2022-11-16

Companies Regulations (Amendment No. 1) 2023

The Board of Directors of the Abu Dhabi Global Market enacted the Companies Regulations (Amendment No. 1) 2023 to revise specific provisions of the Companies Regulations 2022. The amendments adjust terminology in subsection 296A(3), restructure subsection 296B(2), and mandate that company service providers file all statutory notices and reports for non-exempt companies, excluding sections 867 and 867A. Furthermore, new subsection 447(1A) explicitly bars licensed company service providers from claiming regulatory exemptions, with the rules taking effect upon publication.

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United Arab Emirates

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Annex A 1 COMPANIES REGULATIONS (AMENDMENT NO. 1) 2023 Regulations to amend the Companies Regulations 2022 Date of Enactment: ● 2023 The Board of Directors of the Abu Dhabi Global Market, in exercise of its powers under Article 6(1) of Law No. 4 of 2013 concerning the Abu Dhabi Global Market, as amended, issued by His Highness the Ruler of the Emirate of Abu Dhabi, enacts the following Regulations.

  1. Amendments to the Companies Regulations 2022 The Companies Regulations 2022 shall be amended by– (1) In subsection 296A(3), the words “parent undertaking or” shall be inserted immediately before the words “subsidiary undertaking”. (2) In subsection 296B(2): (a) in subsection (a), the word “and” shall be inserted after the words “permitted by the Registrar,”; (b) in subsection (b), the words “Registrar, and” shall be replaced with the word “Registrar.”; and (c) subsection (c) shall be deleted in its entirety. (3) After subsection 296B(2), a new subsection (2A) shall be inserted as follows: “With the exception of sections 867 and 867A of these Regulations whereby either the non-exempt company or the company service provider may make the filing, a company service provider of a non-exempt company shall give all notices and make all filings that the non-exempt company is obliged to make to the Registrar under these Regulations, the Commercial Licensing Regulations 2015 and the Beneficial Ownership and Control Regulations 2022.” (4) After subsection 447(1), a new subsection (1A) shall be inserted as follows: “A company is not entitled to any such exemption if it is licensed to conduct the Controlled Activity of providing company services (as defined in the Commercial Licensing Regulations (Controlled Activities) Rules 2022).”.
  2. Short title, extent and commencement (1) These Regulations may be cited as the Companies Regulations (Amendment No. 1) 2023. (2) These Regulations shall apply in the Abu Dhabi Global Market. (3) These Regulations come into force on the date of their publication.