DIC Business Setup Guide

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    Your step by step guide to

    establishing a company in Dubai

    Internet City.

    Business Setup Guide

    PO Box 73000, Dubai, United Arab Emirates Tel: +971 4 391 1111 Fax: +971 4 391 9000 Email: [email protected] www.dubaiinternetcity.com

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    1 - The Basics of Setting Up at DIC1.1 Introduction

    1.2 DIC Business Sectors

    1.3 Legal Set Up

    2 - The Application Process2.1 Application Submission

    2.2 Application Review2.3 Approved Applications

    2.4 Declined Applications

    2.5 Acceptance of Provisional Approval Letter

    2.6 Submission of Legal Documents

    2.7 Legal Documentation Review

    2.8 Customer Confirmation Letter

    2.9 Initial Payment Time scale

    2.10 Lease Agreement & Personnel Sponsorship Agreement (PSA)

    2.11 Trade License Issuance

    2.12 Balance Payment

    3 - Guidelines for Completing the Application for License3.1 Application Section

    3.2 Business Proposal

    3.3 Legal Documents

    3.4 Disclaimer

    4 - Forms4.1 Application for License

    5 - Checklist of Document Required5.1 Application with a Corporate Person as Shareholder(s)

    5.2 Application with a Natural and a Corporate Person as Shareholder(s)5.3 Application with a Natural Person as Shareholder(s)

    5.4 Application as a Branch of a Foreign Company

    5.5 Application as a Branch of a UAE Company

    6 - Business Plan Template

    Contents

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    1IntroductionDubai Internet City (DIC) ensures an environment that provides asmooth and quick process for establishing a company. Therefore,it is vital that this document be reviewed carefully. Please contactthe Sales Department on Telephone +971 4 3910000 for anyclarification or further information.DIC Business SectorsThere are six main sectors that qualify a company to be part of

    DIC. Businesses from the following sectors may apply to become

    part of our business community:

    Regional Headquarters

    Web-based

    Software Development

    Information Technology

    Consultancy

    Business Services

    NB: All applications are reviewed through DICs internal

    evaluation process. An initial contact with a Regional Sales

    Manager is highly recommended to build an understanding of

    how a companys business and its activities can benefit from being

    a DIC business partner.

    Legal SetupThere are three ways in which a company can be established

    within DIC:

    A. Branch of a foreign/UAE based company.

    B. New Incorporation of a Free Zone Limited LiabilityCompany (FZ-LLC) with corporate entity/entities as

    shareholder(s).

    orNew Incorporation of a Free Zone Limited Liability

    Company (FZ-LLC) with individual(s) as shareholder(s).

    1.1

    1.2

    1.3

    1. The Basics of Setting Up at Dubai Internet City (DIC)

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    2Step 1: Application SubmissionIndividuals or entities interested in becoming part of the DICcommunity are required to complete an Application for Licenseform. This can be found in SECTION 4.The completed Application for License form along with theproposed Business Plan and passport copies of themanager/director/shareholders is to be emailed to DICs SalesDepartment ([email protected]).

    Step 2: Application ReviewTime Scale: 4-6 working days

    Once all the required documents are received, DIC begins an

    internal evaluation process. The evaluation process covers the

    following areas: business core activities, target markets, profile of

    the human resources that the new entity will employ, office space

    requirements and telecom requirements. During the evaluationprocess, DIC may request additional information or clarifications

    from the applicant. If the additional information is not received

    within 14 working days, the application is considered invalid.

    Should the applicant(s) reinitiate their interest, a new application

    must be submitted.

    Approved ApplicationsUpon approval of the application, a Provisional Approval letter along

    with a checklist of legal documents required, is sent to the applicant.

    (Please refer to Section 4 for the checklist of documents required forvarious entities)

    2.1

    2.2

    2.3

    2. The Application Process

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    Declined ApplicationsDIC objectively evaluates all applications. In cases where

    applications are declined, a letter is issued to this effect. DIC reserves

    the right not to disclose the reasons for unsuccessful applications.

    Step 3: Acceptance of Provisional Approval LetterTime Scale: 2 Working Days

    The applicant must sign and stamp the Provisional Approval Letter

    and submit this to DIC.

    Step 4: Submission of Legal DocumentsTime Scale: 15 Working Days

    The applicant should forward the required legal documents within

    15 working days to ensure speedy registration of the proposed

    entity. For a checklist of legal documents required please refer to

    section 4.

    Step 5: Legal Documentation ReviewTime Scale: 1-3 Working Days

    Upon submission of ALL legal documents requested by DIC, a

    Customer Confirmation Letter (CCL) is forwarded to the applicant

    should office space be available. Should the submitted legal

    documents be incomplete, the application is put on hold, and the

    applicant is informed accordingly.

    Step 6: Customer Confirmation LetterTime Scale: 2 Working Days

    The Customer Confirmation Letter (CCL) incorporates the following:

    Company details

    Details of allocated office

    Payment details

    Payment due date

    Approved activity

    If the CCL is accepted, the applicant should sign and stamp the

    same and return this to DIC.

    2.5

    2.6

    2.7

    2.8

    2.4

    2. The Application Process (continued)

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    Step 7: Initial Payment Time ScaleTime Scale: 10 Working Days

    Once the endorsed CCL is received by DIC, an invoice is issued

    covering license and registration fees plus 34% of the total annual

    lease rental (if office space is available).

    Step 8: Lease Agreement & Personnel SponsorshipAgreement (PSA)Time Scale: 2 Working Days

    Upon receipt of the initial payment, the Lease Agreement and

    Personnel Sponsorship Agreement (PSA) are issued.

    Step 9: Trade License IssuanceTime Scale: 7 Working Days

    The Business Partner receives the Trade license upon signing the

    Lease Agreement and PSA.

    Step 10: Balance PaymentTime Scale: 1 Month

    An invoice for the outstanding amount is sent to the Business

    Partner and is payable in two installments.

    34% Initial payment (already paid)

    33% 1st installment (4 months from initial payment)

    33% 2nd installment (4 months from payment of 1st installment)

    2.10

    2.11

    2.12

    2.9

    2. The Application Process (continued)

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    3Application SectionPlease complete all sections of the Application for License.Incomplete applications could result in delay of the applicationprocess. A business plan must be attached (as per the templateprovided in Section 4 of this document). Kindly note that theApplication for License and Business Plan must be emailed [email protected] or to the respective RegionalSales Manager.The signatory must be an officially authorized person who, uponthe request of DIC, can present a document of proof. In cases where

    the application is hand written, please use block letters.

    Business ProposalThe business proposal should not disclose information that is

    deemed highly confidential by the applicant. DIC evaluates the

    proposed business activity to be conducted from the proposed

    entity in DIC. The information provided will be utilised in the

    evaluation process.

    For details please refer to the Business Plan Template in Section 4

    of this document.

    Legal Documents(Kindly do not submit legal documents until an approval letter has

    been issued by DIC)

    Under the law of Dubai Technology & Media Free Zone Authority,

    Article (8) of Law No. (1) 2000, a Limited Liability Company (LLC)

    can be established with either a sole shareholder or with multiple

    shareholders. Shareholders can be individuals and/or entities.

    Branch (of a foreign company/UAE based company)

    FZ-LLC Corporate entity/entities as a shareholder(s)

    FZ-LLC Natural person(s) as a shareholder(s)

    DisclaimerAll information submitted becomes the sole property of Dubai

    Internet City. Dubai Internet City reserves the right to use the

    information supplied by applicants in the manner that it sees fit.

    This is not an implied non-disclose agreement.

    3.1

    3.2

    3.4

    3.3

    3. Guidelines for Completing the Application for License

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    This form is to be submitted as a

    part of the DIC Application process.

    Application for License

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    2 Proposed official name of entity at Dubai Internet City (Branch Office must have same name as Parent Company)

    First Choice

    Second Choice

    OR

    I Branch (A foreign company should be at least two years old to be registered as a branch at Dubai Internet City)

    Name

    Full Address

    P. O. Box City Country

    Zip Code Phone Fax

    Date of Incorporation Country of Incorporation

    Type of Registration

    Website

    1 Proposed set-up of your business within Dubai Internet City. Please select one (1) only.

    I New Incorporation of a Free Zone Limited Liability Company (authorised and issued capital must be paid up)

    Shareholder(s) Information (if Individual)

    Name (First, Last) Nationality Paid-up Capital (AED) Share %

    Shareholder(s) Information (if Entity)

    Company Name (As per the Registration Document) Country & Date of Incorporation Paid-up Capital (AED) Share %

    4.1 Application for License

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    6 How did you f irst hear about Dubai Internet City?

    I Television/Radio I Newspaper/Magazine I Internet I Word of mouth I Brochure I Existing Dubai Internet City based company

    ITrade Show/Exhibition (Please Specify)

    I Other (Please Specify)

    By signing below, I/we, hereby certify that, I/we am an authorised party who has the capacity and authority to make this application to Dubai Internet City.

    I/we accept to settle all fee(s) that are applicable as a result of this application. I/we also certify that all information provided is correct to the best of my

    knowledge. (Please contact Dubai Internet City's Account Management Team in the event clarification is required).

    Name of Applicant Position

    Address: Date & signature:

    Phone:

    Fax:

    Mobile:

    E-mail:

    All fields are mandatory and subject to verification by Dubai Internet City at anytime. False statements/information may results in de-registration of the

    entity, office closure, and/or legal proceedings.

    4 Proposed office area requirements (Sq.Ft.)

    Initial Requirement

    Additional Requirement in 2 Years

    5 Estimated Date Office Space is Required

    3 Proposed visa requirements

    Higher Management Middle Management Skilled Staff Support & Administrative

    No. of Employees

    Monthly Gross Income

    Projected No. of employees in 2 years

    4.1 Application for License (continued)

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    Checklist of legal documentation

    required to set up your business at

    Dubai Internet City

    Checklist of Documents Required

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    1

    2

    3

    4

    Application for Registration

    Details of Shareholder(s)

    Original Certificate of Registration of the Company - A copy will be accepted if notarised

    ANDOriginal Certificate of Good Standing of the Company (if the Company is more than 2

    years old). This Certificate can be obtained from the Registrar of Companies.

    Original Memorandum and Articles of Association along with a list of current Directors -

    A copy will be accepted if Notarised.

    Board Resolution of the Corporate Person calling for the establishment of the FZ-LLC -

    Notarised and Legalised (Specimen document can be provided).

    a. Appointment of the Negotiator or Legal Representative (optional).b. Original Power of Attorney for Manager - Notarised and Legalised (if not part of theResolution).

    Notes:

    1. All legal documents that are more than one page need to be sealed.

    2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney.

    3. DIC reserves the right to call for any extra documents required where necessary.

    4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary.

    5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification.

    6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number.

    7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

    5.1 Application with a Corporate Person as Shareholder(s)

    5 a. Valid copy of Passport of Manager for the FZ-LLCb. NOC from the current residence Visa sponsor in the UAE of the Manager - ifapplicable

    c. Specimen Signature of Manager

    6 a. Valid copy of Passport of Director(s)b. Specimen Signature of the Director(s)

    7 Proof of Capital from bank operating within the UAE (Minimum Share Capital is AED50,000/Minimum Share value is AED 1,000).

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    1

    2

    3

    4

    Application for Registration

    Details of Shareholders:

    a. A document setting out the personal details of individual shareholder(s) - Name, Age,Education, Work Experience.

    b. Valid passport copy of individual shareholder(s).c. Original Letter of Recommendation by bank for each shareholder.

    Details of Shareholder(s) - Corporate PersonOriginal Certificate of Registration of the Company - A copy will be accepted if Notarised

    ANDOriginal Certificate of Good Standing of the Company (if the Company is more than 2

    years old). This Certificate can be obtained from the Registrar of Companies.

    Original Memorandum and Articles of Association along with a list of current Directors of

    the Corporate Person - A copy will be accepted if Notarised.

    a. Resolution of the Natural Person and Board Resolution of the Corporate Person calling

    for the establishment of the FZ-LLC - Notarised and Legalised (Specimen document canbe provided).

    b. Appointment of the Negotiator or Legal Representative (optional).c. Original Power of Attorney for Manager - Notarised and Legalised (if not part of theResolution).

    Notes:

    1. All legal documents that are more than one page need to be sealed.

    2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney.

    3. DIC reserves the right to call for any extra documents required where necessary.

    4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary.

    5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification.

    6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number.

    7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

    5 a. Valid copy of Passport for Managerb. NOC from the current residence visa sponsor in the UAE of the Manager - ifapplicable

    c. Specimen Signature for the Manager

    7 Proof of Capital from a bank operating within the UAE. Minimum share capital is AED50,000, minimum share value is AED 1,000.

    5.2 Application with a Natural & a Corporate Person as Shareholder(s)

    6 a. Valid copy of Passport for Director(s)b. Specimen Signature of Director(s)

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    1

    2

    3

    Application for Registration

    Details of Shareholders

    a. A document setting out the personal details (Name, Age, Education and WorkExperience) of individual Shareholder(s).

    b. Valid copy of Passport of individual Shareholder(s).c. Original Letter of Recommendation by Bank for each Shareholder.d. Specimen Signature of the individual Shareholder(s).

    Resolution stating the following (Specimen document can be provided).

    a. Appointment of the Negotiator or Legal Representative (optional).b. Original Power of Attorney for Manager - Notarised and Legalised (if not part of theResolution).

    Notes:

    1. All legal documents that are more than one page need to be sealed.

    2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney.

    3. DIC serves the right to call for any extra documents required where necessary.

    4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary.

    5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification.

    6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number.

    7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

    4 a. Valid passport copy of the Manager.b. No Objection Certificate from the current residence visa sponsor in the UAE of theManager (if applicable).

    c. Specimen Signature of the Manager

    5.3 Application with a Natural Person(s) as Shareholder(s)

    6 Proof of Capital from a bank operating within the UAE. Minimum share capital is AED50,000, minimum share value is AED 1,000.

    5 a. Valid copy of Passport for Director(s)b. Specimen Signature of Director(s)

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    1

    2

    3

    For Foreign Companies

    Original Certificate of Registration of the Parent Company - a copy will be accepted if

    Notarised

    ANDOriginal Certificate of Good Standing of the parent Company (if the Company is more than

    2 years old). This Certificate can be obtained from the Registrar of Companies.

    Original Memorandum and Articles of Association of the Parent Company - A copy will

    be accepted if Notarised.

    Board Resolution of the Company calling for the establishment of a branch in TECOM

    and guaranteeing full financial commitment - Notarised and Legalised (Specimen

    document can be provided).

    a. Appointment of the Negotiator or Legal Representative (optional).b. Original Power of Attorney for Manager - Notarised and Legalised (if not part of theResolution).

    Notes:

    1. All legal documents that are more than one page need to be sealed.

    2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney.

    3. DIC serves the right to call for any extra documents required where necessary.

    4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary.

    5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification.

    6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number.

    7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

    4 a. Valid passport copy of the Manager.b. No Objection Certificate from the current residence visa sponsor in the UAE of theManager (if applicable).

    c. Specimen Signature of the Manager

    5.4 Application for a Branch of a Foreign Company

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    1

    2

    3

    For UAE Companies

    a. Copy of valid Trade License issued by Department of Economic Development.b. Copy of the Commercial Registration issued by the Economic Department.

    Original Memorandum and Articles of Association of the Parent Company - A copy will

    be accepted if Notarised.

    Board Resolution of the Company calling for the establishment of a branch in TECOM

    and guaranteeing full financial commitment - Notarised and Legalised (Specimen

    document can be provided).

    a. Appointment of the Negotiator or Legal Representative (optional).b. Original Power of Attorney for Manager - Notarised and Legalised (if not part of theResolution).

    Notes:

    1. All legal documents that are more than one page need to be sealed.

    2. All Powers of Attorney need to be accompanied with a passport copy of the Attorney.

    3. DIC serves the right to call for any extra documents required where necessary.

    4. DIC reserves the right to ask for attestation by UAE Embassy or other Embassies as necessary.

    5. Originals of Documents Nos. 1 and 2 are only required for sighting and verification.

    6. Board of Resolution and/or Power of Attorney for the Manager must state the Managers full name, nationality and passport number.

    7. All legal documents must be in either Arabic or English. Documents in other languages must be accompanied by a certified English or Arabic translation

    4 a. Valid passport copy of the Manager.b. No Objection Certificate from the current residence visa sponsor in the UAE of theManager (if applicable).

    c. Specimen Signature of the Manager

    5.5 Application for a Branch of a UAE Company

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    This document is intended as a

    reference for the Business Plan

    which is to be submitted as part of

    the DIC Application process

    Business Plan Template

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    1. Guidelines

    2. Executive Summary

    3. The BusinessRegulations and Permits

    Strategic Alliances

    Product or Service

    Unique features or proprietary aspects of product

    Vendors

    4. The MarketMarket Definition

    Market Research

    Market Segment

    Marketing

    Position

    Advertising, Promotion & Trade Shows

    5. Competition & RiskCompetition

    Business Risks

    6. Management TeamOwnership

    Professional Support

    Board of Directors (Advisors, Directors)

    7. Capital Requirements

    8. Financial PlanAssumptions

    Income Statements

    Balance Sheet Summary

    Cash Flow and Break Even Analysis

    Actual Cash Flow Statements

    Forecast Cash Flow Statement

    9. Exhibits

    Table of Contents

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    The prospect is required to submit a comprehensive Business Plan

    with all sections completed This document is a guideline to the expected detail of the Business Plan

    The Financial Plan section could be presented in any form as long as

    it encompasses all the relevant data

    The title page should include

    Company name Date

    Business Plan copy number [x]

    Name of point man in financing

    Title

    Contact details

    Company home page (if available)

    Attachments (i.e. Financial plan)

    Guidelines for Submission of a Business Plan

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    1. Executive SummaryThe Executive Summary should include the main points of the

    entire document. The summary should be no longer than two

    pages.

    2. The BusinessWhat is the core business of the company?

    Regulations and Permits What kind of permits/ regulations do you need to operate in your

    target market?

    How will you obtain these permits?

    Strategic Alliances Does the company have a strategic alliance? If so state the details

    of the partner and the nature of the alliance. Please include the

    risks and opportunities of this alliance.

    Product or Service

    What burning marketplace needs are addressed by yourproducts/services?

    What value do you add to your products/services?

    Provide a list of services the company offers in order of highest

    sales or significance in product line?

    What are the critical factors in the delivery of your

    services/products?

    Unique features or proprietary aspects of Product What is the uniqueness of your products and services?

    What is the differentiating factor of your products and services

    compared to competitors?

    Vendors Do you have multiple supply sources?

    Who are your suppliers, or potential suppliers?

    Business Plan Template (continued)

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    3. The Market

    Market Definition What markets are you competing in?

    What is your niche market?

    What are the market facts you obtained and wish to target?

    Identify where you got this information, and how up to date it is.

    Market Research Has the company conducted a market study of the target market?

    If so, state the supporting details to your business.

    Market Segment Define your market segment.

    List, in general, the types of customers you are likely to reach?

    What is the weakness of your services/products in your market

    segment?

    Marketing

    How are you planning to penetrate the above segment(s)? What will be your primary marketing channel?

    What percentage of market share do you plan to obtain in your

    first two years of operation?

    Position How will you position your products/services? (good value for

    price, top quality, cheap and fun)

    Which is a position not presently being addressed by the

    competition?

    Advertising, Promotion, Trade Shows

    What is the advertising and promotion strategy? What would be the most efficient method (product sampling,

    demonstrations, pilot projects, etc)?

    What trade shows are you likely to participate in?

    Business Plan Template (continued)

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    4. Competition & Risk

    Competition Tell us about key competitors in regard to product/service, price,

    location, promotion, management, and financial position.

    Who do you compete directly with?

    Does the competition use the same or different suppliers?

    Business Risks What risk does your organization face?

    What is your strategy to face these risks?

    5. Management Team State the competencies of your management team

    List the people in management with their titles, and attach

    their CVs.

    Ownership List the persons or organisations that are significant owners of

    the company, list shares held and percentages of ownership.

    Professional Support Do you have any professional services such as Corporate

    Attorney, Accounting Firm and/or other consultants? If so list

    these companies and the nature of their service.

    Board of [Advisors, Directors] Does the company have a board of advisors, if so, list names,

    and current positions of the individuals.

    6. Capital Requirements

    What is the capital required?

    Provide the breakdown of funds that would be spent on: Complete development [AED] Purchase S/W, H/W [AED] Market the new/next product line [AED] Fund working capital [AED] Other [AED]

    What is the payback period of these funds?

    Business Plan Template (continued)

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    7. Financial Plan

    AssumptionsState the main assumptions of your business: Number of forecasted clients Size of forecasted clients Other related assumptions

    Income statementsAn income statement, otherwise known as a Profit and Loss (P&L)statement, is a summary of a companys profit or loss during anyone given period of time, such as a month, three months, or oneyear. The income statement records all revenues for a businessduring this given period, as well as the operating expenses for thebusiness. The income statement would include: Revenue Operating expenses

    Balance Sheet SummaryComment on any large or unusual items, such as other current

    assets, other accounts payable, or accrued liabilities.

    Cash Flow and Break Even AnalysisPlease provide the following data:

    Actual Cash Flow StatementsThese should show an historic view, showing the actual flows ofcash into and out of a business that have occurred over a previoustrading period, e.g. 6 months, or 1 year.

    Forecast Cash Flow StatementThe cash flow should show the expected flows of cash into and out

    of a business over a trading period in the immediate future, e.g.next 3 years.

    8. Exhibits

    Product literature and brochures

    Sales sheets

    Media coverage

    Clips from industry publications

    Relevant patents

    Market research data

    Past advertising campaigns

    Other

    Business Plan Template (continued)