Overview

On 6 November 2023, the Cabinet Decision No. (109) of 2023 issued concerning the Regulation of Procedures Related to Beneficial Owners, replacing Cabinet Resolution No. (58) of 2020.

This Decision establishes the primary legal framework governing the identification, registration, maintenance, and disclosure of Ultimate Beneficial Owners (UBOs) for legal entities operating in the UAE mainland and commercial free zones.

To support effective implementation, supervision, and enforcement of Beneficial Ownership obligations, the framework is further complemented by Cabinet Resolution No. (71) of 2024, which sets out enhanced supervisory, procedural, and coordination mechanisms for Registrars and Licensing Authorities as well as Cabinet Decision No. (132) of 2023 concerning Administrative Penalties for Violations.

Together, these instruments require all in-scope legal entities to:

• Maintain accurate and up-to-date Registers of Beneficial Owners and Registers of Partners or Shareholders; and
• Submit such registers and related information to the relevant Registrar and Licensing Authority within prescribed timelines.

Objective

The Beneficial Ownership framework aims to:

• Contribute to the development of the business environment and the country’s capabilities and economic standing in accordance with the international requirements by regulating the minimum obligations of the Registrar and legal persons in the country, including the procedures of licensing or registration, and regulation of the Beneficial Owner’s Record and the Register of Partners or Shareholders.
• Develop effective and sustainable executive and regulatory mechanisms and actions for the regulation of the procedures of the Beneficial Owners

 

Ultimate Beneficial Owner  

Ultimate beneficial owner is The natural person who ultimately owns or exercises ultimate control over a legal person, directly or through a chain of ownership or control, or other indirect means, as well as the natural person on whose behalf transactions are conducted or who exercises ultimate effective control over a legal person or a legal arrangement, specified in accordance with the text of Article (5) of Cabinet Resolution No. 109 of 2023 details the process in identifying the beneficial owner.

Licensee to maintain: 

Companies must create and maintain the following registers at their office:

• Register of partners or shareholders (Article 10)
• Register of beneficial owners (Article 8)

Other Key Requirements: 

• Every Entity must take reasonable measures to obtain appropriate, accurate and up-to-date data for the Registers and preserve its records from damage, loss or destruction.
• The Decision details the data to be collected and entered on each respective Register. Any additional data requested by the Registrar shall need to be provided by the deadline specified in the data request.
• Any case of a violation to the provisions of this Decision can result in administration penalties as states in Cabinet Resolution No. 132 of 2023

 

Legislation, Rules and Regulations

The UAE Beneficial Ownership regime is governed by the following instruments:

• Cabinet Decision No. (109) of 2023 concerning the Regulation of Procedures Related to Beneficial Owners. Read More
• Cabinet Resolution No. (71) of 2024, establishing supervisory, inspection, coordination, and implementation mechanisms. Read More
• Cabinet Decision No. (132) of 2023 concerning Administrative Penalties for Violations. Read More

 

Beneficial Owner Procedure Regulation Webinar 

Click here to watch the webinar organized in cooperation with the Ministry of Economy and Executive Office of Anti-Money Laundering and counter Terrorism Financing, for investors and employees in Hamriyah Free Zone Authority and Sharjah Airport International Free Zone Authority.

 

Declaration

• You may submit the information required at our e-Portal
• Ultimate beneficial owner Declaration Application Form Click here

Contact Us

Please send any questions you may have regarding Ultimate beneficial owner Regulation to r.compliance@hfza.ae