CMA Decision No. 37/Chairman of 2019 · UAE Federal
Replaces the definition of “qualified investor” in all regulations issued by the Authority, listing the government bodies, institutions and persons that may manage their own investments, unless they opt to be treated as ordinary investors.
Chairman's Decision No. 37 of 2019 sets one definition of 'qualified investor' for every regulation issued by the Securities and Commodities Authority (now the Capital Market Authority). A qualified investor is a natural or legal person capable of managing its own investments by itself under the conditions listed, unless it chooses to be treated as an ordinary investor. Wherever a CMA regulation uses the term, this definition applies. The decision was issued on 9 October 2019 and came into force 30 days after publication in the Official Gazette (Article 2); the index records 1 December 2019.
Article 1 sets three routes. First, legal persons: the federal government, local governments and government entities, and companies wholly owned by them; foreign governments, their entities and wholly owned companies; international bodies and organisations; entities licensed by the Authority or by a similar regulator; and any other legal person that meets at least two of three financial tests on the date of its last financial statements. Second, a natural person approved by the Authority or a similar regulator to perform a function related to financial activities or services. Third, a natural person who meets the listed conditions: net equity, excluding the main residence, of AED 4 million; annual income of not less than AED 1 million; and a declaration of adequate knowledge and experience of investment and its risks, or representation by an entity licensed by the Authority.
What changed: Decision No. 9/Chairman of 2020, in force from the day after its gazette publication (indexed as 1 April 2020), rewrote the legal-person tests. The current tests are total assets of AED 75 million, net annual revenues of AED 150 million, and net owners' equity or paid capital of at least AED 7 million. The 2019 text referred to a total budget, net annual return and funds or paid-up capital at the same amounts.
Status: the index records the status as unknown. The CMA still publishes the decision and its 2020 amendment, and we found no repeal. Article 27(4) of Federal Decree-Law No. 32 of 2025 keeps earlier resolutions in force to the extent they do not conflict with the new capital market laws, and Federal Decree-Law No. 33 of 2025 contains no definition of qualified investor of its own.
Investors, individual and corporate, seeking treatment as qualified investors under CMA regulations, and the CMA-licensed firms, issuers and fund managers that must classify their clients and offerees before offering products or services reserved for qualified investors.
English official text in 5 articles. Open the full text or jump to a provision:
| Article 1 | Replaces the qualified investor definition in all Authority regulations: a natural or legal person able to manage its own investments under the stated conditions, unless it elects to be an ordinary investor. |
| Article 1 (First, items 1-4) | Qualifying legal persons include UAE federal and local government bodies and their wholly owned companies, foreign governments and their wholly owned companies, international organisations, and entities licensed by the Authority or a similar regulator. |
| Article 1 (First, item 5) | Any other legal person meeting at least two of three financial tests on its last financial statements; the tests now read total assets AED 75 million, net annual revenues AED 150 million, equity or paid capital AED 7 million. |
| Article 1 (Second) | A natural person approved by the Authority or a similar regulator to perform functions related to financial activities or services qualifies. |
| Article 1 (Third) | A natural person with net equity, excluding the main home, of AED 4 million, annual income of at least AED 1 million, and a declaration of investment knowledge or representation by a licensed entity. |
| Article 2 | Publication in the Official Gazette; in force thirty days after publication. |
We are not licensed by the CMA and do not classify investors for licensed firms. We meet this definition when structuring holding companies and family vehicles that will invest in UAE funds or private offers. A corporate vehicle qualifies on its own last financial statements, not on its owner's wealth, so a newly formed SPV may not pass two of the three tests even if its owner would qualify personally. We point this out at the structuring stage, prepare the corporate documents and financial statements the licensed firm will ask for, and coordinate with the client's licensed adviser on classification.
| Amended by | CMA Decision No. 9/Chairman of 2020 |
| Cites | Former SCA Law |
“Cites” and “Cited by” are built automatically from references in the full texts held in this library; they cover only instruments in the library.
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