Redomiciliation from BVI to UAE: step-by-step guide

Nikita Veremeev

23.02.2026 | 6 min read

Updated: 23.02.2026

Since 2016 I have been leading international registration and licensing projects, and during that time the COREDO team has turned redomiciliation from the BVI to the UAE into a clear and manageable process. Clients come with the same pains: timelines and requirements vary by zone, banks are tightening KYC, and regulators expect real substance. I see the challenge differently – to turn the change of jurisdiction into a strategic advantage in access to capital, asset protection and tax management.

Redomiciliation: not just a “move”. It is the preservation of legal continuity, contractual force and beneficiary status when transferring registration from the BVI to the UAE. In this article I will lay out the entire process: from preparing the certificate of good standing to opening an account and registering under the Economic Substance Regulations (ESR). COREDO’s practice confirms: when a company acts according to a clear plan, moving its jurisdiction from the BVI to the UAE strengthens the trust of banks and investors rather than raising unnecessary questions.

Why move a BVI jurisdiction to the UAE?

Illustration for the section «Why move a BVI jurisdiction to the UAE» in the article «Redomiciliation from BVI to the UAE – step-by-step guide»

The main reason: strengthening business reputation and improving the manageability of regulatory risks. Redomiciling an offshore company to the UAE opens access to the region’s financial infrastructure, lowers barriers to attracting VC/PE, and also simplifies dealing with global banks that comply with CRS and FATCA. In recent years I have observed that funds and corporate buyers increasingly prefer a structure with a UAE TRC and ESR over classic offshore entities.

The second reason is tax certainty and flexibility. With the introduction of corporate tax in the UAE, a company is able to plan its tax burden, and if criteria are met, to qualify for preferential regimes in free zones. This aligns better with international anti‑abuse requirements, the principle substance over form and BEPS approaches, which reduces the risk of challenges from shareholder-country tax authorities under CFC and PE rules.

The third reason is operational efficiency and scaling. The UAE simplifies Licensing of fintech, payment services, crypto operations and investment management. In my projects, redomiciliation of a holding company from the BVI often goes hand in hand with obtaining licenses in ADGM, DIFC or DMCC and subsequently setting up banking relationships, which increases the ROI from the move.

Free zone or mainland in the UAE

Illustration for the section «free zone or mainland in the UAE» in the article «Redomiciliation from BVI to the UAE – step-by-step guide»
The choice between a free zone and the mainland depends on the business model, client geography and requirements for substance. In free zones it is easier to manage corporate procedures, register faster and select licenses more precisely, including fintech and virtual assets. The mainland provides flexibility for working with the local market and government contracting, but requires a different level of local involvement.

Our experience at COREDO has shown that holding companies and investment structures feel comfortable in ADGM and DIFC thanks to developed common law and predictable judicial practice. Trading and service companies often choose DMCC because of its flexible range of activities and well-thought-out infrastructure. For manufacturing and logistics projects it is appropriate to consider other free zones with industry specialization.

Licensing in DIFC, ADGM and DMCC

DIFC is based on the DIFC Companies Law and the strong jurisdiction of the DIFC courts, which is convenient for international disputes and complex transactions. The DFSA regulator provides a strict but understandable framework for financial services. This solution is suitable for investment managers, funds and family offices that value alignment with global standards.

ADGM is regulated by the ADGM Companies Regulations and offers advanced common law practice. The FSRA has built modern rules for asset managers, crypto services and payment providers. The COREDO team implemented projects in ADGM for the redomiciliation of investment holdings and the setup of licenses for asset management, which provided clients with fast access to institutional banks.

DMCC is attractive for commercial and crypto-oriented companies that need operational permits and flexible infrastructure. DMCC registration rules allow quick adaptation of constitutional documents, and for blockchain businesses local initiatives are useful, including interaction with VARA in Dubai. The solution developed at COREDO provides for configuring the license, substance and banking relationships as a single roadmap.

ESR and substance in office and personnel

The UAE Economic Substance Regulations require demonstrating real economic activity: an office, directors, employees and risk management on UAE territory. This is not a “tick-box” for reporting, but protection against CFC claims and anti-abuse. I always link ESR with the contractual structure, the project budget and managerial competencies so that substance looks organic and withstands third-party Due Diligence.

COREDO’s practice confirms: a minimal setup, office lease, a resident director with real powers and competencies, as well as governance protocols. For licensed types of business we add qualified personnel, control over key contracts and a clear chain of decision-making. This approach strengthens the position with banks and regulators.

What to consider in a redomiciliation project

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On the BVI side, the BVI Business Companies Act and the registrar’s continuation (redomiciliation out) procedures apply. You need to prepare shareholders’ and directors’ resolutions, a certificate of good standing and a set of constitutional documents to confirm the legal capacity to effect the transfer. It is important to check for the absence of outstanding sectoral licences, encumbrances and court restrictions.

In the UAE, the UAE Commercial Companies Law and the local regimes of the specific zone apply: DIFC Companies Law, ADGM Companies Regulations or DMCC registration rules. Each registrar requests its own forms, but expects the same substance: a clean history, proper corporate governance and a clear UBO structure. It is possible to redomicile a company from the BVI to the UAE with strict compliance with the procedures of both jurisdictions and synchronization of dates.

I pay special attention to the requirements of the beneficial owner (UBO) register in the UAE. A transparent ownership structure and proper nominee agreements reduce the risk of delays and refusals. I discuss disclosure levels with beneficiaries in advance so that banks and regulators see the real picture of ownership and control.

BVI to UAE Redomiciliation Instructions

Illustration for the section “BVI to UAE Redomiciliation Instructions” in the article “Redomiciliation from BVI to the UAE – step-by-step guide”
I start by assessing objectives and constraints. If the goal is to redomicile a holding company from the BVI and subsequently obtain licensing in ADGM, the plan and budget differ from transferring an operating business to DMCC. I record the desired project ROI, preferred timelines and the regulatory route to establish a reliable critical path.

Preparing due diligence and board minutes

I conduct integrity checks (due diligence) on directors, shareholders and key counterparties. This reduces AML risks and helps prepare for UAE banks’ KYC. In the checklist I include sanctions screening, adverse media and an assessment of the ownership structure.
I order a BVI certificate of good standing and, if necessary, a certificate of incumbency. These documents confirm the company’s current status. I arrange apostille, notarization and legalization of documents for the UAE taking into account the zone’s requirements.
I update corporate documentation: meeting minutes, shareholder resolutions and board minutes related to the redomiciliation. I make amendments to the memorandum & articles so that it complies with the rules of the chosen UAE zone. This speeds up the registrar’s approval.

Redomiciliation of a BVI company to the UAE

I submit the application package to the zone (DIFC/ADGM/DMCC) with a business plan, UBO structure, address proof and substance. The registrar performs KYC and, if necessary, requests additional information. My experience shows that clear answers in the first round save weeks.
I obtain preliminary approval and synchronize the date of exit from the BVI with the date of entry into the UAE. This preserves legal continuity during the redomiciliation, and the company continues to operate without interruption. I coordinate in advance the wording of the confirmation letters with both registrars.
I complete the procedure in the BVI and activate the registration in the UAE. At this stage I transfer the share register, approve the directors and record the powers of the resident director. At the same time I initiate processes for bank accounts and licenses.

Registration after redomiciliation in the UAE

I register the company for ESR and prepare a risk management policy. Internal controls and protocols create “traces” of managerial decisions in the UAE. This is critical for banks and tax authorities.
I assess tax residency and prepare a tax residency certificate (TRC). This supports the application of double tax treaties and the MLI where appropriate. I document positions on transfer pricing and PE to avoid undesirable implications in countries of presence.
I prepare the banking dossier and apply to target banks. Taking into account the industry and risk profile, I select financial institutions that are tolerant of the business specifics. A correctly compiled KYC package reduces the time to open an account.

Requirements for constitutional documents

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The documents required for a BVI redomiciliation include a certificate of good standing, memorandum & articles, registers of directors and shareholders, and corporate resolutions approving the redomiciliation. If there are charges or options, I coordinate their transfer with creditors’ and investors’ advisors. This helps preserve contractual continuity.

Requirements for charter documents during redomiciliation vary by jurisdiction, but the general logic is the same: adapt the articles of association to UAE regulations and ensure compatibility with corporate procedures. Where necessary, I update provisions on share issuance, minority rights and dispute resolution mechanisms. I prepare notarized powers of attorney and the transfer of authorities to local directors in advance, with apostille and legalization.

I organize the translation of contracts and agreements during redomiciliation on a dual track: legal validity and operational applicability. For cross-border obligations I use coordinated notices so that banks, lessors and key counterparties continue to operate on the new details. This reduces the likelihood of disruptions to payments and deliveries.

How to preserve contracts and IP

I use legal mechanisms to preserve contractual force built into the continuation regime. The company changes its jurisdiction of incorporation but retains its corporate identifier, history and chain of contracts. This is important for lenders, funds and insurance organizations that assess stability and predictability of risks.

IP rights are transferred taking into account local law and the IP registration regime. I conduct a portfolio audit, register the necessary elements in the UAE and synchronize licensing agreements. In projects involving cross-border data transfers, I build in GDPR-like requirements and confidentiality agreements.

I analyze the impact of redomiciliation on contracts with counterparties and licenses in advance. If the business is regulated (financial services, crypto, investments, real estate), I arrange temporary agreements and support letters so the bridge between BVI and the UAE is legally sound. This approach supports credit lines and counterparty authorization.

Bank accounts and KYC during migration

The impact of redomiciliation on bank accounts and KYC is noticeable, and that’s normal. Banks expect an updated package: UBO structure, proof of substance, background of directors and beneficiaries, and a business plan with sources of income. I assemble the KYC file in the format UAE banks consider complete and prepare the client for the interview.

How to organize the migration of banking relationships and accounts: a common question. In a typical scenario I keep the old account for a limited period to close obligations and open the new one in parallel in the UAE. This reduces operational risk. For high-risk sectors I add stress tests for counterparties and continuity planning to avoid cash shortfalls.

I take CRS and FATCA into account during redomiciliation from the standpoint of reporting and payment routing. A change of jurisdiction alters tax statuses in automatic exchange systems. I synchronize notification dates and verify data accuracy so that banks do not stop payments due to technical inconsistencies.

Tax implications in the UAE

Taxation of profits after redomiciliation to the UAE depends on the type of activity, the zone and the status of a free zone person. If relief criteria are met and there is no disqualifying income, a reduced rate may apply, but each case is individual. I calculate in advance the impact on PE in other countries to avoid double taxation.

Redomiciliation and multilateral tax instruments (MLI) are important for the application of DTTs and anti‑abuse rules. Anti‑abuse and substance over form set the bar: the legal form must reflect reality. I analyze in detail the CFC rules of shareholders’ countries to prevent the undesired inclusion of profits in the owners’ tax base.

Transfer pricing during reorganization and possible restructuring of transaction flows requires documentation. I develop pricing policies, prepare intercompany agreements and the economic rationale. This increases the structure’s resilience to audits and strengthens investor confidence.

Licenses, sectoral crypto regulation

Regulation of digital assets and crypto operations during redomiciliation requires coordination with VARA in Dubai, as well as with the FSRA (ADGM) or DFSA (DIFC) regarding securities and derivatives. The COREDO team implemented cases of configuring crypto operations under VARA and licensing investment services in ADGM, which allowed clients to quickly relaunch their product line.

For payment services, forex and investment management, I separately take into account the capital requirements, the team and IT controls. I align the licensing roadmap with the plan substance and hiring, so that the regulator sees a realistic schedule. This directly affects the timeline for account openings and the start of operations.

The impact on existing licenses must be calculated in advance. Sometimes it makes more sense to carry out temporary operations through a branch or agency arrangement, and complete the full redomiciliation after obtaining the local license. Such a phased approach reduces operational risks and supports revenue.

Employment law for office staff

Employee transfers and labor law issues during redomiciliation require early communication. I prepare employment contracts under UAE law, plan the visa strategy and HR processes. This creates predictability and reduces staff turnover.

Office lease agreements and substance in the free zone I link to the hiring plan and licensing requirements. To evidence actual management I reserve meeting rooms, maintain a calendar of board meetings and keep minutes. Such a track record simplifies annual ESR reporting.

Insurance and business risks should be updated for the new jurisdiction. I adapt D&O, professional liability and cyber risk policies to meet client and regulator requirements. This strengthens overall resilience.

Timing and cost of redomiciliation from the BVI

The cost of redomiciling a BVI company in the UAE depends on the zone, the complexity of the structure and licensing. The budget covers government fees, legal work, apostille and consular legalization, translations, office and substance, as well as bank setup. For licensed sectors I add the regulator’s capital and operational requirements.

Timing for redomiciliation of a company from the BVI ranges from 6 to 16 weeks with documents ready and a straightforward UBO structure. If licensing, hiring and IT implementation are required, the project can take 3–6 months. I build in a buffer and set milestones so the board of directors can see the progress.

Assessment of operating costs and the redomiciliation project budget includes post-redomiciliation compliance procedures. ESR reports, audit, and corporate documentation for banks and investors are recurring line items. A transparent expense plan builds trust with lenders and funds.

Redomiciliation vs liquidation of BVI

Redomiciliation vs liquidation of BVI is a choice between continuity and a “restart”. With redomiciliation you retain contractual history and rights, which is critical for banks and investors. Liquidation can simplify the past, but will require reissuing contracts and increased explanations to compliance.

Branch registration vs full redomiciliation, a compromise for a business testing the market. A branch starts faster but has perception limitations with banks and counterparties. For M&A deals and raising capital, full redomiciliation provides greater predictability.

Comparing redomiciliation in the UAE with other jurisdictions (Cyprus, Macau, Singapore) shows that the UAE wins on the combination of infrastructure, licensing and banking capabilities. In some models Singapore is stronger in the fund ecosystem, and Cyprus in certain tax nuances. The final decision depends on the product, client geography and investor requirements.

Minutes of the board of directors

Corporate governance and the requirements for board minutes during redomiciliation are fundamental. I conduct board workshops on redomiciliation to align expectations and outline roles. This speeds up document signing and reduces the risk of conflicts.

UBO disclosure rules in the UAE require accuracy and discipline. I set up disclosure policies and a process for regularly updating information. This aligns with banking practice and simplifies periodic reviews.

Mechanisms for resolving disputes between shareholders when changing jurisdiction should be refreshed. In the articles of association and shareholders’ agreement I record arbitration provisions and buy‑sell triggers. This minimizes operational risks at times of change.

Sanctions and antitrust checks

legal risks and antitrust/sanctions checks during redomiciliation I include in early due diligence. Counterparty screening (third‑party due diligence) and compliance procedures after redomiciliation foster a culture of control. This is viewed positively by banks and investors.

Disclosure risks for investors and public reporting require clear communication. I prepare information packages describing objectives, timeline and success metrics. This approach increases the likelihood of retaining credit lines.

I include management of currency and banking risks in the roadmap. Clear payment procedures, exposure limits and backup channels reduce the likelihood of disruptions. For cross-border structures, I adapt ERP and IT frameworks to local rules for data storage and transfer.

COREDO case studies: what works

Case 1: re-domiciliation of a BVI company to the UAE for a holding in ADGM. Client: a group with an IP portfolio and contracts in Europe and Asia. I organized a step-by-step re-domiciliation plan for the BVI, adapted the charter, transferred IP licenses and established ESR. As a result the company obtained a TRC, opened an account with a local bank and secured a funding round from a fund that required substance and a transparent UBO.

Case 2: re-domiciliation of an offshore company to the UAE and licensing of crypto operations. The client moved the company’s registration from the BVI to the UAE, opting for DMCC with subsequent engagement with VARA. The solution developed at COREDO included migration of banking relationships, preparation of AML policies and staff training. The launch went according to schedule; banks approved the accounts after confirming KYC procedures and transaction monitoring.

Checklist for redomiciling a BVI company to the UAE

Стратегия и ROI: сформулируйте стратегические цели и ожидаемый ROI. Уточните юрисдикцию в ОАЭ, модель лицензирования и substance.
Юридическая рамка: проверьте соответствие BVI Business Companies Act и требованиям регистратора компаний BVI. Сверьте нормы UAE Commercial Companies Law и правил выбранной зоны.
Документы: подготовьте certificate of good standing, устав (memorandum & articles), решения акционеров и board minutes. Обеспечьте апостиль, нотариальное заверение и легализацию документов для ОАЭ.
Структура UBO: соберите полное UBO‑досье и nominee agreements. Согласуйте уровень раскрытия для банков и регуляторов, чтобы ускорить KYC.
Substance: зарезервируйте офис и определите резидентного директора. Спланируйте персонал и управленческие процессы, чтобы соответствовать ESR.
Контракты и IP: проработайте правовые механизмы сохранения контрактной силы. Перенесите права на интеллектуальную собственность и согласуйте лицензионные соглашения.
Банки и KYC: подготовьте пакет для банков с описанием бизнеса и источников дохода. Спланируйте параллельную работу старых и новых счетов для плавного перехода.
налоги и комплаенс: оцените последствия по CRS, FATCA, CFC, PE и MLI. Настройте transfer pricing и получите TRC при необходимости.
Лицензии: определите регулятора (DFSA, FSRA, VARA, SCA) и график лицензирования. Впишите требования к капиталу и команде в бюджет проекта.
Операции и ИТ: адаптируйте ERP, данные и процессы под локальные правила. Установите disclosure policies и процедуру отчетности для совета и инвесторов.

How to avoid mistakes during redomiciliation

First mistake: underestimating ESR and substance. A formal address without managerial function raises questions from banks and regulators. I always factor in real managerial competencies on the ground.

Second mistake: belated attention to CRS and FATCA. Overlapping reporting dates without data synchronization can “freeze” payments. I set up a separate track for notifications and verification of details.

Third mistake, lack of a plan in case of delays. The registrar or the bank may request additional information. I set up a Plan “B” with alternative banks and temporary payment solutions.

How to redomicile a company in the UAE

In DIFC and ADGM I pay greater attention to the articles of association under common law and to case law. This increases the predictability of disputes and is attractive to institutional investors. In DMCC: the focus is on rapid licensing, office setup and banking relationships.

The process of registering a company after redomiciliation in the UAE includes confirmation of directors, a share register and ESR registration. I prepare corporate documentation for banks and investors so that all parties see governance discipline. This approach maintains a trust rating and reduces the cost of capital.

I decide the role of a resident director and nominee directors on a case-by-case basis when redomiciling. A resident director with real powers strengthens substance and accelerates signing procedures. I use nominee arrangements judiciously, taking into account UBO and anti‑abuse requirements.

Strategic aspects

The impact of redomiciliation on investments and ROI depends on improved banking terms, market access and reputational capital. I conduct valuation and due diligence during restructuring to substantiate the effect to the board and investors. This improves the quality of managerial decisions.

Ways to minimize tax risks when transferring jurisdiction include a proper assessment of PE and aligning intercompany agreements on transfer pricing. I use scenario stress tests and prepare position memoranda for the countries of presence. This reduces the likelihood of disputes and adjustments.

Structuring a restructuring using trusts and funds is possible if it is consistent with UBO disclosure and licensing. In individual projects I set up funds in DIFC/ADGM for wealth management and capital protection purposes. This increases manageability and transparency.

Conclusions

Redomiciliation from the BVI to the UAE is not about “just changing the letterhead”, but about strategy, risk management and growth. With proper preparation, the company preserves legal continuity, strengthens substance and simplifies dialogue with banks and investors. This is reflected in the cost of capital, deal pace and the team’s confidence.

Over the years I have become convinced that a strong methodology and execution discipline solve 80% of redomiciliation challenges. The COREDO team has implemented dozens of projects in DIFC, ADGM and DMCC, and each time the systematic approach – due diligence, articles of association, ESR, banks, licenses: produced a predictable result. If you are planning to transfer a BVI jurisdiction to the UAE, set clear goals, a budget and substance, and then follow the roadmap: this way redomiciliation becomes an investment project with a clear ROI and strategic value for the business.

Redomiciliation from the BVI to the UAE a step by step guide