Notice. This page is informational and general in nature. It is not legal, tax, regulatory, or investment advice. Fees and permitted activities change and depend on your exact carbon business model.
Best Setup For Carbon Credit Trading And Capital Raising In UAE
The cleanest setup for most serious carbon businesses is a DIFC SPV HoldCo(for investor entry and project rights) plus a DMCC operating company(for trading execution, contracts, and visas).
If you want a structure that survives diligence, this is usually the safest starting point.
Email FG Capital AdvisorsRecommended Structure (One Line)
DIFC SPV HoldCo owns the project SPVs and contract rights. DMCC OpCo runs day-to-day trading and commercial execution.
Why This Works For Project Developers Raising Capital
- Project rights stay clean. Investors want clarity on who owns registry rights, offtake contracts, revenue shares, and SPV equity. A HoldCo built for structuring makes that easier to document.
- Operational risk stays contained. Trading disputes, staffing issues, and counterparty friction remain in the OpCo, not in the HoldCo that holds investor equity.
- Diligence becomes simpler. One entity for ownership and governance, one entity for operations. Less blending, fewer questions.
Official references: DIFC SPV and DMCC Schedule of Charges.
Costs (Published Fee Anchors)
Use these numbers as anchors for budgeting. They exclude professional services, banking compliance, and any licensing perimeter work.
| Item | DIFC SPV HoldCo | DMCC Operating Company |
|---|---|---|
| Primary purpose | Holding and structuring for capital raising and project rights | Trading operations, contracting, staffing and visas |
| One-time setup fees | Incorporation fee USD 100
Source: DIFC SPV fees
|
Application AED 1,035, Registration AED 9,020, AoA AED 2,020
Source: DMCC schedule
|
| Annual licence fee | Commercial licence USD 1,000 plus AED 20 Knowledge and Innovation Dirham fee (per DIFC SPV page) | Licence AED 20,285(can vary with activities) |
| Workspace and visas | Usually registered address through a corporate service provider. SPV is not designed as a staffed office. | Flexi-desk or office depending on package and visa needs. Visa quotas tie to workspace rules. |
| What pushes total cost up | Investor documentation, governance, project contracting, registry alignment, banking compliance. | Extra activities, office upgrades, visas, establishment card, compliance and banking requirements. |
Budget reality. Published fees are the easy part. The work is proving substance, compliance, and credible counterparties, then building documentation that stands up to investor diligence.
Pros And Cons (For This Exact Use Case)
Pros
- Investor-grade structure: HoldCo governance and clean ownership of project rights.
- Operational practicality: OpCo can hire, invoice, and execute trading contracts.
- Risk separation: trading disputes do not contaminate the capital-raising vehicle.
Cons
- Two entities: more admin than a single company, with more filings and compliance touchpoints.
- Wrong activity selection hurts: picking the wrong licensed activities creates rework.
- Licensing risk: broking, platform activity, or managed capital can change your entire plan.
Alternatives (When DIFC + DMCC Is Not The Fit)
- ADGM SPV (Abu Dhabi): another SPV option with published fees and a similar holding use case. ADGM SPV
- RAKEZ (Ras Al Khaimah): cost-sensitive operating setup packages. RAKEZ SME package
- Meydan Free Zone: digital-first setup with a cost calculator. Meydan cost calculator
- IFZA: flexible business setup pathway (pricing is typically quote-driven by partners). IFZA
General reference on why free zone costs vary: Invest in Dubai.
If you want the DIFC SPV + DMCC OpCo setup done with diligence in mind, email us the basics: your project jurisdictions, expected credit type, target investors, and whether you will trade, broker, or only hold offtake rights.
Email FG Capital AdvisorsDisclosure. Carbon projects, credit trading, and capital raising involve legal, regulatory, and reputational risk. This page is informational only. Confirm licensing perimeter, marketing restrictions, and tax treatment with qualified UAE advisers before proceeding.
