultancy Business Services

NB: All applications are reviewed through DICs internal evaluation process. An initial contact with a Regional Sales Manager is highly recommended to build an understanding of how a companys business and its activities can benefit from being a DIC business partner.
1.3

Legal Setup
There are three ways in which a company can be established within DIC: A. Branch of a foreign/UAE based company. B. New Incorporation of a Free Zone Limited Liability Company (FZ-LLC) with corporate entity/entities as shareholder(s). or New Incorporation of a Free Zone Limited Liability Company (FZ-LLC) with individual(s) as shareholder(s).

2
2.1 2.2 2.3

2. The Application Process

Step 1: Application Submission

Individuals or entities interested in becoming part of the DIC community are required to complete an Application for License form. This can be found in SECTION 4. The completed Application for License form along with the proposed Business Plan and passport copies of the manager/director/shareholders is to be emailed to DICs Sales Department (opportunities@dubaiinternetcity.ae).

Step 2: Application Review

Time Scale: 4-6 working days Once all the required documents are received, DIC begins an internal evaluation process. The evaluation process covers the following areas: business core activities, target markets, profile of the human resources that the new entity will employ, office space requirements and telecom requirements. During the evaluation process, DIC may request additional information or clarifications from the applicant. If the additional information is not received within 14 working days, the application is considered invalid. Should the applicant(s) reinitiate their interest, a new application must be submitted.

Approved Applications
Upon approval of the application, a Provisional Approval letter along with a checklist of legal documents required, is sent to the applicant. (Please refer to Section 4 for the checklist of documents required for various entities)

2. The Application Process (continued)

2.4

Declined Applications
DIC objectively evaluates all applications. In cases where applications are declined, a letter is issued to this effect. DIC reserves the right not to disclose the reasons for unsuccessful applications.

2.5

Step 3: Acceptance of Provisional Approval Letter

Time Scale: 2 Working Days The applicant must sign and stamp the Provisional Approval Letter and submit this to DIC.

2.6

Step 4: Submission of Legal Documents

Time Scale: 15 Working Days The applicant should forward the required legal documents within 15 working days to ensure speedy registration of the proposed entity. For a checklist of legal documents required please refer to section 4.

2.7

Step 5: Legal Documentation Review

Time Scale: 1-3 Working Days Upon submission of ALL legal documents requested by DIC, a Customer Confirmation Letter (CCL) is forwarded to the applicant should office space be available. Should the submitted legal documents be incomplete, the application is put on hold, and the applicant is informed accordingly.

2.8

Step 6: Customer Confirmation Letter

Time Scale: 2 Working Days The Customer Confirmation Letter (CCL) incorporates the following: Company details Details of allocated office Payment details Payment due date Approved activity If the CCL is accepted, the applicant should sign and stamp the same and return this to DIC.

2. The Application Process (continued)

2.9

Step 7: Initial Payment Time Scale

Time Scale: 10 Working Days Once the endorsed CCL is received by DIC, an invoice is issued covering license and registration fees plus 34% of the total annual lease rental (if office space is available).

2.10

Step 8: Lease Agreement & Personnel Sponsorship Agreement (PSA)

Time Scale: 2 Working Days Upon receipt of the initial payment, the Lease Agreement and Personnel Sponsorship Agreement (PSA) are issued.

2.11

Step 9: Trade License Issuance

Time Scale: 7 Working Days The Business Partner receives the Trade license upon signing the Lease Agreement and PSA.

2.12

Step 10: Balance Payment

Time Scale: 1 Month An invoice for the outstanding amount is sent to the Business Partner and is payable in two installments. 34% Initial payment (already paid) 33% 1st installment (4 months from initial payment) 33% 2nd installment (4 months from payment of 1st installment)

3
3.1 3.2 3.3 3.4

3. Guidelines for Completing the Application for License

Application Section
Please complete all sections of the Application for License. Incomplete applications could result in delay of the application process. A business plan must be attached (as per the template provided in Section 4 of this document). Kindly note that the Application for License and Business Plan must be emailed to opportunities@dubaiinternetcity.ae or to the respective Regional Sales Manager. The signatory must be an officially authorized person who, upon the request of DIC, can present a document of proof. In cases where the application is hand written, please use block letters.

Business Proposal
The business proposal should not disclose information that is deemed highly confidential by the applicant. DIC evaluates the proposed business activity to be conducted from the proposed entity in DIC. The information provided will be utilised in the evaluation process. For details please refer to the Business Plan Template in Section 4 of this document.

Legal Documents
(Kindly do not submit legal documents until an approval letter has been issued by DIC) Under the law of Dubai Technology & Media Free Zone Authority, Article (8) of Law No. (1) 2000, a Limited Liability Company (LLC) can be established with either a sole shareholder or with multiple shareholders. Shareholders can be individuals and/or entities. Branch (of a foreign company/UAE based company) FZ-LLC Corporate entity/entities as a shareholder(s) FZ-LLC Natural person(s) as a shareholder(s)

Disclaimer
All information submitted becomes the sole property of Dubai Internet City. Dubai Internet City reserves the right to use the information supplied by applicants in the manner that it sees fit. This is not an implied non-disclose agreement.

Application for License

This form is to be submitted as a part of the DIC Application process.

4.1 Application for License

Proposed set-up of your business within Dubai Internet City. Please select one (1) only.
New Incorporation of a Free Zone Limited Liability Company (authorised and issued capital must be paid up)

Shareholder(s) Information (if Individual) Name (First, Last) Nationality Paid-up Capital (AED) Share %

Shareholder(s) Information (if Entity) Company Name (As per the Registration Document) Country & Date of Incorporation Paid-up Capital (AED) Share %

OR

Branch (A foreign company should be at least two years old to be registered as a branch at Dubai Internet City) Name Full Address P. O. Box Zip Code Date of Incorporation Type of Registration Website City Phone Country of Incorporation Country Fax

Proposed official name of entity at Dubai Internet City (Branch Office must have same name as Parent Company)
First Choice Second Choice

4.1 Application for License (continued)

Proposed visa requirements

Higher Management No. of Employees Monthly Gross Income Projected No. of employees in 2 years Middle Management Skilled Staff Support & Administrative

Proposed office area requirements (Sq.Ft.)

Initial Requirement Additional Requirement in 2 Years

Estimated Date Office Space is Required

How did you first hear about Dubai Internet City? Television/Radio

I I I

Newspaper/Magazine

Internet

Word of mouth

Brochure

Existing Dubai Internet City based company

Trade Show/Exhibition (Please Specify) Other (Please Specify)

By signing below, I/we, hereby certify that, I/we am an authorised party who has the capacity and authority to make this application to Dubai Internet City. I/we accept to settle all fee(s) that are applicable as a result of this application. I/we also certify that all information provided is correct to the best of my knowledge. (Please contact Dubai Internet City's Account Management Team in the event clarification is required).

Name of Applicant Address:

Position Date & signature:

Phone: Fax: Mobile: E-mail: All fields are mandatory and subject to verification by Dubai Internet City at anytime. False statements/information may results in de-registration of the entity, office closure, and/or legal proceedings.

Checklist of Documents Required

Checklist of legal documentation required to set up your business at Dubai Internet City

5.1 Application with a Corporate Person as Shareholder(s)

1 2 3 4 5 6 7

Application for Registration

Details of Shareholder(s) Original Certificate of Registration of the Company - A copy will be accepted if notarised AND Original Certificate of Good Standing of the Company (if the Company is more than 2 years old). This Certificate can be obtained from the Registrar of Companies.

Original Memorandum and Articles of Association along with a list of current Directors A copy will be accepted if Notarised.

Board Resolution of the Corporate Person calling for the establishment of the FZ-LLC Notarised and Legalised (Specimen document can be provided). a. Appointment of the Negotiator or Legal Representative (optional). b. Original Power of Attorney for Manager - Notarised and Legalised (if not part of the Resolution).

a. Valid copy of Passport of Manager for the FZ-LLC b. NOC from the current residence Visa sponsor in the UAE of the Manager - if applicable c. Specimen Signature of Manager

a. Valid copy of Passport of Director(s) b. Specimen Signature of the Director(s)

Proof of Capital from bank operating within the UAE (Minimum Share Capital is AED 50,000/Minimum Share value is AED 1,000).

Notes: 1. All legal documents that are more than one page need to be sealed. 2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney. 3. DIC reserves the right to call for any extra documents required where necessary. 4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary. 5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification. 6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number. 7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

5.2 Application with a Natural & a Corporate Person as Shareholder(s)

1 2

Application for Registration

Details of Shareholders: a. A document setting out the personal details of individual shareholder(s) - Name, Age, Education, Work Experience. b. Valid passport copy of individual shareholder(s). c. Original Letter of Recommendation by bank for each shareholder. Details of Shareholder(s) - Corporate Person Original Certificate of Registration of the Company - A copy will be accepted if Notarised AND Original Certificate of Good Standing of the Company (if the Company is more than 2 years old). This Certificate can be obtained from the Registrar of Companies.

3 4 5 6 7

Original Memorandum and Articles of Association along with a list of current Directors of the Corporate Person - A copy will be accepted if Notarised.

a. Resolution of the Natural Person and Board Resolution of the Corporate Person calling for the establishment of the FZ-LLC - Notarised and Legalised (Specimen document can be provided). b. Appointment of the Negotiator or Legal Representative (optional). c. Original Power of Attorney for Manager - Notarised and Legalised (if not part of the Resolution).

a. Valid copy of Passport for Manager b. NOC from the current residence visa sponsor in the UAE of the Manager - if applicable c. Specimen Signature for the Manager

a. Valid copy of Passport for Director(s) b. Specimen Signature of Director(s)

Proof of Capital from a bank operating within the UAE. Minimum share capital is AED 50,000, minimum share value is AED 1,000.

Notes: 1. All legal documents that are more than one page need to be sealed. 2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney. 3. DIC reserves the right to call for any extra documents required where necessary. 4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary. 5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification. 6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number. 7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

5.3 Application with a Natural Person(s) as Shareholder(s)

1 2 3 4 5 6

Application for Registration

Details of Shareholders a. A document setting out the personal details (Name, Age, Education and Work Experience) of individual Shareholder(s). b. Valid copy of Passport of individual Shareholder(s). c. Original Letter of Recommendation by Bank for each Shareholder. d. Specimen Signature of the individual Shareholder(s).

Resolution stating the following (Specimen document can be provided). a. Appointment of the Negotiator or Legal Representative (optional). b. Original Power of Attorney for Manager - Notarised and Legalised (if not part of the Resolution).

a. Valid passport copy of the Manager. b. No Objection Certificate from the current residence visa sponsor in the UAE of the Manager (if applicable). c. Specimen Signature of the Manager

a. Valid copy of Passport for Director(s) b. Specimen Signature of Director(s)

Proof of Capital from a bank operating within the UAE. Minimum share capital is AED 50,000, minimum share value is AED 1,000.

Notes: 1. All legal documents that are more than one page need to be sealed. 2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney. 3. DIC serves the right to call for any extra documents required where necessary. 4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary. 5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification. 6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number. 7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

5.4 Application for a Branch of a Foreign Company

1 2 3 4

For Foreign Companies Original Certificate of Registration of the Parent Company - a copy will be accepted if Notarised AND Original Certificate of Good Standing of the parent Company (if the Company is more than 2 years old). This Certificate can be obtained from the Registrar of Companies.

Original Memorandum and Articles of Association of the Parent Company - A copy will be accepted if Notarised.

Board Resolution of the Company calling for the establishment of a branch in TECOM and guaranteeing full financial commitment - Notarised and Legalised (Specimen document can be provided). a. Appointment of the Negotiator or Legal Representative (optional). b. Original Power of Attorney for Manager - Notarised and Legalised (if not part of the Resolution).

a. Valid passport copy of the Manager. b. No Objection Certificate from the current residence visa sponsor in the UAE of the Manager (if applicable). c. Specimen Signature of the Manager

Notes: 1. All legal documents that are more than one page need to be sealed. 2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney. 3. DIC serves the right to call for any extra documents required where necessary. 4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary. 5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification. 6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number. 7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

5.5 Application for a Branch of a UAE Company

1 2 3 4

For UAE Companies a. Copy of valid Trade License issued by Department of Economic Development. b. Copy of the Commercial Registration issued by the Economic Department.

Original Memorandum and Articles of Association of the Parent Company - A copy will be accepted if Notarised.

Board Resolution of the Company calling for the establishment of a branch in TECOM and guaranteeing full financial commitment - Notarised and Legalised (Specimen document can be provided). a. Appointment of the Negotiator or Legal Representative (optional). b. Original Power of Attorney for Manager - Notarised and Legalised (if not part of the Resolution).

a. Valid passport copy of the Manager. b. No Objection Certificate from the current residence visa sponsor in the UAE of the Manager (if applicable). c. Specimen Signature of the Manager

Notes: 1. All legal documents that are more than one page need to be sealed. 2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney. 3. DIC serves the right to call for any extra documents required where necessary. 4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary. 5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification. 6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number. 7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

Business Plan Template

This document is intended as a reference for the Business Plan which is to be submitted as part of the DIC Application process

Table of Contents

1. Guidelines 2. Executive Summary 3. The Business

Regulations and Permits Strategic Alliances Product or Service Unique features or proprietary aspects of product Vendors

4. The Market
Market Definition Market Research Market Segment Marketing Position Advertising, Promotion & Trade Shows

5. Competition & Risk

Competition Business Risks

6. Management Team
Ownership Professional Support Board of Directors (Advisors, Directors)

7. Capital Requirements 8. Financial Plan

Assumptions Income Statements Balance Sheet Summary Cash Flow and Break Even Analysis Actual Cash Flow Statements Forecast Cash Flow Statement

9. Exhibits

Guidelines for Submission of a Business Plan

The prospect is required to submit a comprehensive Business Plan with all sections completed This document is a guideline to the expected detail of the Business Plan The Financial Plan section could be presented in any form as long as it encompasses all the relevant data

The title page should include

Company name Date Business Plan copy number [x] Name of point man in financing Title Contact details Company home page (if available) Attachments (i.e. Financial plan)

Business Plan Template (continued)

1. Executive Summary
The Executive Summary should include the main points of the entire document. The summary should be no longer than two pages.

2. The Business
What is the core business of the company? Regulations and Permits What kind of permits/ regulations do you need to operate in your target market? How will you obtain these permits? Strategic Alliances Does the company have a strategic alliance? If so state the details of the partner and the nature of the alliance. Please include the risks and opportunities of this alliance. Product or Service What burning marketplace needs are addressed by your products/services? What value do you add to your products/services? Provide a list of services the company offers in order of highest sales or significance in product line? What are the critical factors in the delivery of your services/products? Unique features or proprietary aspects of Product What is the uniqueness of your products and services? What is the differentiating factor of your products and services compared to competitors? Vendors Do you have multiple supply sources? Who are your suppliers, or potential suppliers?

Business Plan Template (continued)

3. The Market
Market Definition What markets are you competing in? What is your niche market? What are the market facts you obtained and wish to target? Identify where you got this information, and how up to date it is. Market Research Has the company conducted a market study of the target market? If so, state the supporting details to your business. Market Segment Define your market segment. List, in general, the types of customers you are likely to reach? What is the weakness of your services/products in your market segment? Marketing How are you planning to penetrate the above segment(s)? What will be your primary marketing channel? What percentage of market share do you plan to obtain in your first two years of operation? Position How will you position your products/services? (good value for price, top quality, cheap and fun) Which is a position not presently being addressed by the competition? Advertising, Promotion, Trade Shows What is the advertising and promotion strategy? What would be the most efficient method (product sampling, demonstrations, pilot projects, etc)? What trade shows are you likely to participate in?

Business Plan Template (continued)

4. Competition & Risk

Competition Tell us about key competitors in regard to product/service, price, location, promotion, management, and financial position. Who do you compete directly with? Does the competition use the same or different suppliers? Business Risks What risk does your organization face? What is your strategy to face these risks?

5. Management Team
State the competencies of your management team List the people in management with their titles, and attach their CVs. Ownership List the persons or organisations that are significant owners of the company, list shares held and percentages of ownership. Professional Support Do you have any professional services such as Corporate Attorney, Accounting Firm and/or other consultants? If so list these companies and the nature of their service. Board of [Advisors, Directors] Does the company have a board of advisors, if so, list names, and current positions of the individuals.

6. Capital Requirements
What is the capital required? Provide the breakdown of funds that would be spent on: Complete development [AED] Purchase S/W, H/W [AED] [AED] Market the new/next product line Fund working capital [AED] Other [AED] What is the payback period of these funds?

Business Plan Template (continued)

7. Financial Plan
Assumptions State the main assumptions of your business: Number of forecasted clients Size of forecasted clients Other related assumptions Income statements An income statement, otherwise known as a Profit and Loss (P&L) statement, is a summary of a companys profit or loss during any one given period of time, such as a month, three months, or one year. The income statement records all revenues for a business during this given period, as well as the operating expenses for the business. The income statement would include: Revenue Operating expenses Balance Sheet Summary Comment on any large or unusual items, such as other current assets, other accounts payable, or accrued liabilities. Cash Flow and Break Even Analysis Please provide the following data: Actual Cash Flow Statements These should show an historic view, showing the actual flows of cash into and out of a business that have occurred over a previous trading period, e.g. 6 months, or 1 year. Forecast Cash Flow Statement The cash flow should show the expected flows of cash into and out of a business over a trading period in the immediate future, e.g. next 3 years.

8. Exhibits
Product literature and brochures Sales sheets Media coverage Clips from industry publications Relevant patents Market research data Past advertising campaigns Other