REGIONS
Cap table software for the UAE: DIFC, ADGM & Mainland
A first-class region profile for the UAE, Qatar, Bahrain, Kuwait, and Oman (plus Jordan and Egypt): DIFC, ADGM, and Mainland jurisdictions; Convertible Loan, Mudaraba, and Murabaha instruments; AED and regional currency formatting.
Search for cap table software for the UAE and DIFC and you'll mostly find US products with a currency dropdown. The jurisdiction picker stops at Delaware, the valuation record is labeled "409A" (a US tax concept your DIFC board has never filed) and the instrument list has no idea what a Convertible Loan under ADGM looks like, let alone a Mudaraba. Western tools treat the UAE, Qatar, Bahrain, Kuwait, and Oman as an afterthought. Vquity ships them as a first-class region profile: real jurisdictions, the instruments actually used in regional term sheets, and records your counsel and your investors can read without translation.
What the UAE, Qatar & Bahrain profile configures
Pick the UAE during setup (or switch later in settings) and the profile adjusts the app end to end: terminology, structures, and formatting, not just a symbol swap.
- Jurisdictions: DIFC, ADGM, and UAE Mainland are first-class jurisdictions, with Bahrain, Qatar, Oman, Kuwait, Jordan, and Egypt in the same profile for teams whose entity or investors sit elsewhere in the region. No "Other" bucket at the bottom of a US state list.
- Entity type: the company is modeled as an LLC, not a Delaware C-Corp, with the free-zone or mainland character carried by the jurisdiction on record, so a DIFC private company limited by shares is filed as what it is.
- Governance framework: DIFC and ADGM run their own common-law company regimes with their own courts, while mainland companies sit under the UAE's federal companies law. The profile frames governance records against the DIFC Companies Law and the ADGM Companies Regulations 2020, so board, consent, and share-class records read the way free-zone entities are actually governed.
- Instruments: the instrument menu speaks the term-sheet language of the UAE, Qatar, Bahrain, Kuwait, and Oman. The Convertible Loan, the workhorse of regional early-stage deals, sits alongside Sharia-structured instruments such as Mudaraba and Murabaha, plus SAFEs from international funds and ordinary equity. See how each is tracked in the cap table module.
- Valuation label: your valuation record is labeled an FMV Assessment, a label your board and auditor can actually use, not a 409A. The lifecycle machinery is identical: recalculation, rollback, audit trail, and expiry alerts, covered in valuations.
- Currency and number format: AED across the cap table, grant records, portal balances, and exports, and the company currency stays configurable in settings for entities elsewhere in the profile's markets. An employee in Dubai opens their portal and sees AED 250,000, not a dollar figure to convert at today's rate.
The governance module keeps grant activity visible in a rolling 12-month UAE-denominated view. It does not invent a UAE equivalent of Rule 701 or determine whether an offer is exempt; those questions stay with counsel for the issuing entity.
Free zone or mainland: why it matters for your cap table
The first structural question for a UAE startup isn't the round, it's the wrapper. DIFC and ADGM are financial free zones with their own company law and courts, which is why regional venture deals so often route through a DIFC or ADGM holding company: international investors get a common-law framework and familiar share-class mechanics. Mainland incorporation, under the federal companies law, is where licensing and local market access usually live. The wrapper changes what your cap table should say: the jurisdiction on record, the governance frame, and the instruments your investors will propose. Vquity's profile keeps all three consistent with the company you actually formed, instead of forcing a Delaware vocabulary onto an Emirati structure.
A worked example: a DIFC convertible loan and a regional ESOP
Here is how the pieces fit together. Say a Dubai fintech, a DIFC private company limited by shares with founders holding 9,000,000 shares, is raising a bridge from a regional fund while standing up option grants for a team spread across the UAE, Saudi Arabia, Qatar, and Egypt.
Worked example
The fund lends AED 7,500,000 as a convertible loan with an AED 45,000,000 valuation cap and a 20% discount. The founders record the loan in Vquity, upload the signed agreement so AI extraction pulls the cap, discount, and maturity into editable fields, and route it through the approval queue. The board also approves a 1,000,000-share option pool (10% of the 10,000,000 fully diluted) for the regional team: engineers in Dubai, sales in Riyadh and Doha, support in Cairo. Before the next round, the scenario modeler answers the question the founders actually care about: at an AED 60,000,000 pre-money, the round price is AED 6.00, the discount price AED 4.80, and the cap price AED 4.50, so the cap wins and the lender converts at AED 4.50, roughly 1,666,667 shares on principal. (Vquity doesn't auto-accrue loan interest at conversion; you set the conversion amount per the agreement, which is exactly where your lawyer wants that decision.) The first 25 grants go out on a four-year monthly schedule with a one-year cliff; each employee accepts through a public link that produces a signed PDF, and their portal shows the grant, the vesting ledger, and every figure in AED.
Nothing in that flow pretended the company was American. The jurisdiction on record is DIFC, the bridge is a Convertible Loan rather than a mislabeled note, the valuation on file is an FMV Assessment rather than a 409A, and the numbers the fund sees are in the currency the deal was done in. When the fund's counsel later asks how the pool was created and when, the auto-captured pre-close snapshot answers with a field-level diff instead of a spreadsheet archaeology session.
How the profile flows into rounds and grants
The region profile is not a display skin. It feeds the modules you use every week:
- Funding rounds price and close in your company currency, convert outstanding SAFEs with a tested post-money solver, and top up the pool in the same committed operation, with convertible-loan scenarios modeled before you commit.
- Options & vesting runs the full grant lifecycle (schedules, cliffs, milestones, accelerations) with a pool-utilization chart your board can read at a glance, whether the team sits in Dubai, Doha, Manama, Kuwait City, or Muscat.
- Contract Studio autofills grant letters, transfers, and founder documents from your company records, so the DIFC entity name, jurisdiction, and AED amounts land correctly in every draft.
- Investor and employee portals sign in passwordlessly with a one-time code and show stocks, options, convertibles, documents, and activity, formatted for the reader, in dirhams.
- The Data Room keeps incorporation papers, loan agreements, and round documents organized across ~120 document types with a diligence readiness score, useful when a regional fund's checklist arrives.
If your structure spans the region (a DIFC holding company over a Saudi operating entity, say) the same suite covers the Saudi Arabia profile too. The Academy lessons on regional equity differences and SAFEs and convertibles walk through how instruments and valuation labels shift between markets, and our GCC startup equity guide takes the wider view.
The fastest way to judge cap table software for a UAE or DIFC company is to check what it calls things. Load a company in Vquity, set the region to the UAE, and see whether the jurisdictions, instruments, valuation label, and currency match the documents already in your data room. They will.
Frequently asked questions
Does Vquity support Sharia-structured instruments like Mudaraba and Murabaha?
Yes. They sit on the instrument menu alongside Convertible Loans, SAFEs, and ordinary equity, so a Sharia-structured investment is recorded as what it is rather than shoehorned into a US template. Structuring the instrument itself stays with your counsel; Vquity is the system of record that tracks it.
We have a DIFC holding company over a mainland operating entity. Which profile do we pick?
Match the profile to the issuing entity, the company whose shares are actually on the cap table. For most venture-backed UAE startups that's the DIFC or ADGM topco, so pick the UAE profile and set the jurisdiction to DIFC or ADGM. The Academy lesson on regional equity differences covers how labels and instruments shift when structures span markets.
Can a UAE company take a SAFE from a US or international fund?
Yes. SAFEs sit on the instrument menu alongside Convertible Loans, and the close-round wizard converts outstanding SAFEs with a tested YC-style post-money solver when you price the round. Convertible-loan conversions are modeled in the scenario workspace before you commit, with the conversion amount set per your agreement.
Does Vquity file anything with the DFSA, FSRA, or mainland regulators?
No. Vquity is your equity system of record, not a filing agent. It keeps jurisdictions, instruments, grants, and documents organized under the UAE profile, with an audit trail and a rolling-12-month activity view, while exemption analysis and regulatory filings stay with you and your counsel.
Move your cap table off the spreadsheet.
Shareholders to SAFEs, option grants to exit modeling. One platform, priced by the company and not the head, on web and desktop.
All modules included · No per-stakeholder pricing · Explore a seeded sample company in one click