Again I think loyality should be rewarded.

I think the UAE has enough going on here to not be ****ed they can not
run our ports too.

Let's say and American wan'ts to start-up a company or branch in the
UAE what is required.

I'll tell you what is required, you have to have a local own 51% of the
company thats what.

Ownership Requirements

Fifty-one per cent participation by UAE nationals is the general
requirement for all UAE established companies except:

Where the law requires 100% local ownership; In the Jebel Ali Free
Zone; In activities open to 100% AGCC ownership; Where wholly owned
AGCC companies enter into partnership with UAE nationals; In respect of
foreign companies registering branches or a representative office in
Dubai; In professional or artisan companies where 100% foreign
ownership is permitted.

Legal Structures for Business

In the past, each emirate followed its own procedures governing the
operations of foreign business interests. In practice, however, Dubai
and the other emirates followed the same general system, whereby
foreign companies operated in one of three ways: with a local sponsor,
through a partnership with a UAE national or company, or through a
private limited company or public shareholding company incorporated by
Ruler's decree.

Since 1984, steps have been taken to introduce a codified companies law
applicable throughout the UAE. Federal Law No. 8 of 1984, as amended by
Federal Law No. 13 of 1988 - the "Commercial Companies Law" - and its
by-laws have been issued. In broad terms the provisions of the Law are
as follows:

The Federal Law stipulates a total local equity of not less than 51% in
any commercial company and defines seven categories of business
organization which can be established in the UAE. It sets out the
requirements in terms of shareholders, directors, minimum capital
levels and incorporation procedures. It further lays down provisions
governing conversion, merger and dissolution of companies.

The seven categories of business organisation defined by the law a

General partnership company
Partnership-en-commendam
Joint venture company
Public shareholding company
Private shareholding company
Limited liability company
Share partnership company
Partnerships
Partnership companies are limited to UAE nationals only. The Dubai
government does not presently encourage the establishment of
partnership-en-commendam and share partnership companies.

Joint Venture Companies

A joint venture is a contractual agreement between a foreign party and
a local party licensed to engage in the desired activity. The local
equity participation in the joint venture must be at least 51%, but the
profit and loss distribution can be prescribed. There is no need to
license the joint venture or publish the agreement. The foreign partner
deals with third parties under the name of the local partner who -
unless the agreement is publicized - bears all liability.

In practice, joint ventures are seen as offering a suitable structure
for companies working together on specific projects.

Public and Private Shareholding Companies

The Law stipulates that companies engaging in banking, insurance, or
financial activities should be run as public shareholding companies.
Foreign banks, insurance and financial companies, however, can
establish a presence in Dubai by opening a branch or representative
office.

Shareholding companies are suitable primarily for large projects or
operations, since the minimum capital required is Dh. 10 million (US$
2.725 million) for a public company, and Dh. 2 million (US$ 0.545
million) for a private shareholding company. The chairman and a
majority of directors must be UAE nationals and there is less
flexibility of profit distribution than is permissible in the case of
limited liability companies.

Limited Liability Companies

A limited liability company can be formed by a minimum of two and a
maximum of 50 persons whose liability is limited to their shares in the
company's capital. Such companies are recognized as offering a suitable
structure for organizations interested in developing a long term
relationship in the local market.

In Dubai, the minimum capital is currently Dh. 300,000 (US$ 82,000),
contributed in cash or in kind. While foreign equity in the company may
not exceed 49%, profit and loss distribution can be prescribed.
Responsibility for the management of a limited liability company can be
vested in the foreign or national partners or a third party.

The following steps are required in establishing a limited liability
company in Dubai.

Select a commercial name for the company and have it approved by the
Licensing Department of the Economic Department; Draw up the company's
Memorandum of Association and have it notarized by a Notary Public in
the Dubai Courts; Seek approval from the Economic Department and apply
for entry in the Commercial Register; Once approval is granted, the
company will be entered in the Commercial Register and have its
Memorandum of Association published in the Ministry of Economy and
Commerce's Bulletin. The license will then be issued by the Economic
Department; The company should then be registered with the Dubai
Chamber of Commerce and Industry.

Branches and Representative Offices of Foreign Commercial Companies

The Commercial Companies Law also covers the formation and regulation
of branches and representative offices of foreign companies in the UAE
and stipulates that they may be 100% foreign owned, provided a local
agent is appointed.

Only UAE nationals or companies 100% owned by UAE nationals may be
appointed as local agents (which should not be confused with the term
"commercial agent"). Local agents -- also sometimes referred to as
sponsors -- are not involved in the operations of the company but
assist in obtaining visas, labour cards, etc and are paid a lump sum
and/or a percentage of profits or turnover. In general, branches and
offices of foreign commercial companies are not licensed to engage in
importing activity except for re-export or in the case of products of a
highly technical nature.

To establish a branch or representative office in Dubai, a foreign
commercial company should proceed as follows:

Apply for a license from the Ministry of Economy and Commerce,
submitting an agency agreement with a UAE national or 100% UAE owned
company. Before issuing the license, the Ministry will:

forward the application to the Economic Department to obtain the
approval of the Dubai government; forward the application specifying
the activity that the office or branch will be authorized to undertake
in the UAE, to the Federal Foreign Companies Committee for approval;

Once this has been done, the Ministry of Economy and Commerce will
issue the required Ministerial license specifying the activity to be
practiced by the foreign company; The branch or office should be
entered in the Economic Department's Commercial Register, and the
required license will be issued; The branch or office should also be
entered in the Foreign Companies Register of the Ministry of Economy
and Commerce; Finally the branch or office should be registered with
the Dubai Chamber of Commerce and Industry.

Branches and Representative Offices of Foreign Professional Companies

Branches and representative offices of foreign professional firms may
be 100% foreign owned provided UAE nationals or 100% UAE owned
companies are appointed as local agents. Such agents are not involved
in the operations of the firm but assist in obtaining visas, labour
cards etc and are paid a lump sum as remuneration. The Economic
Department is the authority in charge of licensing such branches or
representational offices.

Professional Firms

In setting up a professional firm, 100% foreign ownership, sole
proprietorships or civil companies are permitted. Such firms may engage
in professional or artisan activities but the number of staff members
that may be employed is limited. A UAE national must be appointed as
local service agent, but he has no direct involvement in the business
and is paid a lump sum and/or percentage of profits or turnover. The
role of the local service agent is to assist in obtaining licenses,
visas, labour cards, etc.


Joe