JAFZA Offshore Company Formation: Complete Guide 2026
A JAFZA offshore company is a legal entity registered in the Jebel Ali Free Zone in Dubai that is authorised to conduct lawful business activities internationally, but not within the UAE itself. It is governed by JAFZA (the Jebel Ali Free Zone Authority), which is DP World’s flagship free zone and the largest customs bonded zone in the Middle East. According to the official JAFZA Service Guidebook, registration takes five to seven working days and costs AED 10,000 in government fees, making it one of the most accessible offshore jurisdictions in the Gulf region.
Thousands of businesses from over 100 countries have chosen JAFZA for offshore incorporation. The appeal is considerable: full tax exemption, 100% foreign ownership regardless of nationality, no minimum share capital, no restrictions on capital repatriation, no currency controls, and access to one of the world’s busiest and most strategically located ports. JAFZA is home to more than 11,000 businesses supporting 160,000 jobs, according to official JAFZA data. Whether your goal is to hold assets, protect intellectual property, structure international trade, or establish a clean holding vehicle for a group of companies, a JAFZA offshore company provides a well-regulated and globally respected framework to do so.
This guide covers everything you need to know about JAFZA offshore company formation in 2026, from permitted business activities and the exact registration steps to official fee tables, required documents, and how this structure compares with other offshore options in the UAE. Every factual claim in this article is drawn directly from official JAFZA guidance published on jafza.ae.
What Is a JAFZA Offshore Company and Who Regulates It?
A JAFZA offshore company is a special legal entity incorporated in the Jebel Ali Free Zone in Dubai. According to JAFZA’s official guidance, the company operates internationally but is not permitted to conduct any commercial activity with persons or entities within the UAE. It is regulated by JAFZA, formally known as the Jebel Ali Free Zone Authority, which operates as a subsidiary of DP World. JAFZA was established in 1985 and has grown into the largest customs bonded zone in the Middle East.
The single most important structural point is that a JAFZA offshore company does not receive a business licence. Instead, it is issued a Certificate of Incorporation. This is a fundamental legal distinction: without a business licence, the offshore entity cannot trade or provide services to UAE-based customers, cannot lease commercial property in its own right, and cannot sponsor UAE resident visas. It is designed entirely for international operations.
The company functions as a limited liability entity within the Free Zone, as confirmed by JAFZA’s official insight article on offshore businesses. The liabilities of the company are limited to its paid-up capital. This means that if the business fails or incurs debts, the personal assets of the shareholders are not at risk. The full legal framework governing offshore companies is published in the “Jebel Ali Free Zone Authority Offshore Companies Regulations”, available for download on jafza.ae.
All registrations must be processed through a JAFZA-approved Registered Agent. A downloadable list of authorised Registered Agents is published on jafza.ae. Direct applications from individuals or companies are not accepted by JAFZA. Your Registered Agent handles all communication with JAFZA on your behalf and submits your application through the Dubai Trade Portal.
Who Should Consider Setting Up a JAFZA Offshore Company?
JAFZA offshore is not the right structure for every business situation, and it is worth being clear about who it actually suits. It is specifically designed for international operations, asset management, and tax-efficient structuring, rather than for businesses that want to trade, hire staff, or operate physically within the UAE. The following profiles represent the most common use cases, as reflected in JAFZA’s own published guidance.
Foreign Entrepreneurs and Investors Seeking a UAE-Based Legal Entity
If you are a foreign national who wants a UAE-incorporated company without the cost of a physical office, a local sponsor, or an onshore trading licence, JAFZA offshore delivers exactly that. You receive a Certificate of Incorporation from a reputable jurisdiction, 100% ownership of your entity, and the ability to open a corporate bank account in a UAE bank or abroad. Many entrepreneurs use this structure as a first step into the UAE market before committing to a full free zone or mainland setup.
Corporate Groups That Need a Holding Company Structure
A JAFZA offshore company can hold shares in other companies, both inside and outside the UAE. This makes it a popular choice for corporate groups looking to centralise ownership of subsidiaries, receive dividends from portfolio companies, and manage cross-border equity structures efficiently. The absence of corporate tax on holding income, combined with no withholding tax on dividends paid out of the UAE, creates a compelling structure for international groups.
Individuals and Companies Looking to Protect Assets
The UAE legal framework provides strong protection for assets held through a JAFZA offshore entity. Because the company’s liabilities are limited to its paid-up capital, personal assets remain shielded from commercial risk. This is particularly valuable for high-net-worth individuals who want to ring-fence their real estate holdings or intellectual property portfolios from business exposure, and for entrepreneurs who want to separate personal wealth from the risks of an operating business.
Exporters and International Traders Using Dubai as a Global Hub
JAFZA sits directly adjacent to the Jebel Ali port, the largest port in the Middle East and consistently one of the top 10 busiest container ports in the world. Companies engaged in trade flows between Asia, Africa, and Europe frequently use JAFZA offshore entities to structure their international buying and selling operations, benefiting from Dubai’s central geographic position and world-class logistics infrastructure. Even without a physical presence in JAFZA, an offshore company linked to those trade flows benefits from the jurisdiction’s credibility and connectivity.
Is a JAFZA Offshore Company Right for You?
Whether you're a global investor, property buyer, or international trader, find out in minutes if this structure fits your goals.
What Business Activities Are Permitted for a JAFZA Offshore Company?
According to JAFZA’s official guidance, an offshore company shall be permitted to conduct lawful business activities as approved by the JAFZA Registrar from time to time. In practice, the five activities below represent the primary uses of the JAFZA offshore structure. Any activity that involves commercial dealings with persons inside the UAE is prohibited.
International Trade
JAFZA’s position adjacent to Jebel Ali port gives offshore companies access to one of the world’s most connected logistics ecosystems. Businesses can structure international buying, selling, and re-export operations through a JAFZA offshore entity. Goods do not need to pass through Jebel Ali for this to be valid; the structure is suitable for any company that procures goods from one country and sells them to another, using the offshore entity as the contractual and invoicing party.
Formation and Management of Holding Companies
A JAFZA offshore company can own and manage shares in other companies. Groups with subsidiaries across multiple jurisdictions often use a JAFZA offshore entity as the central holding vehicle, collecting dividends and managing capital without corporate tax on those flows. Intra-group loans and inter-company management agreements can also be structured through the offshore entity, creating a clean and tax-efficient corporate architecture.
Owning and Managing Real Estate
JAFZA offshore companies can hold real estate assets, and the UAE legal framework provides strong protections for property held this way. There is no annual property tax and no capital gains tax on property appreciation within the UAE. Rental income received by the offshore company is not subject to UAE income tax. For investors who want to hold Dubai property without personal exposure, this structure offers both privacy and legal protection.
Registration of Copyrights and Patents
Intellectual property, including trademarks, patents, and copyrights, can be registered in the name of a JAFZA offshore company. This provides a clean legal vehicle for holding IP rights, shielding them from commercial liability elsewhere in a group. Royalty and licensing income received by the offshore entity is not subject to UAE corporate tax, provided the entity meets the conditions for qualifying income under the UAE’s free zone tax framework.
International Consulting Services
Professionals in law, accountancy, management consulting, technology, and other service industries use JAFZA offshore companies to structure their international consulting revenue. The offshore entity can invoice clients in any jurisdiction. Provided the services are consumed and delivered outside the UAE, no UAE VAT obligation arises for the offshore entity. This makes it a practical structure for freelancers and independent consultants who work with clients globally but want a UAE-based legal entity.
How Do You Set Up a JAFZA Offshore Company? The Step-by-Step Process
According to JAFZA’s official guidance, the formation process is 100% digital, operating entirely through the Dubai Trade Portal at dubaitrade.ae. All interactions with the JAFZA Offshore Section must be conducted via an authorised Registered Agent. You cannot submit an application directly. The official processing time is five to seven working days from the date of complete and correct document submission.
Step 1: Register Your Interest Online
Begin by visiting jafza.ae and completing the online interest form. Once submitted, the JAFZA sales team will contact you to discuss your requirements, confirm your preferred business activities, and explain the next steps. You can also call JAFZA directly on 800-JAFZA (52392) within the UAE, or +971 4 445 3270 from outside the country.
Step 2: Choose a JAFZA-Approved Registered Agent
The appointment of a JAFZA-approved Registered Agent is mandatory. This agent is responsible for all administrative actions on your behalf, including preparing your legal documents, submitting the application through the Dubai Trade Portal, and conducting all correspondence with the JAFZA Offshore Section. A downloadable list of authorised Registered Agents is available on jafza.ae. Business Setup HQ is authorised to act as your representative throughout this process.
Step 3: Select Your Company Name
It is strongly recommended to submit at least three name choices. JAFZA checks each name against its company register, and if your first choice is already taken, having alternatives ready means no delay to your application. Names must comply with JAFZA’s naming conventions and cannot be identical or confusingly similar to an existing registered entity, offensive, or contrary to public policy.
Step 4: Open a Corporate Bank Account
You can open a corporate bank account either with a UAE bank or with a bank in any overseas jurisdiction, in any currency you choose. Most UAE banks will require your Certificate of Incorporation before proceeding, so it is generally advisable to incorporate first and open the account afterwards. Your Registered Agent can advise on which UAE banks have been receptive to new JAFZA offshore entities and what documentation they typically require.
Step 5: Prepare the Memorandum and Articles of Association
You must submit both a Memorandum of Association (MOA) and Articles of Association (AOA). These documents define the company’s purpose, shareholder structure, management arrangements, and internal governance rules. Your Registered Agent prepares these documents as part of the application package and ensures they comply with the Jebel Ali Free Zone Authority Offshore Companies Regulations.
Step 6: Submit the Application and Required Documents
Your Registered Agent logs in to the Dubai Trade Portal, navigates to the “Registration” section, selects “New Offshore Company – JAFZA”, and creates a new request. The signed application form and all supporting documents are submitted digitally through this portal. JAFZA will process the application and issue the Certificate of Incorporation within five to seven working days, provided all documentation is complete and correct.
Ready to Register? We'll Handle Every Step
From portal submission to Certificate of Incorporation, our team manages the entire JAFZA registration process on your behalf.
What Documents Are Required to Register a JAFZA Offshore Company?
All legal documents are prepared and submitted by your appointed Registered Agent. JAFZA reserves the right to request additional documentation at any point if deemed necessary, as noted in the official JAFZA Service Guidebook. The following requirements reflect the documentation published on jafza.ae as at May 2026.
The following documents are required for every offshore company application, regardless of whether shareholders are individuals or companies:
- Offshore Application Form (prepared and submitted by the Registered Agent)
- Memorandum and Articles of Association
- Letter of Appointment of Registered Agent
- Passport copies of all directors and the company secretary
Documents for Individual Applicants (Natural Person Shareholders)
Each shareholder who is a natural person must provide the following:
- Founder’s Details (a CV or personal profile)
- Applicant’s Specimen Signature (JAFZA charges AED 50 per person for this)
- Passport copy
Each individual shareholder must also complete a KYC-UBO (Know Your Customer / Ultimate Beneficial Owner) form, duly completed and signed. This is a regulatory requirement under UAE anti-money laundering frameworks.
Documents for Corporate Applicants (Shareholders That Are Companies)
If any shareholder is a corporate entity rather than an individual, the following company-level documents are required. All documents must be notarised and attested by the UAE Embassy in the country where they were issued:
- Certificate of Registration or Formation, notarised and attested by the UAE Embassy
- Certificate of Good Standing, notarised and attested by the UAE Embassy
- Incumbency Certificate naming the last beneficiary shareholder
- Memorandum and Articles of Association of the parent company, notarised and attested
- Board Resolution authorising the establishment of the new JAFZA offshore company, notarised and attested
- Power of Attorney, notarised and attested by the UAE Embassy
- Passport copy and Specimen Signature of the Power of Attorney holder
The notarisation and attestation process for corporate documents can take two to four weeks depending on the country, so it is important to begin gathering these documents as early as possible.
What Are the Government Fees and Setup Costs for a JAFZA Offshore Company?
The following fees are published in the official JAFZA Service Guidebook on jafza.ae. All amounts are JAFZA authority fees only, and do not include Registered Agent fees, which each agent sets independently.
| Fee Item | Amount (AED) | Amount (USD approx.) |
| Offshore company registration fee | AED 10,000 | USD 2,722 |
| Specimen signature (per person) | AED 50 | USD 14 |
| Courier: within the Free Zone | AED 10 | USD 3 |
| Courier: outside the Free Zone | AED 20 | USD 5 |
The AED 10,000 registration fee is the official JAFZA government charge for incorporating the offshore company and issuing the Certificate of Incorporation. The AED 50 specimen signature fee applies per individual who is required to provide a signed specimen. Registered Agent fees are charged on top of these figures and vary depending on the agent and the complexity of your application.
JAFZA also provides a Cost Calculator on its website at jafza.ae/cost-calculator, which can give you an indicative estimate of costs for your specific structure. Annual renewal fees are payable each year to maintain the company’s good standing; JAFZA should be contacted directly or via your Registered Agent for the current annual renewal fee, as this is subject to periodic revision.
Get a Transparent Cost Breakdown, No Surprises
Government fees, registered agent charges, renewal costs: we give you the complete picture before you commit to anything.
What Is the Minimum Share Capital Requirement for a JAFZA Offshore Company?
JAFZA’s official regulations do not stipulate a minimum share capital for offshore companies. There is no published minimum figure, which gives founders complete flexibility in setting the nominal value of their shares. In practice, JAFZA offshore companies are often incorporated with a modest nominal share capital, as the amount does not affect the entity’s legal status, permitted activities, or ability to hold assets.
You will need to declare a share capital amount in your Memorandum of Association. It is worth noting that some UAE banks and overseas counterparties may expect a minimum capital level as a credibility or due diligence signal, even though JAFZA itself imposes no minimum. Your Registered Agent and banking adviser can help you determine a commercially appropriate figure for your specific circumstances and intended use of the entity.
Can I Sponsor UAE Resident Visas Through a JAFZA Offshore Company?
No. A JAFZA offshore company cannot sponsor UAE resident visas. According to JAFZA’s official guidance, the offshore entity is not issued with a business licence, only a Certificate of Incorporation. This fundamental distinction means the company cannot conduct commercial activity within the UAE and cannot act as a visa-sponsoring entity in the UAE immigration system.
If your objective includes obtaining UAE resident visas for yourself, your family, or employees, you need a licensed entity. Options include a JAFZA free zone company (Free Zone Establishment or Free Zone Company), a mainland company registered with the relevant emirate’s Department of Economic Development, or a licensed entity through another UAE free zone. The right structure depends on your business activities, the number of visas required, and whether you need a physical office. The team at Business Setup HQ can advise on the most appropriate option for your situation.
It is also worth noting that, as a UAE offshore entity, a JAFZA offshore company does not require shareholders or directors to hold UAE visas or residency. You can be the sole shareholder and director of a JAFZA offshore company while living anywhere in the world.
Know Exactly What Your Offshore Company Can Do
Understand your structure's scope before you register. Our advisors clarify visa rules, office options, and operational limits upfront.
What Facilities and Office Options Are Available to a JAFZA Offshore Company?
A JAFZA offshore company does not require a physical office within JAFZA or anywhere in the UAE. This is one of its most practical advantages: you have a UAE-registered legal entity with no obligation to lease or maintain commercial premises of any kind. The Registered Agent’s address serves as the company’s registered office address for correspondence and official purposes.
JAFZA does offer an extensive range of physical facilities across its campus, including warehouse space, office suites of various sizes, showrooms, retail outlets, co-working workstations, plots of land for development, and customised build-to-suit solutions. These facilities are available to licensed JAFZA entities such as Free Zone Establishments (FZE) and Free Zone Companies (FZCo), rather than to offshore companies, but it is entirely possible to maintain both a licensed JAFZA entity and an offshore entity within the JAFZA ecosystem if your business requires both structures.
The JAFZA campus is located adjacent to the Jebel Ali port, one of the world’s busiest container terminals, and offers onsite Dubai Customs clearance, shared logistics infrastructure, and full integration with the Dubai Trade platform. For businesses that evolve from an offshore structure into a full operational presence, JAFZA provides a clearly defined pathway to upgrade into a licensed entity with physical facilities.
What Are the Key Benefits of a JAFZA Offshore Company?
Complete Tax Exemption
JAFZA offshore companies are fully tax-exempt. According to JAFZA’s official investor guidance, the free zone offers a 0% corporate tax guarantee for 50 years with a renewable concession, along with 0% import and re-export duties. There is no personal income tax, no capital gains tax, and no tax on capital repatriation. The UAE introduced a 9% federal corporate tax on taxable income above AED 375,000 in June 2023 under Federal Decree-Law No. 47 of 2022; however, JAFZA entities that qualify as free zone persons and earn qualifying income may benefit from a 0% rate on that income. A tax adviser familiar with UAE free zone tax rules should confirm the specific position for your structure.
100% Foreign Ownership
Regardless of your nationality or country of residence, you can own 100% of a JAFZA offshore company. JAFZA’s official guidance confirms this explicitly: “Whether you are a UAE citizen or resident, a foreign national or a holding company, you acquire 100% ownership of an offshore company.” There is no requirement for a UAE national partner, a local sponsor, or any shared ownership arrangement.
Limited Liability Protection
A JAFZA offshore company functions as a limited liability entity. The company’s liabilities are limited to its paid-up share capital, meaning that if the business fails or incurs debts, the personal assets of the shareholders remain protected. This structural protection is a core reason why individuals and corporate groups use offshore entities for asset-sensitive or commercially risky activities.
Robust Asset Protection
Holding real estate and intellectual property through a JAFZA offshore company provides legal protection under UAE law. Assets held in the company’s name are shielded from claims made against the individual shareholders or other entities in a group. This is especially valuable for entrepreneurs who want to separate personal wealth from commercial risk, and for corporate groups managing IP portfolios across multiple markets.
No Physical Office Required
Offshore companies are not required to lease or maintain any physical premises within JAFZA or the UAE. The Registered Agent’s address serves as the company’s registered address. This keeps ongoing costs low and is ideal for entities that operate entirely through international activities.
No Currency Restrictions
According to JAFZA’s official guidance, there are no currency restrictions and no restrictions on capital repatriation for entities operating within JAFZA. Your offshore company can transact in any currency, hold bank accounts in multiple currencies, and move funds internationally without withholding tax or administrative barriers. This is a significant operational advantage for businesses dealing with multiple markets and currencies.
Global Banking Access and Credibility
JAFZA offshore companies can open corporate bank accounts either with UAE banks or with banks in any other country, in any currency of your choice. A Certificate of Incorporation issued by JAFZA, which is a well-established, DP World-backed jurisdiction with more than 40 years of history, is generally well-received by international banks. This makes it significantly easier to open correspondent banking relationships globally compared with less well-known offshore jurisdictions.
Unlock Every Benefit With the Right Setup
Tax efficiency, asset protection, UAE banking access: get all the advantages of JAFZA working for you from day one.
How Does JAFZA Offshore Compare to Other Offshore Options in the UAE?
The UAE has three principal offshore company jurisdictions that international businesses commonly compare: JAFZA in Dubai, RAK International Corporate Centre (RAK ICC) in Ras Al Khaimah, and the Abu Dhabi Global Market (ADGM) on Al Maryah Island. Each has a distinct character. The table below outlines the key structural differences. For current fees at RAK ICC, refer to rakia.ae; for ADGM, refer to adgm.com, as fees at all jurisdictions are subject to revision.
UAE Offshore Comparison: JAFZA vs RAK ICC vs ADGM
| Feature | JAFZA Offshore (Dubai) | RAK ICC | ADGM (Abu Dhabi) |
| Regulator | JAFZA / DP World | RAKIA | ADGM Registration Authority |
| Location | Dubai (Jebel Ali) | Ras Al Khaimah | Abu Dhabi (Al Maryah Island) |
| Document issued | Certificate of Incorporation | Certificate of Incorporation | Certificate of Incorporation |
| Business licence | No | No | Financial services entities only |
| 100% foreign ownership | Yes | Yes | Yes |
| UAE visa sponsorship | No | No | No (unless also licensed) |
| Physical office required | No | No | No (unless also licensed) |
| Best known for | Trade, logistics, port proximity | Cost-effective structure | Finance, legal, professional services |
The primary advantage JAFZA holds over other UAE offshore jurisdictions is its physical location. No other offshore jurisdiction in the UAE offers comparable proximity to a world-class port and the logistics infrastructure of DP World. For companies whose offshore entity is linked to physical goods flows, shipping, or trade finance, JAFZA’s position adjacent to the Jebel Ali port is a tangible operational advantage. For businesses where location is less relevant, RAK ICC is often chosen for its cost-efficiency, while ADGM is typically preferred by financial services and professional services firms who need a regulated financial centre environment.
There is no single “best” offshore jurisdiction. The right choice depends on your business activities, the jurisdictions you trade with, your banking requirements, and how your structure is perceived by counterparties. Business Setup HQ can help you assess the right fit for your specific situation.
Five Practical Tips Before You Register a JAFZA Offshore Company
Tip 1: Prepare at least three company name choices before you start. JAFZA checks names against its register, and having alternatives ready means no delay if your first choice is already taken.
Tip 2: If you are a corporate shareholder, begin the notarisation and attestation process early. Documents must be notarised and attested by the UAE Embassy in your country, and this can take two to four weeks outside major cities.
Tip 3: Open your corporate bank account after you receive the Certificate of Incorporation. Most UAE banks require the certificate before they will open an account. Trying to open the account in parallel with incorporation will usually create delays rather than save time.
Tip 4: Set your share capital amount thoughtfully. JAFZA imposes no minimum, but some banks and trading partners may expect a minimum capital level as a credibility signal. Check with your intended bank before finalising the Memorandum of Association.
Tip 5: Set a renewal reminder well in advance. JAFZA offshore companies must be renewed annually. Missing the renewal deadline can result in penalties and complications with the company’s Certificate of Incorporation status. Setting a calendar alert 60 days before your anniversary date is good practice.
Your JAFZA Offshore Company Awaits
Five expert tips absorbed. Now take action. Our specialists handle the entire process so you can focus on building your business.
Ready to Set Up Your JAFZA Offshore Company?
The team at Business Setup HQ has over 22 years of combined experience helping entrepreneurs, investors, and corporate groups set up offshore and free zone companies across the UAE. We act as your authorised representative throughout the process, from initial consultancy and document preparation to JAFZA submission, bank account introduction, and annual renewals.
Get in touch for a free consultation and let us help you identify the right structure for your business goals.
Testimonials:
Frequently Asked Questions About JAFZA Offshore Company Formation
According to the official JAFZA Service Guidebook, processing takes five to seven working days from the date all required documents are submitted in complete and correct form. The overall timeline from initial enquiry to Certificate of Incorporation, including document preparation and notarisation, typically runs two to four weeks for corporate shareholders and one to two weeks for individual shareholders.
No. According to JAFZA’s official guidance, the formation process is 100% digital through the Dubai Trade Portal. Your Registered Agent handles all submissions and correspondence on your behalf. You do not need to visit Dubai or the UAE at any stage of the incorporation process.
No. As stated clearly in JAFZA’s official publications, a JAFZA offshore company receives a Certificate of Incorporation, not a business licence. This means the offshore entity cannot conduct commercial activity with persons or entities within the UAE. It is authorised to operate internationally only.
The official JAFZA registration fee is AED 10,000 (approximately USD 2,722), plus AED 50 per specimen signature per person. These are the JAFZA authority fees only. Registered Agent fees are charged separately by each agent and vary depending on the complexity of the application. Annual renewal fees are also payable each year to maintain the company in good standing.
Yes. JAFZA offshore companies can open corporate bank accounts with UAE banks, as confirmed by JAFZA’s own insight article on offshore businesses. Individual banks set their own KYC criteria, so acceptance and the documentation required will vary by bank. Your Registered Agent can advise on which UAE banks are most receptive to new JAFZA offshore entities.
Yes. According to JAFZA’s official guidance, owning real estate is one of the five primary permitted activities for a JAFZA offshore company. There is no annual property tax and no capital gains tax on property held through the offshore entity. Rental income generated by the company is not subject to UAE taxation. The UAE legal framework provides strong protections for assets held in this way.
No minimum share capital is stipulated in JAFZA’s official regulations for offshore companies. You will need to declare a share capital amount in your Memorandum of Association, but JAFZA does not impose a minimum figure. Your Registered Agent and banking adviser can help you determine a commercially appropriate amount.
Conversion from an offshore entity to a licensed free zone entity such as a Free Zone Establishment (FZE) or Free Zone Company (FZCo) is possible in principle but involves a formal process with JAFZA, including meeting the requirements for a licensed entity. If your business evolves to require a UAE business licence, visa sponsorship, or physical premises, it is worth discussing your upgrade options with your Registered Agent well in advance.
Yes. According to JAFZA’s official guidance, a JAFZA offshore company requires a minimum of one shareholder. That single shareholder can be an individual, a corporate entity, or a combination of both. There is no restriction on the maximum number of shareholders.
