DIFC Issues Consultation Paper on Proposed Amendments to Prescribed Company Regulations
 

Prescribed Companies (PCs) are a specialized corporate vehicle within the DIFC commonly used for holding assets, facilitating investment structures, and supporting various corporate and family office arrangements. Since their introduction, PCs have provided a streamlined and cost-effective option for entities seeking to establish a presence within the DIFC while benefiting from its legal and regulatory framework.

Overview of the Proposed Amendments

The Dubai International Financial Center (DIFC) has issued Consultation Paper No. 1 of 2026 (May 2026) proposing amendments to its Prescribed Company (PC) Regulations. Stakeholders are invited to submit comments by 2 June 2026.

The proposed amendments mark a notable shift in the regulatory framework governing special purpose vehicles and holding structures within the DIFC. The reforms aim to expand access to the Prescribed Company (PC) regime, while reinforcing regulatory oversight and aligning the framework with evolving global compliance and transparency standards.

A key aspect of the proposed amendments is the introduction of a structured role for Corporate Service Providers (CSPs), alongside the removal of existing eligibility restrictions for establishing Prescribed Companies (PC).

On this basis, the company sought a refund of the excess DDT paid.

Key Features of the Proposed Amendments

• Removal of Qualifying Requirements -
  The proposed amendments remove the existing qualifying requirements that previously limited who may establish a Prescribed Company (PC). Under the revised framework, any applicant may establish a Prescribed Company (PC), subject to compliance with the applicable regulations, thereby expanding access to the regime.
  
  
• Mandatory Appointment of Corporate Service Providers -
  A central feature of the proposals is the requirement for most Prescribed Companies (PC) to appoint a DFSA-regulated Corporate Service Provider (CSPs). The Corporate Service Provider (CSP) will act as the primary intermediary between the company and the Registrar of Companies, undertaking filings, regulatory submissions, and ongoing compliance obligations.
  
  Certain entities, including regulated DIFC entities, authorized firms, government bodies, and publicly listed companies, may qualify as Exempt Prescribed Companies (PC) and will not be required to appoint a Corporate Service Provider (CSP).
  
  
• Defined Role and Responsibilities of CSPs -
  The proposed framework formalizes the role of Corporate Service Provider (CSPs), making them responsible for incorporation processes, statutory filings, and maintaining accurate and accessible records. Corporate Service Provider (CSPs) are required to retain records for six years after cessation.
  
  Correspondingly, Prescribed Companies (PC) must provide all necessary information to enable Corporate Service Provider (CSPs) to fulfill their obligations.
  
  
• Enhanced Regulatory Oversight -
  The Registrar's powers are strengthened to request information, documents, and access to records from Corporate Service Provider (CSPs) to ensure compliance. The Registrar may also notify relevant authorities of potential breaches thereby, supporting increased transparency and alignment with international standards.
  
  
• Transitional Requirements and Enforcement -
  Existing Prescribed Companies (PC) that do not qualify as exempt must appoint a Corporate Service Provider (CSP) within six months of the date the amended regulations come into force. Failure to comply may result in penalties of up to USD 20,000 and potential revocation of Prescribed Company (PC) status.