VARA Rulebook of 2025 · Dubai
Rules for every Entity issuing a virtual asset in Dubai: prohibited VAs, Category 1 (licensed) and Category 2 (via a licensed distributor) issuance, exempt VAs, whitepapers and risk disclosures, with annexes for fiat-referenced and asset-referenced virtual assets. Current version effective 19 June 2025.
The Virtual Asset Issuance Rulebook applies to every Entity in Dubai outside the DIFC that issues a virtual asset in the course of a business, whether or not it is otherwise a VASP. Whether an issuance is in the course of a business is judged on holding out, regularity and scale, any commercial element and remuneration, and the test expressly includes non-profit and charitable organisations and foundations. The version in force took effect on 19 June 2025.
Issuances fall into three categories. Category 1, the issuance of fiat-referenced virtual assets (FRVAs), asset-referenced virtual assets (ARVAs) or other assets VARA designates, is a VA Activity requiring a VARA Licence and compliance with the four compulsory Rulebooks; the Licence may be revoked if nothing is issued within six months of approval or the issuer misled VARA. Category 2 covers any other virtual asset that is not exempt: no VARA licence is needed, but all placement and distribution must go through a Licensed Distributor, which takes responsibility for validating the issuer's compliance, and VARA does not approve the asset. Exempt VAs (non-transferable assets, assets redeemable only for goods, services or discounts with the issuer or its designated merchants, and others VARA designates) need nothing before issue but remain under VARA supervision. Anonymity-enhanced cryptocurrencies are prohibited.
All issuers must act with integrity, diligence and adequate resources, communicate clearly, comply with UAE and foreign law including consumer protection, and act in an environmentally responsible manner. Except for exempt assets, every issuer must publish a Whitepaper meeting Schedule 1 and a plain-language Risk Disclosure Statement before the asset is offered or marketed, keep both accurate, notify holders of changes in advance, and keep all versions for eight years after the asset leaves circulation; civil liability for their contents cannot be excluded. VARA may order an issuer to suspend issuance.
Annex 1 sets the FRVA rules: stablecoins referencing the AED stay with the Central Bank; FRVAs may be used only within the virtual-asset ecosystem and not to pay for goods or services in the UAE; they must be at least 100% backed by reserve assets in cash or short-dated government instruments, audited and disclosed monthly; holders may redeem at par within one Working Day without fees; and paid-up capital is AED 1,500,000 plus 2% of available supply. Annex 2 sets the ARVA rules for tokens referencing other assets: ownership rights must be legally effective, VARA may require a legal opinion, reserves must secure holders' rights, and paid-up capital is the higher of AED 1,500,000 or 2% of the 24-month average market value of reserve assets.
Every Entity in Dubai outside the DIFC that issues a virtual asset in the course of a business, including foundations and non-profit bodies; VASPs licensed for Category 1 issuance of fiat-referenced or asset-referenced virtual assets; and Licensed Distributors placing Category 2 issuances.
English official text in 116 rules. Open the full text or jump to a provision:
| Rules I.A.1 and I.A.2 | Every Entity in the Emirate issuing a virtual asset in the course of a business must comply; the test weighs holding out, regularity, commercial element and remuneration, and covers non-profit bodies and foundations. |
| Rule I.C.1 | Three categories: Category 1 (FRVAs, ARVAs and others designated) needs a VARA Licence; Category 2 needs a Licensed Distributor; Exempt VAs, being non-transferable or redeemable closed-loop assets, need nothing before issue. |
| Rules I.D.1 and I.D.2 | No Category 1 issuance without a VARA Licence; Category 1 issuance is a VA Activity and the issuer must comply with the Company, Compliance and Risk Management, Technology and Information, and Market Conduct Rulebooks. |
| Rule I.D.7 | VARA may revoke a Category 1 licence if the asset is not issued within six months of approval, the licence was obtained by misleading statements, conditions are breached, or the issuer is insolvent or stops operating. |
| Rules I.E.1 to I.E.5 | Category 2 assets may be issued without VARA approval only if a Licensed Distributor carries out all placement and distribution and validates compliance; no Category 2 asset is deemed approved by VARA. |
| Rules I.F.1 and I.F.2 | Exempt VAs may be issued without prior approval if the general Rules are followed, and their issuers remain subject to VARA's supervision, examination and enforcement. |
| Rule II.1 | General Rules for all issuers: integrity and fairness, diligence, adequate resources, clear and current disclosures, compliance with UAE and foreign law including consumer protection, and environmental responsibility. |
| Rules III.A.1 and III.B.1 to III.B.4 | Non-exempt issuers must publish a Whitepaper meeting Schedule 1, in machine-readable form, before the asset is made available or marketed, and may not exclude civil liability for its contents. |
| Rules III.B.7 and III.C.1 | Issuers must publish a concise, plain-language Risk Disclosure Statement, date every update, keep earlier versions accessible and retain all versions for eight years after the asset leaves circulation. |
| Rule IV.2 | VARA may require an issuer of any category to suspend issuing a virtual asset, or issuing more, and impose additional requirements, if the asset, the issuance or the issuer does not comply. |
| Annex 1, Rules I.B.4 to III.F.1 | FRVAs: AED-referenced stablecoins remain with the Central Bank; no use as payment for goods or services in the UAE; 100% reserves audited monthly; redemption at par within one Working Day without fees; capital AED 1,500,000 plus 2% of supply. |
| Annex 2, Rules III.B.1 to III.G.1 | ARVAs: ownership of the reference asset must be legally established and pass with the token; VARA may require a lawyer's legal opinion; paid-up capital is the higher of AED 1,500,000 or 2% of average reserve value. |
Rule IV.2 lets VARA require an issuer to suspend issuance and impose additional requirements, and the revocation rule for Category 1 lets it revoke a licence, including where the asset is not issued within six months or the licence was obtained by misleading statements. Issuing a virtual asset in breach of the issuance requirement in the VARA Regulations is a listed ground for fines under Schedule 3 of those Regulations, and the Rulebook's disclaimer makes any representation that VARA endorses an issuer or asset a breach of the Regulations.
Token projects, real-world-asset platforms and stablecoin sponsors come to us with the same first question: which category is this? We work through the three issuance categories with the client and its licensed advisers, because the answer decides whether the project needs a VARA licence, a Licensed Distributor or nothing before issue. Then we build the issuing entity, often a Dubai free zone company and sometimes a foundation holding the project's governance (the Rulebook treats foundations as issuing in the course of business), with the capital, Board and corporate records the category demands and an ownership chain that supports an ARVA's legal title to its reference asset. Polaris is not licensed by VARA, does not issue or distribute virtual assets and does not write whitepapers; we coordinate with the distributor and advisers who do.
| Cites | Dubai Virtual Assets Law (VARA) · Personal Data Protection Law (PDPL) |
“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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