Unlimited Company (UC)
An unlimited company is a company incorporated with or without a share capital where the liability of the members is not limited: that is, its members have a joint, several and unlimited obligation to meet any insufficiency in the assets of the company to enable the settlement of any outstanding liability in the event of the company’s formal liquidation. Similarly to a general partnership, the members of a UC have unlimited liability; unlike a general partnership, the UC is a separate legal person capable of owning assets in its own name.
A hybrid company (corporation) incorporated with or without a share capital (and similar to its limited company counterpart) but where the legal liability of the members or shareholders is not limited.
Its members or shareholders have joint, several and non-limited obligations to meet any insufficiency in the assets of the company to enable settlement of any outstanding financial liability in the event of the company’s formal liquidation.
The joint, several and non-limited liability of the members or shareholders of the company to meet any insufficiency in the assets of the company (to settle its outstanding liabilities if any exist) applies only upon the formal liquidation of the company.
Additional optional features:
- Unlimited capacity
- Restricted purpose
- An unlimited or limited duration
Features of an Unlimited Company
- (UC) is a hybrid company (corporation) incorporated with or without a share capital (and similar to its limited company counterpart) but where the legal liability of the members or shareholders is not limited.
- Its members or shareholders have joint, several and non-limited obligations to meet any insufficiency in the assets of the company to enable settlement of any outstanding financial liability in the event of the company’s formal liquidation.
- The joint, several and non-limited liability of the members or shareholders of the company to meet any insufficiency in the assets of the company (to settle its outstanding liabilities if any exist) applies only upon the formal liquidation of the company. Therefore, prior to any such formal liquidation, any creditors or security holders of the company may have recourse
Additional Optional Features
- Unlimited capacity
- Restricted purpose
- An unlimited or limited duration
Usage of an Unlimited Company
- RAK ICC unlimited companies are flexible and administratively simple corporate vehicles that can be used for a number of purposes. A UC may be used to avoid the need for shareholder guarantees to support the credit of the UC. For example, where a UC is dealing with a sole customer, it requires recourse to the shareholders of the UC.
- Liability pass-through the company in a corporate group.
- International tax planning vehicle.
Registration Steps
- Contact a registered agent
- Submit required documents
- Submit your application and obtain your certificate of incorporation
Required Documents
For Individual Shareholders and Ultimate Beneficial Owners:
- Certified copy of in force passport
- Certified copy of current utility bill or local authority tax bill or tenancy agreement or residency certificate showing address of current permanent residence or bank statement.
For Corporate Shareholders:
- Certified copy of Certificate of Incorporation or Registration and any trade license or equivalent
- Certified copy of Memorandum & Articles of Association
- Current Certificate of Incumbency or Register Extracts
- Current Certificate of Good Standing
- Certified copy of passport of the authorized signatory of the corporate shareholder
- Name of shareholders and ultimate beneficial owners (as defined in regulation 26 of the RAK ICC Registered Agent
Regulations 2018) - Certified copy of corporate resolution approving the incorporation of the RAK ICC company
For Trusts as Shareholders
- Trust deed
- Current certified Register Extract for the Trust
- Details of all additions to the trust (if any)
- Certified copies of passports of settlor, protector & beneficiaries
- Corporate Trustee – as for Corporate Shareholders above
- Individual Trustee – as fo+A12r Individual Shareholders above
For Foundations as Shareholders
- Certified copy of Certificate of Incorporation or Registration and any Trade license or equivalent
- Foundation regulations and charter
- Foundation minutes approving the incorporation of the RAK ICC company
- Current Certificate of Good Standing
- For foundation council members and protectors who are natural persons – see For Individual Shareholders above
For Individual Directors
- As for Individual Shareholder above
- Consent letter from the director & secretary
For Corporate Directors
- Resolution of corporate directors/secretaries accepting the appointment as directors/secretaries of the company
Expected Duration of Service Delivery
- Registration: 5 working days
- Renewal: 3 working days
- Urgent procedure: 24h
IBC Agent in UAE
A RAKICC Business Company must have a Registered Agent in the UAE, and a Registered Office which must be maintained by the Registered Agent in the UAE to which all official communications and notices to the company must be addressed. The Registered Agent must maintain the particulars of the beneficial owners of the company.
BACT is licensed by the RAKICC authorities to offer a full range of company formation and Registered agent services.
Need Help?
Contact us at the consulting office or feel free to submit a business inquiry online.