1. UAE: A Different concept of international jurisdiction Globalserve Moscow Seminar September 2013 By Phani Schiza Antoniou

2. UAE OR ‘The Emirates ‘ Situated in the southeast of the Arabian Penisula on Persian Gulf Federation of seven emirates since 1971 Dubai, Abu Dhabi, Ajman, Fujairah, Ras Al Khaimah, Sarjah, Umm Al Quwain Legal system is founded jupon civil law principles and Islamic Shari’a law, the latter constituting the guiding principle and source of law 8.19 million population out of which 15% only are locals Non Oil Sector contribbutes 71% to GDP UAE- SOME FACTS

3. Strategic Location -closest proximity to top European and Asian markets: Access to 2.2 Billion Consumers World-class free zones -100% foreign ownership of business 100 per cent repatriation of capital and profits Easily accessible raw materials, cheap energy sources Zero corporate profit taxes and personal income taxes. No minimum capital requirement to establish a limited liability company. Advantageous Tax Treaties with 71 Countries Stable Political Environment World Bank ranked UAE 23 rd for Doing Business in 2013 Offshore location with zero taxation with the exemption of foreign banks and oil exporting cos WHY UAE?

4. There are 3 main options for registration of company in UAE : Mainland company registration Freezone onshore Offshore company Types of Company registration

5.  Gives access to the local market  Maximum foreign participation allowed 49%  Local partners UAE nationals with minimum 51% participation  Need office space/ warehouse  Residence permit is issued  Employee VISAs are eligible  No taxation  No foreign exchange restrictions 1. Mainland company registration

6.  100% foreign ownership  Could do business with companies within the free-zone or outside the country  Can do business locally only through a local distributor being a company registered in the mainland  There are free-zones which provide license with and without taking any genuine office space/warehouse  Residence permit issued  Employee VISAs are eligible to apply  No taxation  No foreign exchange restrictions 2. Free-Zone onshore company Registration

7.  Do business only outside UAE  Can have tax free bank account in UAE  No employee VISAs are eligible to apply  No restrictions on foreign exchange  No taxation 3. Offshore company formation

8. UAE OFFSHORE COMPANIES Offshore Jebel Ali Offshore (JAFZA) Must for Dubai Property Ownership Corporate Directors are not allowed Ras Al Khaimah Free Trade Zone (RAK) International Co Corporate Directors are allowed

9. UAE ONSHORE COMPANIES Onshore Mainland Limited Liability Company (LLC) Foreign Partner cannot own more than 49% Professional License 100% Foreign Owned but Limited Sectors Branch Setup 100% owned by Parent Co Free Zones Over 40 Free Zones to Choose From 100% Foreign Ownership

10. UAE RESIDENCY Fastest and Easiest way to become UAE Resident By obtaining “UAE Investor Visa” Setup a free zone company – 100% foreign ownership – No paid up share capital – No corporate tax – Travel to and from the UAE is easier – No personal income tax in the UAE – The UAE is an OECD “white listed” jurisdiction – Renewal Residency Visa every 3 years

11. COMPARISON RAK OFFSHORERAK ONSHORE Director Legal entities allowed 1 Yes 1 yes Secretary compulsory but can be same as director Yes Registered agent neededYes Shareholder : Minimum shareholders No minimum capital Legal entities allowed 1 Yes 1 Yes Limited liability companies√√ Confidentiality Company register not available for public inspection Yes Time for registration2 days but TaxNo COMPARISON RAK OFFSHORE & RAK ONSHORE

12. COMPARISON RAK OFFSHORERAK ONSHORE OperationsOutside UAE onlyIn Freezone and through UAE local distributor in UAE EstablishmentNo EmployeesNoMin 1 Annual accountsKeep records onlyYes Employee VISANoYes Ownership propertyNo except Jebel ali offshore ( Jafza) but corporate directors not allowed Yes COMPARISON RAK OFFSHORE & RAK ONSHORE

13.  Ratified 7/6/2013 and is expected to enter into force as of 2014  But limited scope of application  Covers the UAE and 7 emirates governments, the Central Bank of UAE, Investment Authorities of Abu Dhabi and of Emirates, any financial institution or investment entity, establishment, agency or any other body wholly owned by the government of UAE  WHT on dividends/interest is zero, is paid to an entity as above described  Contains exchange of information clause  Limitation of benefits clause i.e. tax treaty benefits may be denied if proven that the only reason was tax  Facilitates inflow of investments into Russia ( note that currently UAE investors in Russia pay 20% tax on repatriated profits, 15% on profits from interest and 20% on Capital gains Double Tax Treaty with Russia

14.  For trading or for services internationally and in the region  For Asset protection being the last shareholder in a structure  Property investment in UAEUSES