Made under Article 46 of the Operating Law, the Regulations govern issue and renewal of commercial and operating licences, restricted, short-term and qualified retail licences and permissions, naming rules, registered offices, auditor registration, fines and objections, and the fees payable to the Registrar and the DIFC Authority.
The DIFC Operating Regulations are made by the Board of Directors of the DIFCA under Article 46 of the Operating Law, DIFC Law No. 7 of 2018. They turn the Law's licensing, naming, registered-office and fine provisions into procedure and fix the Registrar's fees. The text now published on the DIFC site is Consolidated Version No. 4, stated to be in force on 15 October 2026; it supersedes the 2025 revision (Version No. 3, in force 28 October 2025). The Regulations apply to every Registered Person, its officers and employees, anyone wishing to operate in or from the DIFC, auditors and the Registrar (Regulation 1.1.1).
Part 2 deals with licences. A Commercial Licence is issued automatically with the certificate of incorporation, registration or continuation of a company or partnership, and an Operating Licence with that of a Non Profit Incorporated Organisation or Foundation (Regulations 2.1 and 2.2); the licence states the permitted activities, authorised signatories and expiry date (Regulation 2.3). Restricted, short-term and retail licences, Permissions and exemptions follow (Regulations 2.4 to 2.8). Regulation 2.9 sets the renewal rule: a licence must be renewed before expiry; a late application within 30 days of expiry is accepted with no fine, while one made after 30 days attracts the automatic fine under Article 9(11) of the Law. A licence never authorises financial services needing a DFSA licence (Regulation 2.10). Regulation 2.11 replaces the Dubai Municipality fee for hotels, restaurants and bars inside the DIFC with an Authority Fee of 7% of monthly sales payable to the DIFCA from 1 January 2025.
Part 3 sets name rules: 90-day reservations, mandatory suffixes and bans on names resembling existing entities or using 'bank' or 'insurance' without DFSA consent (Regulation 3.1.3). Part 5 requires the registered office to be a location in the DIFC with changes filed within 30 days (Regulation 5.1); the Confirmation Statement delivered with each renewal confirms all notifiable information has been filed and whether the Ultimate Beneficial Owners or Nominee Directors changed (Regulation 5.2); records are kept for six years (Regulation 5.3). Regulation 7.2 sets a default 30-day filing period for any notice without its own deadline.
Part 9 and Appendix 2 set the fine procedure: written preliminary notice, Notice of Objection, Decision Making Procedures, then recovery as a debt unless the person applies to the Court within 30 days. Appendix 1 fixes the fees: annual licence fee USD 12,000 for corporate or commercial activities, USD 5,100 for retail, USD 4,000 for a representative office, USD 1,000 for an NPIO or fund general partner, USD 200 for a Foundation and nil for investment companies and protected cell companies; renewal is due no later than 30 days after expiry; Confirmation Statement USD 300; name reservation USD 200; change of name USD 800 (USD 340 retail, USD 200 for SPCs, foundations and NPIOs); registered-office change nil; extracts and certified copies USD 100 each.
Every Registered Person in the DIFC (companies, partnerships, recognised entities, foundations and non-profit organisations), their directors, officers and employees, anyone seeking to operate in or from the DIFC, hotel establishments and retail licensees inside the Centre, registered auditors and applicants, and the Registrar of Companies.
| Regulations 2.1–2.3 | A Commercial Licence issues automatically with a company's or partnership's certificate of incorporation, registration or continuation, and an Operating Licence with that of an NPIO or Foundation; the incorporation application is also the licence application and the licence records permitted activities, authorised signatories and expiry date. |
| Regulations 2.4–2.7 | The Registrar may grant restricted licences limited by activity or location, short-term licences for activities under one year (extensions capped at 12 months in total), Qualified Retail Activity licences subject to Part B operating hours, and Permissions for activities ancillary to a business licensed elsewhere, each at fees published on the DIFC website. |
| Regulation 2.9 | A licence or Permission must be renewed before expiry; a late application within 30 days of expiry is treated as continuous with no fine, while one made after 30 days is accepted with the automatic fine under Article 9(11) of the Law; a licensee not renewing must notify the Registrar of its wind-down steps before expiry. |
| Regulation 2.10 | A Licence or Permission does not authorise the holder to provide financial services that require a DFSA licence. |
| Regulation 2.11 | Hotels, hotel apartments and alcohol-licensed restaurants and bars in the DIFC pay an Authority Fee to the DIFCA from 1 January 2025, set in Appendix 1 at 7% of monthly sales, in place of the Dubai Municipality fee, with monthly sales statements and the fee shown on guest invoices. |
| Regulation 3.1 | A name may be reserved for 90 days for a fee; it must use the English alphabet, end with Limited or Ltd, PLC, GP, LP, LLP, NPIO or Foundation as applicable, not resemble an existing DIFC or Relevant Jurisdiction entity, not suggest a government link or prominent patron without consent, and not use 'bank', 'insurance', 'investment company' or 'investment trust' without DFSA consent. |
| Regulation 5.1 | The registered office must be a location in the DIFC identified by floor and building, and a notice of change of registered office must be filed within 30 days; no fee applies. |
| Regulation 5.2 | With each licence renewal the licensee delivers a Confirmation Statement confirming that all information notifiable under a Prescribed Law for the confirmation period has been delivered, and stating whether the Ultimate Beneficial Owners or Nominee Directors changed during the period; the Registrar may supply a pre-populated form. |
| Regulations 5.3 and 7.2 | Registers and records required by the Law or a Prescribed Law are preserved for at least six years from the end of the period they relate to, and any notice without its own deadline must be filed within 30 days of the event. |
| Regulation 6.1 | An auditor must be fit and proper, hold professional indemnity insurance covering DIFC work, have been a registered auditor in a Relevant Jurisdiction for at least eight years and file an independent assessment, updated annually within 30 days of each anniversary; a concurrent DFSA registration is conclusive evidence of fitness. |
| Regulations 9.1–9.3 | A fine under Article 38 of the Law starts with a written preliminary notice stating the contravention, amount, payment period and address for objection; a Notice of Objection triggers the Appendix 2 Decision Making Procedures, and the Registrar may recover a confirmed fine as a debt unless the person applies to the Court within 30 days. |
| Schedule (Appendix 1, Part A) | Annual licence fees in USD: 12,000 for corporate or commercial activities, 5,100 for retail, 4,000 for a representative office, 1,000 for an NPIO or fund general partner, 200 for a Foundation, nil for investment companies and PCCs; renewal due within 30 days after expiry; Confirmation Statement 300; name reservation 200; change of name 800, 340 or 200 by entity type; extracts and certified copies 100. |
The Regulations do not create their own fine table; breaches of licence conditions, Permissions, exemptions and retail restrictions are fined under Article 34(1) of the Operating Law (up to USD 100,000), and late renewal beyond 30 days after expiry attracts the automatic fine under Article 9(11) of the Law (up to USD 25,000). A hotel establishment's breach of Regulation 2.11 carries a fine not exceeding USD 10,000, certified by the DIFCA without the Decision Making Procedures (Regulation 9.1.3). Part 9 and Appendix 2 set the notice, objection and Court application procedure for any fine.
The fee table in Appendix 1 is what we quote to clients setting up or renewing in the DIFC: USD 12,000 a year for the ordinary commercial licence, USD 300 for the Confirmation Statement and nil to move the registered office, and we check it against the current consolidated version before every quote because the Board revises it without changing the file name. The Regulation 2.9.3 grace period matters most in practice: a renewal filed within 30 days of expiry costs nothing extra, one filed on day 31 triggers the automatic fine, so our DIFC renewal reminders run from 60 days out. We handle the name reservation and suffix rules in Regulation 3.1 before a client fixes its brand, and the Regulation 5.2 statement on changes to Ultimate Beneficial Owners and Nominee Directors is reconciled against the UBO register we maintain for the client. The registered office itself is provided through the DIFC-registered provider we appoint and coordinate.
DIFC Operating Law
Requires any person operating or conducting business in or from the DIFC to be registered under a prescribed law and to hold a valid licence or permission, and sets out t…
DIFC Companies Law
Governs the incorporation and running of DIFC companies: private companies (one to fifty shareholders) and public companies, directors' duties, shares and capital, accoun…
DIFC Companies Regulations
Made under Article 151 of the Companies Law 2018, the Regulations set the procedures for incorporation, articles of association, share allotments and transfers, registers…
DIFC UBO Regulations
Made under Article 46 of the Operating Law, the Regulations require DIFC companies, partnerships, non-profits and foundations to identify, record and file their ultimate …
DIFC Prescribed Company Regulations
Made under Articles 132 and 151 of the Companies Law 2018, the Regulations let eligible applicants incorporate or continue a DIFC Prescribed Company limited to holding-co…
DIFC Foundations Law
Creates the DIFC foundation as a separate legal person with definite, feasible and lawful objects (charitable or not), managed by a council of at least two members, with …
DIFC NPIO Law
Allows associations, industry bodies and other non-profit organisations to incorporate in the DIFC as Non Profit Incorporated Organisations with a charter, members and a …
Whether you are establishing a new venture, restructuring an existing enterprise, or exploring residency pathways — we are here to advise.
Arrange a Consultation →