If you own a company within Dubai then it is likely that you will be asked to provide information regarding the ultimate beneficial owners of your business (known as UBO Compliance).Companies on the mainland and most commercial free zones are required by law in the UAE to ensure they have up-to-date and correct information about who owns them.Failure to comply could cause issues such as: warnings, penalties and issues with your business licence.
In this guide we will cover everything you need to know about UBO Compliance in the UAE in 2026. Including; who needs to register, key deadlines and what happens if a company doesn’t comply.
Quick Summary
UAE UBO compliance requires most companies to identify the people who ultimately own or control them. In general individuals with 25% or more of a companys shares or voting rights will satisfy the ownership criteria. However other forms of control may be present. A register of beneficial owners must be maintained by companies and any changes made within 15 days of being aware of them. Failure to comply may result in administrative penalties according to UAE law.
What is UAE UBO Compliance?
UAE UBO Compliance refers to ensuring that you identify and update the real owners/controllers of a company.These regulations are largely found within Cabinet Decision No. 109 of 2023. They affect a wide range of companies within the UAE including those in the mainland and commercial free zones.
The aim is to increase transparency when it comes to who owns the company and allow authorities to avoid misuse of businesses in relation to unlawful financial activities.
Whilst you may have multiple shareholders in your company, some of these may be other companies. It is important to know who really controls the business.As a result, UBO reporting will look into who really owns the company, rather than what appears on your trade licence.
Who Is Considered an Ultimate Beneficial Owner?
An Ultimate Beneficial Owner refers to a person that directly or indirectly owns or controls a company.In the UAE an individual will usually be deemed to be the beneficial owner if they own 25% or more shares (either directly or indirectly) in the company.
However, if someone has control over material decisions, even if they do not own 25% of shares they could be deemed a beneficial owner.
Direct and Indirect Ownership
Direct ownership is usually easy to understand.For example, imagine a Dubai company has two shareholders. One owns 60% of the business, while the other owns 40%.
Both shareholders meet the ownership threshold and would normally be identified as beneficial owners.
Indirect ownership is slightly different.Suppose a Dubai company is owned by another company registered overseas. The business must look through that ownership structure to identify the individuals who ultimately own or control it.
If no individual can be identified through ownership or other control tests, the rules provide a further process for identifying the relevant senior management person.The important point is that the UBO must be an individual, not simply another company.
CBUAE Rulebook
Which Companies Must Follow UAE UBO Rules?
Most companies registered in the UAE mainland and commercial free zones must follow beneficial ownership requirements.This includes many limited liability companies, trading businesses, consultancy firms and other privately owned companies.
For example, a company registered with the Dubai Department of Economy and Tourism (DET) will generally need to maintain the relevant ownership records.
Businesses registered in commercial free zones such as DMCC or JAFZA are also generally covered.There are exceptions, including certain government-owned entities and businesses subject to separate financial free zone regulations.
Companies operating in DIFC or ADGM should check their specific beneficial ownership requirements rather than assuming the mainland procedures apply in exactly the same way.
What Information Must Companies Keep?
Businesses must maintain a register containing accurate details of their beneficial owners.The register normally includes the person’s full name, nationality, date of birth, residential address and identification document details.
It should also explain how and when the person became a beneficial owner.Companies must maintain records of their shareholders or partners as well. They should also record nominee directors/managers.
Nominees are individuals who hold a position officially or on behalf of someone. By recording these relationships we can give greater understanding to authorities of the real people involved with controlling the business.
These should also be backed up with documentation from the company. This could include ownership agreements, shareholder records, identification documents etc.
UAE UBO Filing Deadlines (2026)
A key part of UBO compliance will be meeting the deadlines.
There are various legal requirements relating to when ownership registers need to be established.
Initial UBO Registration
The Cabinet has decided that companies must have a beneficial owner register established during the relevant 60 day period (Decision No. 109 of 2023).
This will depend on the establishment date of a new company. Companies must also supply the relevant information to their registrar as per applicable registration process.
The exact submission method depends on the licensing authority.
Updating Ownership Changes
Companies must update their beneficial ownership register within 15 days of becoming aware of a relevant change.
For instance, if a shareholder disposes of some of their shares to another investor, the company will need to ensure that it has accurate beneficial ownership information.
If it does affect the UBO register then the records should be updated and the appropriate authority should be notified.This is an ongoing obligation throughout the company’s lifetime.Â
How to Complete UBO in Dubai
Providing you have good ownership records, this is generally an easy process.
Check Ownership Structure
Identify all shareholders and ultimate owners of the business.
If another company is a shareholder then trace back until you have the correct individuals.
Complete Identification Documents Gathering
Gather identification documents and evidence for all beneficial owners.
Depending on the ownership structure of your company, the information may be a combination of the following documents:
- Passport copies
- Emirates ID Information
- Shareholder Information
- Trade Licence
- Memorandum of Association
- Create the UBO Register
- Enter the relevant information for each of the beneficial owners.
- Ensure that this information matches the official documents for your company’s ownership structure.If there are any discrepancies, ensure these have been reviewed first.
Submit Declaration
Submit the necessary information regarding ownership to an approved system used by the relevant licensing authority.
For companies on the mainland in Dubai, this could include completing DET processes. For companies in free zones, follow the guidance from your authority.
Update Ownership Information
Once you have submitted the declaration, you should review the register when there has been any changes to ownership or control.You should also review during your licence renewal, however this does not replace your obligation to report any changes in a timely manner.
Penalties for Not Complying With UBO Requirements
Companies may be subject to administrative penalties if they do not comply with the UAE beneficial ownership requirements.The penalties for different violations are listed in Cabinet Resolution No.132 of 2023.
For example, failure to keep accurate and up to date beneficial ownership information will result in a written warning initially.
However, if this violation occurs multiple times then you could be fined AED 20,000 or AED 40,000 depending on what stage of enforcement you’re at.
Different penalties may apply for different violations. If you are seriously or repeatedly failing to comply you could face further enforcement actions and even possible suspension of your licence.The type of penalty will depend on the nature of the violation and the enforcement process by the relevant authority.
Importance of UBO Compliance for Business Banking
Not only do you need to comply with government regulations, but banks also need to know who owns and controls the company.
For example, if you apply for a corporate bank account in Dubai, the bank may ask for shareholder information, ownership documentation and who controls the business.
If the information provided doesn’t match that within the company documentation, the bank may ask for clarification or further documentation.This could cause delays to opening the account or other banking services.By keeping ownership documents accurate this can help with the checks, but there is no guarantee the bank will approve.
Common Errors When Completing UBO Compliance
Assuming only shareholders listed on the trade licence need to be declared.
This can cause issues if there are multiple layers to the ownership or if another company owns the shares.Failure to update the UBO register when there has been a change to ownership.
Some companies confuse UBO registration with corporate tax registration. Whilst these are two separate requirements, you may still need to comply with beneficial ownership requirements.Even if you’ve completed your tax registration you may still have obligations to complete.It is always worth reviewing the requirements for both.
How LBMS Can Help With UBO Compliance in Dubai
Understanding the beneficial ownership requirements can be confusing. Especially if you have multiple shareholders or international ownership.
LBMS (Libra Business Management Services) can advise on what company registration requirements and documents you need to remain compliantWe can help you look at your company structure, prepare these documents and liaise with the appropriate licensing bodies.If you are setting up a new company or making changes to your current company we can advise on what processes need to be done and whether specialist legal advice is needed.
Final Thoughts
It is important that your company complies to UBO requirements in the UAE.
Identifying real beneficial owners, keeping accurate records and reporting any relevant changes within the correct time frames.If you have organised your ownership information from the start this will make the process easier.
By regularly reviewing your records you can help reduce any errors when filing, causing unnecessary delays.
FAQs
What is UBO compliance in the UAE?
UBO compliance is a legal requirement that requires companies to identify and record who ultimately owns and controls them. Most mainland and commercial free zone companies in the UAE will have a requirement to keep accurate beneficial ownership information. This helps authorities understand who owns the company and increases financial transparency. Businesses must also update their records if there are any relevant changes to ownership or control.
Who needs to register as a UBO in Dubai?
Individuals who own or control 25% or more of the company’s shares or voting rights either directly or indirectly will generally be considered a UBO. Individuals who control the company through other means may also need to be identified. If no individual can be identified using the ownership and control criteria there is a further process for senior management.
How long do I have to update my UBO information?
You must ensure that your beneficial ownership register is up to date within 15 days of relevant changes (e.g. shareholders, % ownership/controller) occurring. Ensure that you also comply with any notification requirements imposed by your licensing authority. Having up to date records will help you to meet the deadlines and avoid any possible administrative penalties.
What happens if I do not report my UBO?
Failure to comply with the UBO requirements can lead to warnings and/or administrative sanctions depending on what was breached and how many times they’ve been breached. If they are continually breached by failing to keep your beneficial ownership information up to date, you can be fined large amounts of money under Cabinet Resolution No.132 of 2023. In severe cases further enforcement actions may be taken.
Do free zone companies need to declare UBO information?
In general, companies registered in commercial free zones in the UAE will have a requirement to comply with beneficial ownership requirements. This will include maintaining accurate ownership information and providing information to the relevant free zone authority. If the business is based in a finance free zone (such as DIFC or ADGM) then they will have their own rules to follow. Speak to your jurisdiction to find out what applies.
