Corporate and M&A in Abu Dhabi

Corporate and M&A, Abu Dhabi

Abu Dhabi offers corporate and M&A clients two distinct legal environments, and choosing between them shapes everything from ownership to dispute resolution. Onshore, companies are governed by the UAE Commercial Companies Law and licensed through the Abu Dhabi Department of Economic Development (ADDED), with disputes heard by the Abu Dhabi Judicial Department courts in Arabic. Within the Abu Dhabi Global Market (ADGM), a separate common-law jurisdiction applies its own companies regulations and English-language courts.

For holding structures, joint ventures and acquisition vehicles, ADGM has become a forum of choice. Its Special Purpose Vehicle regime, direct application of English common law, and independent courts give international investors familiar tools for share sales, shareholder agreements and security. We advise on the trade-offs between an ADGM vehicle and an onshore entity for each transaction rather than defaulting to one.

Abu Dhabi's M&A market is also shaped by its government-related entities. Deals frequently involve sovereign investors and state-linked groups, which brings foreign-ownership, merger-control and regulatory-approval considerations that differ from a purely private transaction. Our team structures, negotiates and closes deals across both the onshore and ADGM regimes.

What we do

  • ADGM holding and SPV structuring
  • Onshore formation and licensing with ADDED
  • Share and asset acquisitions
  • Joint ventures with government-related entities
  • Merger control and regulatory approvals
  • Restructurings between ADGM and onshore

Frequently asked

Should I set up my holding company in ADGM or onshore Abu Dhabi?

It depends on the deal. ADGM offers English common law, an SPV regime and independent English-language courts, which suits international investors and holding structures. Onshore entities can be better for businesses trading directly in the local market. We assess tax, ownership and dispute-resolution needs before recommending a structure.

Which courts hear corporate disputes in Abu Dhabi?

Onshore disputes go to the Abu Dhabi Judicial Department courts, which operate in Arabic under UAE law. Disputes within ADGM are heard by the ADGM Courts, which apply English common law in English. The structure you choose therefore also decides your forum.

Can foreign investors own 100% of an Abu Dhabi company?

In ADGM, full foreign ownership is standard. Onshore, most activities now permit full foreign ownership following reforms to the Commercial Companies Law, though some strategic activities still require Emirati participation. We confirm the position for your specific activity.

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