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Under ADGM's CSP Framework, setting up and maintaining a non-exempt SPV or foundation requires the appointment of an ADGM licensed Company Service Provider.
The licensed CSP’s role includes to manage the incorporation process, provide the registered office address and complete the SPV (or foundation’s) ongoing statutory filing requirements, on its behalf.
A list of all ADGM licensed Company Service Providers is available here.
Under section 296A(1) of the Companies Regulations 2020, a company conducting the business activity of special purpose company or vehicle must at all times have an ADGM licensed Company Service Provider, unless exempt. An SPV that does not meet the exemption criteria is a ‘non-exempt SPV’.
Similarly, under section 18(1) of the Foundations Regulations 2017, a Foundation must at all times have an ADGM licensed Company Service Provider, unless exempt. A foundation that does not meet the exemption criteria is a ‘non-exempt foundation’.
If you are unsure of whether your SPV or foundation would meet the exemption criteria, and therefore not be required to appoint a CSP, you can use our tool available on the Guidance and Resources page here.
Since 12 July 2021, all new applications to incorporate a non-exempt SPV or foundation must be submitted by an ADGM licensed CSP. A list of all ADGM licensed Company Service Providers is available here.
Note: existing non-exempt SPVs and foundations are required to notify the Registrar of the appointment or cessation of a CSP within fourteen (14) days of the appointment or cessation.
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