Professional nominee director services for clients requiring local board representation, privacy arrangements, or regulatory compliance.
Nominee director arrangements serve legitimate and important functions in international corporate structuring. They may be required where a jurisdiction mandates local board representation, where beneficial owners prefer to maintain privacy within the bounds of regulatory compliance, or where operational requirements necessitate a locally present individual with signing authority.
As a licensed TCSP, Polaris is authorised to provide nominee director services — a distinction that is critical. Unlicensed individuals or entities offering nominee directorship may expose clients to regulatory risk, as the provision of these services without appropriate licensing is prohibited under UAE law.
Our nominee directors operate under clear engagement terms that define the scope of authority, signing protocols, liability boundaries, and reporting obligations. All arrangements are fully disclosed to relevant regulatory authorities through Ultimate Beneficial Owner registrations.
Answers drawn from the published rules of the UAE authorities and regulators. Each answer links to its official source. Last reviewed 25 October 2026.
Yes, provided it is disclosed and provided by a licensed firm. UAE law recognises the role expressly. Cabinet Decision No. (109) of 2023 defines a Nominee Board Member as a natural person acting in accordance with the directions, instructions or will of another person, and Cabinet Resolution No. (134) of 2025 defines a Nominee Director as a person who performs management functions on behalf of, and on the instructions of, a Nominator. The same Resolution lists acting, or arranging for another person to act, as a director of a company for clients among the activities of a company and trust service provider under the anti-money laundering framework. Polaris provides nominee directors under its licence as a corporate service provider, with every disclosure the law requires.
Sources: UAE Ministry of Economy and Tourism (MoET) — Cabinet Decision No. (109) of 2023 on Regulating the Beneficial Owner Procedures; UAE Ministry of Economy and Tourism (MoET) — Cabinet Resolution No. (134) of 2025 Regarding the Executive Regulations of Federal Decree by Law No. (10) of 2025 Regarding Anti-Money Laundering, and Combating the Financing of Terrorism and Proliferation Financing (accessed 24 October 2026)
Not lawfully, if it is done as a service. Federal Decree by Law No. (10) of 2025, in force since 14 October 2025, provides that no natural or legal person may engage in designated non-financial business or profession activities without a licence, registration or enrolment from the competent or supervisory authority, and its executive regulations class acting as a director for clients as such an activity. Article 32 of the Decree-Law punishes a breach with imprisonment and a fine of between AED 200,000 and AED 10,000,000, or either. A nominee supplied outside that framework leaves your company with an unlicensed officer and invites the regulator's questions about why. We provide the service only under our own licence and registration.
Sources: UAE Ministry of Economy and Tourism (MoET) — Federal Decree by Law No. (10) of 2025 Regarding Anti-Money Laundering, and Combating the Financing of Terrorism and Proliferation Financing; UAE Legislation portal (uaelegislation.gov.ae) — Federal Decree by Law Regarding Anti-Money Laundering, and Combating the Financing of Terrorism and Proliferation Financing (accessed 24 October 2026)
Yes, to the company and through it to the Registrar. Under Cabinet Decision No. (109) of 2023 a manager or board member acting as a nominee must notify the company and supply the prescribed data within 15 days of taking the role, report any change within 15 days and report ceasing to act within 15 days; the company in turn must file any change in its data with the Registrar within 15 days. Cabinet Resolution No. (134) of 2025 adds that the nominee must disclose the identity of the person they represent, and that the company must keep that information up to date within 15 working days. We make these notifications ourselves and keep the company's registers current.
Sources: UAE Ministry of Economy and Tourism (MoET) — Cabinet Decision No. (109) of 2023 on Regulating the Beneficial Owner Procedures; UAE Ministry of Economy and Tourism (MoET) — Cabinet Resolution No. (134) of 2025 Regarding the Executive Regulations of Federal Decree by Law No. (10) of 2025 Regarding Anti-Money Laundering, and Combating the Financing of Terrorism and Proliferation Financing (accessed 24 October 2026)
No. A nominee director is by definition not the beneficial owner. Cabinet Decision No. (109) of 2023 identifies the beneficial owner as the natural person who ultimately owns or controls 25 per cent or more of the company's capital or voting rights, directly or through a chain of ownership, or who controls it by other means such as appointing the majority of directors; that person goes in the company's Beneficial Owner register, which is submitted to the Registrar within 60 days of licensing and updated within 15 days of any change. Since 14 December 2025 Cabinet Resolution No. (134) of 2025 also requires the Registrar to verify nominee director information and make it publicly available, while beneficial owner data goes to the concerned authorities. The arrangement gives continuity, not anonymity.
Sources: UAE Ministry of Economy and Tourism (MoET) — Cabinet Decision No. (109) of 2023 on Regulating the Beneficial Owner Procedures; UAE Ministry of Economy and Tourism (MoET) — Cabinet Resolution No. (134) of 2025 Regarding the Executive Regulations of Federal Decree by Law No. (10) of 2025 Regarding Anti-Money Laundering, and Combating the Financing of Terrorism and Proliferation Financing (accessed 24 October 2026)
They escalate. Cabinet Resolution No. (132) of 2023 sets the administrative penalties for breaches of Cabinet Decision No. (109) of 2023. A company that fails to provide the Registrar with the required data about a nominee board member receives a written warning with 30 days to correct on the first occasion, a fine of AED 40,000 on the second and AED 80,000 on the third. Failing to establish the Beneficial Owner register at all costs AED 50,000 and then AED 100,000, and failing to update it costs AED 15,000 and then AED 30,000, each after a warning. The filings are part of our nominee engagement, so the exposure is managed rather than discovered at licence renewal.
Source: UAE Ministry of Economy and Tourism (MoET) — Cabinet Resolution No. (132) of 2023 Concerning the Administrative Penalties against Violators of the Provisions of the Cabinet Resolution No. (109) of 2023 Concerning the Regulation of Beneficial Owner Procedures (accessed 24 October 2026)
As much as the engagement gives, within the law. The legal definitions themselves assume the nominee acts on the Nominator's instructions: Cabinet Resolution No. (134) of 2025 describes a Nominee Director as one who customarily performs management functions in a company on behalf of the Nominator and in accordance with their instructions. Our engagement terms fix the scope of authority, the signing protocol, reporting lines and indemnities, and strategic and financial decisions stay with the beneficial owner. What a nominee cannot do is follow an instruction that breaks the law or the company's constitution, because a director's statutory duties are personal to the director. We decline such instructions and say why in writing.
Source: UAE Ministry of Economy and Tourism (MoET) — Cabinet Resolution No. (134) of 2025 Regarding the Executive Regulations of Federal Decree by Law No. (10) of 2025 Regarding Anti-Money Laundering, and Combating the Financing of Terrorism and Proliferation Financing (accessed 24 October 2026)
Cabinet Decision No. (109) of 2023 on Regulating the Beneficial Owner Procedures, issued on 6 November 2023 and in force from 16 November 2023, which cancelled Cabinet Decision No. (58) of 2020. It is the instrument that defines the Nominee Board Member and sets the 15-day notification duties. Two later instruments sit on top of it: Federal Decree by Law No. (10) of 2025, the new anti-money laundering law, which requires designated non-financial businesses to be licensed or registered, and Cabinet Resolution No. (134) of 2025, its executive regulations in force from 14 December 2025, which define the Nominee Director and Nominee Shareholder and oblige companies and the Registrar to hold up-to-date nominee information. We apply all three to every appointment.
Sources: UAE Legislation portal (uaelegislation.gov.ae) — Cabinet Resolution No. (109) of 2023 Regulating the Real Beneficiary Procedures; UAE Legislation portal (uaelegislation.gov.ae) — Cabinet Resolution Regarding the Executive Regulations of Federal Decree by Law Regarding Anti-Money Laundering, and Combating the Financing of Terrorism and Proliferation Financing (accessed 24 October 2026)
To free zone companies, yes. Cabinet Decision No. (109) of 2023 applies to the Registrar and to legal persons licensed or registered in the UAE including the commercial free zones, and exempts only companies wholly owned by the federal or local government, the financial free zones and governmental partners. The DIFC and ADGM are financial free zones, so they sit outside the Decision and apply their own registrar rules on beneficial ownership and nominees, which we follow when we take a seat on a board there. The anti-money laundering licensing requirement for the provider applies wherever the company is registered, which is why we hold the same licence for all of them.
Source: UAE Ministry of Economy and Tourism (MoET) — Cabinet Decision No. (109) of 2023 on Regulating the Beneficial Owner Procedures (accessed 24 October 2026)
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