DIFC Enacts Amended Prescribed Company Regulations 2026 — Broader Access, Stronger Oversight

The DIFC has enacted the amended Prescribed Company Regulations 2026 (Consolidated Version No. 5), which came into force on 24 July 2026. This is a significant overhaul of the Prescribed Company (“PC”) regime, and one that Al Tamimi & Company has been closely tracking. We previously published an update anticipating these changes — you can read it here: https://www.tamimi.com/news/difcs-new-prescribed-company-framework-broader-access-stronger-oversight/

Here is what you need to know:

Qualifying Requirements Removed

Under the previous regulations, applicants had to satisfy the Registrar that the PC met specific criteria — including control by a GCC Person, Registered Person, or Authorised Firm, or that the PC served a defined “Qualifying Purpose” such as an Aviation Structure, Maritime Structure, Intellectual Property Structure, Crowdfunding Structure, or Structured Financing. These eligibility restrictions have been entirely removed. The new regulations no longer contain a “Qualifying requirements” section or any reference to Qualifying Purposes.

Broader Access — Holding Company Activity

The PC licence is now simply restricted to the activity of a holding company. This opens the regime to a much wider range of corporate structuring needs, without the previous limitations tied to specific asset classes or GCC nationality requirements.

Mandatory Corporate Service Provider Appointment

Unless it qualifies as an Exempt PC, every Prescribed Company must now appoint a Corporate Service Provider to act on its behalf. CSPs carry detailed statutory duties, including lodging documents and fees with the Registrar, making required filings, and maintaining copies of all records that the PC is required to keep. A new schedule of administrative fines — up to USD 100,000 for certain contraventions — reinforces these obligations.

New “Exempt PC” Concept

The regulations introduce the concept of an “Exempt PC” — a Prescribed Company whose Controller is a Registered Person, an Authorised Firm, a Government Entity, or a Publicly Listed Entity. Exempt PCs benefit from lighter-touch requirements, including the ability to use the registered office of an Affiliate rather than a CSP.

Transitional Period for Existing PCs

Prescribed Companies incorporated before the Enactment Date that are not Exempt PCs must appoint a Corporate Service Provider within six months, unless the Registrar grants an extension.

How We Can Help

At Al Tamimi & Company, our Corporate Structuring and Commercial teams are advising clients across the GCC on the practical implications of the new regime — whether you are considering establishing a new PC, assessing your existing structure’s compliance obligations, evaluating the Exempt PC pathway or looking for a Corporate Services prover, we would be happy to assist.

Kindly contact Izabella Szadkowska I.Szadkowska@tamimi.com ; Noff Al Khafaji N.AlKhafaji@tamimi.com; Sabeeha Moolla S.Moolla@tamimi.com  or any member or the Corporate Team.