As of November 12th, 2018, the following Laws and Regulations are effective in the DIFC:
- Companies Law, DIFC Law No. 5 of 2018
- Companies Regulations
- Operating Law, DIFC Law No. 7 of 2018
- Operating Regulations
- Ultimate Beneficial Ownership Regulations
All companies operating within the jurisdiction of the DIFC must ensure full compliance with the above Laws and Regulations. The main changes are highlighted below.
Companies Law and Regulations
- All companies registered in the DIFC have automatically been classed as Private Companies and will have 30 days from the date of enactment to declare their companies as Public. A Public Company is that which has more 50 or more shareholders or is publicly listed.
- An auditor must be appointed to file audited financial statements for Private Companies with 20 or more shareholders or an annual turnover of USD 5,000,000+. These financial statements must be submitted online via the DIFC Client Portal within 7 months of the Company’s financial year.
Ultimate Beneficial Ownership (UBO) Regulations
- All entities operating in the DIFC must establish a Register of UBOs within 90 days of the enactment date and the details of all UBOs must be verified on the DIFC Client Portal within 90 days of the enactment date.
- Any subsequent changes to the Register of UBOs must be accounted for on the DIFC Client Portal within 30 days of the change.
- A Company with any Nominee Directors must keep a Register of Nominee Directors within 90 days of the enactment date and submit the details of such Directors on the DIFC Client Portal.
- As with changes to the UBO, any subsequent changes to the Register of Nominee Directors must be filed within 30 days of the change.
- Failure to comply with the regulations will result in the entity incurring a fine.
Operating Law and Regulations
- The requirement to file an Annual Return has been replaced with the requirement to file a Confirmation Statement to be submitted at the time of License Renewal.