RAK ICC Company Formation: Rules, Documents & Requirements

RAK ICC company formation is the process of incorporating an offshore International Business Company (IBC) at the RAK International Corporate Centre in Ras Al Khaimah, always through a licensed Registered Agent. It is popular for international holding, asset protection and cross-border trade because it is quick, confidential and needs no physical office. This guide answers the questions a Registered Agent is asked most — who can be a shareholder or director, what counts as valid proof of address, how paperwork is certified and notarised, and why a new offshore company still has UAE tax obligations. If you would rather hand the whole thing over, our company incorporation service in the UAE covers RAK ICC end to end.

What is a RAK ICC company, and who is it for?

A RAK ICC company is a UAE offshore company (an International Business Company) registered with the RAK International Corporate Centre. It is a separate legal person that can hold assets, open bank accounts, own shares in other companies and trade internationally — but it is not a mainland or free-zone trading licence: it cannot carry on business within the UAE market and does not by itself grant UAE residence visas. Every RAK ICC company must be incorporated and maintained through an approved Registered Agent, which is why the documentation rules below exist.

It suits founders who want a clean, low-cost vehicle for holding shares, intellectual property or real estate, for international invoicing, or for succession and asset-protection planning. If you instead need to trade inside the UAE, hire staff on UAE visas or take an office, a free-zone or mainland structure is the better route — see our guide to company incorporation in Dubai.

Who can be a shareholder in a RAK ICC company?

In general a shareholder must have attained the legal age, but RAK ICC can consider a minor if a court-endorsed guardianship letter is submitted that states the guardianship details and empowers the guardian to hold the shares on the minor's behalf. Both individuals and companies can be shareholders, and there is a minimum of one shareholder with no maximum.

Identity is proved with an international passport — an internal or domestic-only passport (issued in some countries for internal travel) cannot be used to register a RAK ICC company. If a shareholder holds dual passports, they may choose which passport to use, provided the chosen nationality is not that of a sanctioned or high-risk country as defined from time to time by the relevant authorities. These checks are part of the Registered Agent's customer due diligence; if you want to understand the wider framework, see our note on AML and KYC compliance for UAE businesses.

What are the director and company-secretary requirements?

A RAK ICC company must have at least one director, who must be 21 or older. The directors are responsible for appointing a company secretary; there is no stipulated minimum age for the secretary, and there is no maximum number for either role. A single individual can be shareholder, director and secretary of the same company, which is what makes RAK ICC attractive for solo founders and holding structures.

Where a director or secretary does not have a specimen signature printed in their passport, RAK ICC accepts any supporting document issued by the relevant government authority of their nationality — for example a national ID card or a similar proof that carries a signature. The same document flexibility applies to shareholders, so a missing passport signature is rarely a blocker.

RAK ICC company structure, share capital and currency

RAK ICC is deliberately flexible on structure. There is no minimum or maximum share capital, fractional shares are permitted, and capital can be denominated in any national currency — there is no restriction. That means you can set a nominal capital that suits your bank and your shareholders rather than meeting an arbitrary threshold.

The table below summarises the core structural rules founders ask about most when they begin RAK ICC company formation.

Proof of address for RAK ICC company formation

Every shareholder, director and secretary must show valid proof of their current permanent-residence address. A utility bill is the classic document, but it is far from the only option. RAK ICC accepts a range of alternatives — what matters is that the document clearly shows the person's full address.

A bank reference letter is acceptable provided it states the full address details of the proposed shareholder. If the shareholder has no bills in their own name, they can instead provide a residency certificate from a relevant authority (for example a municipality) or a notarised affidavit of address. Where a valid bill exists only in a family member's name, that bill can be used together with: (a) a confirmation letter from the family member stating the relationship and that the shareholder resides with them at the full address; (b) a copy of the family member's passport; and (c) proof of the relationship where applicable.

How RAK ICC company formation documents are certified & notarised

Two words appear throughout the RAK ICC checklist: “certified” and “notarised”. “Certified” simply means signed and stamped by the Registered Agent — it is not a separate government step. Notarisation is only required in specific situations, and critically, UAE embassy attestation is not required for RAK ICC documents.

For an individual shareholder, a notarised specimen-signature form is only needed if the signing of documents is not witnessed by the Registered Agent. Where notarisation of the specimen signature is needed but a notary public is unavailable, the form can instead be certified by any equivalent high authority empowered to certify signatures — for example a commissioner of oaths, the police, a municipality, a chamber of commerce or a law firm.

Documents in a foreign language must be accompanied by duly certified English or Arabic translations. The Registered Agent can translate them in-house provided the staff member is genuinely fluent in that language, and the translation carries the agent's signature and official seal certifying its correctness — though the Registrar retains the right to ask for a legal or official translation.

What do corporate shareholders provide?

A RAK ICC company can be owned by another company — for example an LLC — and RAK ICC applies its standard corporate-shareholder requirements, whether that company is long-established or newly incorporated. Alternatives are considered where a particular document is genuinely unavailable.

On notarisation, the rule is precise: the corporate resolution from the corporate shareholder approving the incorporation of the RAK ICC company must be notarised. By contrast, resolutions from corporate directors or secretaries accepting their appointment do not need to be notarised, and — as with individuals — no UAE embassy attestation is required for any of these documents.

Company names, branches, arbitration and the MoA

RAK ICC does not register branches of foreign companies. If you want a UAE presence linked to an overseas company, you instead incorporate a fresh RAK ICC company — and you may use a similar name and similar activities to the foreign company by obtaining the Registrar's approval. To use an established or existing company name, you must submit a No-Objection Certificate (NOC) from that company, and the proposed name must comply with the RAK ICC Regulations.

The standard Memorandum & Articles of Association can be altered, provided the changes do not conflict with any provision of the RAK ICC Regulations. Certificates of Incorporation and the MoA/AoA are issued in English; you may add an Arabic version of the MoA/AoA for an additional AED 600. If the company's constitution includes an arbitration clause, the seat of arbitration can be any jurisdiction the client chooses, provided that jurisdiction is a signatory to the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards and is acceptable to RAK ICC.

How to complete RAK ICC company formation, step by step

The process is straightforward once your documents are in order. Working through a Registered Agent, RAK ICC company formation follows six steps from appointment to Corporate Tax registration.

1. Appoint a RAK ICC Registered Agent — You cannot approach RAK ICC directly — every company is formed and maintained through a licensed Registered Agent such as Fastlane, who performs your KYC and files with the Registrar.
2. Reserve the company name — Choose a compliant name and check availability. To use an existing or established name you must supply a No-Objection Certificate (NOC); similar names and activities need the Registrar's approval.
3. Collect shareholder, director and secretary documents — Gather each individual's international passport, valid proof of address and, where needed, a specimen-signature form. Corporate shareholders provide their constitutional documents and a notarised resolution approving the incorporation.
4. Prepare and certify the MoA & AoA — The agent drafts the Memorandum & Articles of Association in English (an Arabic version is optional at AED 600), certifies the documents — signed and stamped — and arranges any required notarisation or translation.
5. File with the Registrar and receive the certificate — The Registered Agent submits the application. Once approved, RAK ICC issues the Certificate of Incorporation and stamped MoA/AoA — no UAE embassy attestation is required.
6. Register for Corporate Tax and set up your books — Because the company is a UAE-incorporated Taxable Person, register it for UAE Corporate Tax within the FTA deadline and put IFRS-compliant bookkeeping in place so it can meet future filing obligations.

Does a RAK ICC (offshore) company pay UAE Corporate Tax?

This is the point most founders miss: an offshore company is not automatically outside UAE tax. A RAK ICC company is a juridical person incorporated in the UAE, which the Federal Tax Authority treats as a Resident Taxable Person for UAE Corporate Tax. In practice that means most RAK ICC companies must register for Corporate Tax even if all their income arises abroad. Whether any tax is ultimately payable depends on the company's income and the reliefs available to it — registration and payment are two different things.

The Corporate Tax registration deadline is time-bound (typically within a set period of incorporation) [VERIFY], and missing it triggers an administrative penalty, so treat it as part of the formation project rather than an afterthought. Fastlane can register your new company for Corporate Tax from AED 199, set up IFRS-compliant bookkeeping and accounting, and — if you need to evidence UAE tax residency for treaty purposes — advise on a tax residency certificate.