Abu Dhabi’s mainland real estate laws traditionally restrict property ownership to UAE nationals (and companies wholly owned by them) except in special cases. Abu Dhabi Law No. 19 of 2005 (Real Property Ownership) and its amendments set out who may acquire mainland property. As amended in 2019, Article 3 of Law 19/2005 limits ownership rights to: (a) UAE citizens (and “equivalent” persons) and legal entities; (b) public joint-stock companies with at least 51% UAE ownership; and (c) anyone granted ownership by a decision of the Crown Prince or Executive Council. Citizens of GCC states may own property in designated investment zones under the law. Non‑UAE persons (individuals or companies) may still hold full ownership or other real rights (e.g. apartments) in Abu Dhabi investment zones, and Abu Dhabi has increasingly granted exceptions by executive resolution. In practice, only nationals and the said special cases can acquire freehold land on the mainland.
Federal law context: Under the UAE Civil Transactions Law (Federal Law No. 5 of 1985), ownership of property is a recognized civil right and transfers generally require written contract and registration with the land authority. However, each emirate issues specific rules on who may buy land. In Abu Dhabi, Law 19/2005 (as amended) embodies those rules.
ADGM Foundations: A Distinct Legal Regime
The Abu Dhabi Global Market (ADGM) is a financial free zone established under Federal Decree No. 15 of 2013 and Abu Dhabi Law No. 4 of 2013. ADGM operates under a separate (common-law based) legal system, but it is geographically located on Abu Dhabi’s Al Maryah Island.
ADGM allows various entity types, including foundations (introduced under the ADGM Foundations Regulations 2017). An ADGM foundation is a separate juristic person (a self-owned entity with a founder, council and beneficiaries, but no shareholders). Foundations can hold assets and rights in their own name, similar to trusts. Notably, ADGM’s law recognizes that assets transferred to a foundation become its property with full legal and beneficial title. In other words, once an ADGM foundation takes title to an asset, that asset belongs fully to the foundation (not the founder or beneficiaries).
Ownership Rights in Abu Dhabi Mainland
Abu Dhabi mainland property law (Law 19/2005): Article 3 (amended) confines the right to own inland real estate to the categories listed above. In simple terms:
- Nationals and equivalent persons: Only UAE nationals (and “equivalent” persons, as defined by law) and companies fully owned by them may acquire freehold land. This generally excludes foreigners or foreign-owned companies.
- Public companies: Public shareholding companies with no more than 49% foreign ownership may also own property.
- Special exceptions: The Crown Prince or Executive Council can grant exceptions allowing specific non-citizens or entities to acquire property.
Clause 2 of Article 3 (post-amendment) explicitly provides that “non-citizens who are natural or legal persons” can acquire and dispose of all rights in properties within Abu Dhabi’s designated investment zones. These zones include developments like Saadiyat Island, Al Reem Island, Al Raha Beach, etc. Outside such zones, freehold ownership remains limited to nationals/equivalent categories unless an exception is made.
Key Registration Rule: Under Article 6 of Abu Dhabi Law No. 19 of 2005, ownership of mainland real property does not pass by contract alone but vests only upon registration in the Abu Dhabi Real Estate Register. In practice, this means a sale or transfer must be formalized by recording the change of ownership with the Department of Urban Planning and Municipalities (DPM) before it takes effect. Registration is therefore a procedural requirement for validity – a contract alone, without registry approval, does not vest ownership.
ADGM Foundations vs. “Foreign Entities”
A common misconception is to treat ADGM-registered foundations as merely “foreign entities.” While ADGM foundations are distinct from ordinary mainland companies, they are not foreign in the conventional sense. They are created under Abu Dhabi’s own legislative framework (Abu Dhabi Law 4/2013 and ADGM regulations), and are recognised by UAE authorities. Moreover, ADGM is part of the UAE, so its foundations are UAE-based legal persons.
However, ADGM entities still operate under ADGM’s independent legal system. ADGM is exempt from Federal and Emirate laws by virtue of Federal Law 8/2004 and the ADGM founding legislation. This means ADGM foundations do not automatically enjoy rights under mainland property laws unless those laws or authorities explicitly accommodate them. Put simply, an ADGM foundation is an Abu Dhabi-incorporated entity (not an overseas company), but it falls outside the usual definitions of “UAE national-owned” for property eligibility unless Abu Dhabi law or policy extends privileges to it.
Cooperative Framework for Mainland Ownership
In recent years Abu Dhabi has taken steps to integrate ADGM entities into its mainland property regime. Notably, on 22 September 2019 ADGM’s Registration Authority and the Department of Urban Planning and Municipalities (DPM) signed a cooperation agreement to facilitate property transactions by ADGM entities in Abu Dhabi.
Under this agreement, “qualifying ADGM entities” – explicitly including ADGM foundations, real-estate funds and special-purpose vehicles formed in ADGM – are now permitted to acquire title to Abu Dhabi property (whether inside or outside the designated investment zones) in compliance with local law. In practice, this means an ADGM foundation may buy and register mainland property following the same registration procedures as other buyers, subject to existing Abu Dhabi laws and DPM regulations. The agreement also provides that any changes in ownership or control of an ADGM entity require the ADGM RA’s non-objection and incumbency certificates, ensuring ongoing oversight.
Earlier initiatives signalled this integration as well. In 2015 ADGM and Abu Dhabi’s Department of Municipal Affairs signed an MoU on municipal cooperation. That MoU commits the Abu Dhabi government to provide every support to ADGM in the fields of building and land permits, and property registration and deals such as splitting, selling or buying. Together, these measures make clear that Abu Dhabi intends to accommodate ADGM entities in its real estate system.
Clearing Up Common Misconceptions
- “ADGM entities are treated like any foreign company.” Not exactly. ADGM foundations are Abu Dhabi-incorporated (under Emirate law) and enjoy ADGM’s free-zone benefits. While they have a special legal status, they are not simply foreign corporations. Abu Dhabi’s 2019 agreement explicitly treats ADGM entities as a distinct qualifying category, enabling them to register mainland property (subject to law).
- “Only UAE nationals can buy land on the mainland.” This was largely true historically, but recent reforms have broadened rights. Under the amended Law 19/2005, foreigners can own real estate in investment zones and the government may grant exceptions. The 2019 ADGM–DPM deal effectively extended comparable rights to ADGM entities. Thus, while freehold land outside investment areas remains restricted in general, ADGM foundations (like other qualifying ADGM entities) can now acquire mainland property under the approved framework.
Transferring Property to an ADGM Foundation
In practical terms, transferring a property from an individual to an ADGM foundation involves the same steps as any property sale in Abu Dhabi, plus the ADGM-specific requirements. Such steps include signing a property transfer agreement, the transfer of ownership in the official records by carrying out the registration process and the issuance of new title deed which shall evidence the ADGM Foundation as the new owner.
Throughout the said process, it is important to ensure compliance with both ADGM regulations and Abu Dhabi real estate laws.
In summary, a property transfer to an ADGM foundation is legally valid as long as the required procedures are followed. Abu Dhabi property laws recognise such transfers once they are properly registered. After the transfer, the property belongs to the foundation itself and is protected under ADGM law. This provides additional certainty and protection for property held through an ADGM foundation.
Yes. In the current legal landscape, ADGM-registered foundations can own property on Abu Dhabi’s mainland. Abu Dhabi’s laws no longer strictly bar foreign-owned entities; and a specific 2019 cooperation agreement allows ADGM foundations to register and hold mainland real estate. The process follows the ordinary sale-and-registration steps under the Civil Code and Abu Dhabi property law – the key is ensuring the foundation qualifies under the new framework. With proper documentation and adherence to DPM registration procedures, property titles can be transferred into the foundation’s name, giving the foundation full ownership rights.
