Jurisdiction: UAE

UAE transactions move quickly, involve multiple jurisdictions and have little tolerance for surprises.

We support promoters, family groups, corporates and investors across the full deal lifecycle, from the first financial review to the signed documents, working alongside your legal counsel and bankers as the financial and commercial advisor on the deal.

Diligence and Valuation

Due Diligence (Buy-Side and Sell-Side)
Buy-side reviews focused on the items that move price: quality of earnings, normalised EBITDA, working capital, debt-like items, related-party arrangements and tax exposures: plus vendor due diligence and data room preparation on the sell-side.

Business Valuation and Financial Modelling
Independent valuations using DCF, comparable companies, precedent transactions and asset-based approaches for negotiation, ESOP grants, mergers, demergers and regulatory filings, with integrated three-statement models and scenario analysis built to be used.

Capital and Negotiation

Corporate Finance Advisory
Advisory on capital structure and fund-raise strategy across private equity, venture capital, term debt, mezzanine, family office capital and management buy-outs: preparing investor materials and coordinating with licensed arrangers under SCA, DFSA or FSRA rules.

Negotiation Strategy Design
A deal-specific playbook covering value drivers, deal-breakers, the counterparty’s likely positions, alternative structures tested against tax and execution risk, and the financial impact of each likely concession: worked through before terms are tabled.

Active Negotiation Assistance
Sitting with management through the negotiation, in the room or as the analytical back-channel: pre-meeting briefings, counter-proposals drafted on the spot, live financial modelling, and a read on when to push and when to settle.

Documentation and Execution

Documentation Review and Alignment
Reviewing long-form documents: term sheets, shareholder and share purchase agreements and key commercial contracts: against the negotiated position, with particular attention to representations and warranties, indemnity caps, conditions precedent, earn-outs and exit waterfalls.

End-to-End Transaction Handling
Project-managing the full lifecycle: virtual data room set-up, advisor and counsel coordination, milestone and conditions-precedent tracking, closing mechanics and post-signing follow-through, so management can keep running the business while the deal runs in parallel.

How We Work

Partner-led on every engagement, with senior transaction professionals across the UAE, India and international markets. Senior in the room, not delegated downward.

The UAE Corporate Tax Law and Ministerial Decision No. 97 of 2023 require transactions between related parties and connected persons to be priced at arm’s length, with contemporaneous documentation to support that position.

For multinational groups with UAE entities, this creates compliance obligations that need to be addressed proactively, before the FTA begins asking questions.

Policy and Pricing

Transfer Pricing Policy Framework
Group policies that reflect actual functions, assets and risks and satisfy both OECD guidelines and UAE requirements: pricing of goods, management services, royalties, intra-group financing and shared costs, with safe harbour eligibility assessed and documented.

Functional, Asset and Risk Analysis
A clear FAR analysis mapping which entities perform significant functions, bear economic risk and hold key assets, translated into a pricing position that reflects actual substance and forms the foundation for documentation and dispute response.

Documentation

Local File, Master File and Harmonised Group Documentation
Preparation and review of Master and Local Files where thresholds are met, ensuring consistency between the group narrative and entity-level positions: working alongside local advisors to avoid contradictions across the group’s TP positions.

Country-by-Country Reporting
CbCR preparation and submission for qualifying groups, including notification obligations and consistency checks against the Master File and Local Files.

Benchmarking Studies
Benchmarking analyses across goods, services, royalties, financing and management fees, with comparable sets built on commercial logic and economic substance rather than mechanical database filters, to a standard that supports regulatory scrutiny.

Compliance and Disclosures

Related Party Disclosures in the CT Return
Identifying relevant related-party and connected-person relationships, confirming transactions requiring disclosure, and preparing the supporting schedules aligned to the transfer pricing documentation for consistency.

Value Chain Analysis and Operating Model Restructuring
Evaluating the TP implications of reorganisations, supply chain changes or function shifts between entities, advising on exit charges where applicable and documenting the before and after position.

Dispute Prevention and Certainty

APAs, MAP and Dispute Support
Advising on the viability of unilateral and bilateral Advance Pricing Agreements with the FTA, coordinating Mutual Agreement Procedure filings where double taxation arises, and representing groups before the Tax Disputes Resolution Committee with economic counter-analysis.

How We Work

Partner-led, with a dedicated team covering the UAE, GCC and 20-plus jurisdictions globally. We have access to international databases covering financials, services and IP agreements, and work alongside local advisors where multi-jurisdiction documentation coordination is required.

Setting up in the UAE involves more decisions than most businesses expect. The choice between mainland, free zone and offshore affects who you can trade with, what tax positions are available, whether foreign ownership is permitted, and what ongoing compliance you carry.

Getting these decisions right at the outset is significantly cheaper than restructuring later.

Structure and Tax

Jurisdiction Selection
Mapping your business model to mainland, free zone and offshore options: full market access and 100% ownership on the mainland, 0% qualifying income in over 40 free zones, and offshore registries for holding structures: with a clear recommendation and the reasoning behind it.

Entity Structuring and Corporate Tax Planning
Structuring decisions at entry that directly affect what rate applies and what income qualifies: entity type, intra-group pricing, whether a holding structure makes sense, and how UAE-sourced income is distinguished from international flows under the 9% / 0% framework.

Licensing and Incentives

Licensing and Regulatory Compliance
Managing the end-to-end licensing process and regulatory correspondence, coordinating with DET, free zone authorities and sector regulators including the Central Bank, MOHRE and KHDA, with UBO registration addressed at the point of formation.

Incentives and Treaty Benefits
Identifying the free zone, government and industrial incentives and withholding tax reductions available through the UAE’s network of over 130 DTAAs, and advising on the conditions needed to access and maintain eligibility for your activity.

Operations and Ongoing Support

Operational Setup
Coordinating corporate bank account opening with KYC-ready documentation, investor and employee visas through MOHRE and GDRFA, VAT and corporate tax registration, and office or flexi-desk space in line with substance and licensing conditions.

Ongoing Advisory
Staying close to a fast-moving regulatory environment: corporate tax, e-invoicing rollout and evolving free zone conditions: and flagging what is relevant as you grow, covering corporate tax returns, VAT compliance and transfer pricing documentation.

How We Work

Partner-led engagements. Our team has direct experience with DET, DMCC, ADGM, DIFC, JAFZA and other key UAE jurisdictions, and is familiar with the Corporate Tax Law, VAT Law, Commercial Companies Law, and the cabinet decisions and ministerial regulations under each.

If you are based in the UAE and want or already have exposure to India, the advice on offer usually falls short. Local wealth managers rarely cover Indian markets in depth, and most India-facing product sellers earn commission on what they recommend.

We are a SEBI-Registered Investment Adviser in India, so we advise on a fee-only basis with no commission and no product bias, while also handling the cross-border and tax side that is otherwise left to you. We work with NRIs, persons of Indian origin and family offices building a meaningful India allocation.

Advice and Allocation

Advice on Indian Investments
Fee-only advice under the SEBI (Investment Advisers) Regulations, 2013, paid only by you and never by a product provider: with a documented investment policy, suitability-tested recommendations and ongoing review.

Building Your India Allocation
Goal-based planning and asset allocation across Indian listed equities, mutual funds and ETFs, debt instruments, Portfolio Management Services, Alternative Investment Funds, and REITs and InvITs: matched to your objectives, time horizon and risk appetite, and kept under review.

Routing, Tax and Trust

Getting Money Into India, the Right Way
Advice on the route that fits your residency status and repatriation needs: across NRE, NRO and FCNR accounts, the FPI and PIS routes for eligible investors, and GIFT City (IFSC) funds: for clean entry, clean exit and no surprises bringing money back.

Repatriation and Tax, Built Into the Advice
Because we are also chartered accountants, repatriation limits, tax deducted at source for non-residents, FEMA compliance and the India-UAE tax treaty are weighed before you act, not discovered afterwards.

A Trusted Adviser, not a Product Seller
We act under a fiduciary duty, disclose conflicts, take no commission and give you a defined route for grievance redressal: advice you can question to your satisfaction, with a clear record of why each recommendation was made.

How We Work

Engagements are partner-led. The investment and wealth advice is provided by our partner who is a SEBI-registered investment adviser in India, while our UAE team handles the relationship and the cross-border and tax work.