Proposal to Introduce a Regulatory Framework for Business Centres

CONSULTATION PAPER NO. 7 OF 2026
Proposal to Introduce a Regulatory Framework for Business Centres

Consultation Paper No. 7 of 2026
CONTENTS
Introduction.................................................................................................................................3
Why are we issuing this paper?.............................................................................................3
Who should read this paper?.................................................................................................3
How to provide comments .....................................................................................................3
What happens next? ...............................................................................................................4
Key Features of the Proposed Amendments ...........................................................................5
Proposed Amendments..............................................................................................................6
Current Position ......................................................................................................................6
Proposed Features of Amendments......................................................................................6
Proposed Amendments and Enactments...............................................................................10

Consultation Paper No. 7 of 2026
Why are we issuing this paper?
The Abu Dhabi Global Market (“ADGM”) Registration Authority (the “Registrar”) has issued this Consultation Paper to invite public feedback on proposed amendments to the Commercial Licensing Regulations (Controlled Activities) Rules (the “Controlled Activities Rules”), the Commercial Licensing Regulations (Conditions of Licence and Branch Registration) Rules (the “Conditions of Licence Rules”) and the Commercial Licensing Regulations (Fees) Rules (the “Fees Rules”) (together, the “Rules”) to introduce a regulatory framework for business centres in ADGM. The proposed amendments would make the activity of providing business centre services a controlled activity and establish specific conditions of licence for applicants and licensed business centre service providers. The draft amendments to the Rules are set out in the appendices to this Consultation Paper. This Consultation Paper summarises the key proposed aspects of the amendments. The summaries provided should be read as an introduction to the amendments only – many of the precise details and requirements are contained in the Rules. Unless context requires otherwise, terms capitalised in this Consultation Paper should be taken to have the same meanings ascribed to them in the Commercial Licensing Regulations 2025 and the Rules. Who should read this paper? The proposals in this Consultation Paper would be of interest to existing and prospective business centre operators, persons using or intending to use business centre services, company service providers and other stakeholders who may be affected by the proposed framework. We also welcome feedback from other stakeholders, whether based in ADGM or beyond. How to provide comments Comments must be submitted through the RA’s Consultation Portal at https://raconsultations.adgm.com/. To submit feedback, individuals and entities are required to register for an account on the portal, which is a one-time process. Please note that comments submitted to ra.consultation@adgm.com may not be considered. The email address ra.consultation@adgm.com should only be used for portal-related issues, such as registration, account access, and technical difficulties. Introduction

Consultation Paper No. 7 of 2026
What happens next?
The deadline for providing comments on this proposal is 6 November 2026. Following receipt and review of any comments, the Registrar will consider whether any modifications to the proposed amendments are required, and the ADGM Board of Directors (“Board”) and the Registrar will then proceed to enact the proposals in their final form. You should not act on the proposed amendments until such time as the final Rules and any related guidance are issued by the Registrar. A notice will be issued on the ADGM website upon issuance of the final Rules.

Consultation Paper No. 7 of 2026

1. Key features of the proposed amendments include:
   a. specifying the provision of business centre services as a controlled activity where carried on by way of business, and defining the scope of those services; b. requiring applicants and licensed business centre service providers to obtain and maintain appropriate public liability insurance;
   c. introducing operational requirements relating to clear written disclosure of pricing,
   packages and exclusions, and limiting client agreements to the term of the business centre’s right to occupy the premises; d. requiring licensed business centre service providers to notify the Registrar of material events affecting their ability to continue operating and to maintain a wind-down and contingency plan; e. requiring applicants and licensed business centre service providers to maintain minimum regulatory capital; and f. prohibiting licensed business centre service providers from accepting or distributing cash above the prescribed threshold in connection with their licensed activities.
2. Drafts of the proposed Rules can be found in the appendices.
   Key Features of the Proposed Amendments

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Current Position

1. Current commercial legislation does not prescribe business-centre-specific licence conditions
   addressing the relationship between the operator, its landlord and its tenants. This creates material tenant-protection and continuity risks. In particular, a business centre may grant occupancy rights extending beyond its own headlease, fail to disclose material limitations in its pricing or premises arrangements, or cease operating without adequate notice or transition support.
2. The impact may extend across many tenants at once (particularly where the tenant is a
   Company Service Provider with underlying clients using the same address). The loss or non￾renewal of a headlease can deprive tenants of access to their premises and registered office, require urgent amendments to public records, disrupt operations and expose tenants to unexpected costs. The absence of minimum financial, disclosure, notification and wind-down requirements also limits the RA’s ability to identify emerging problems and support an orderly transition.
3. It is proposed that a “business centre activity” be added as a controlled activity under the
   Controlled Activities Rules and that tailored conditions be prescribed under the Conditions of Licence Rules. The purpose is to protect business centre tenants and support continuity of their premises and registered office arrangements. Proposed Amendments Business centre services as a controlled activity
4. The Controlled Activities Rules would specify providing business centre services as a
   controlled activity where it is carried on by way of business.
5. “Providing business centre services” would mean providing furnished office accommodation
   together with ancillary business support services, including reception services, telephone answering, mail handling, internet access and access to meeting rooms, as part of an integrated business centre offering. Specific conditions of licence for business centres
6. A licensed business centre service provider would be required to obtain and maintain public
   liability insurance appropriate to the nature, size and occupancy of its business, with minimum cover of USD 1,000,000 for any single claim. The requirement would apply immediately to Proposed Amendments

Consultation Paper No. 7 of 2026 new applicants and, following a six-month transitional period, to existing licensed business centres.
7. The proposed operational requirements would require:
a. clear written disclosure to prospective clients of the pricing, packages and exclusions applicable to its services before the client enters into any written agreement with the business centre; and b. client agreements not to exceed the term of the business centre’s right to occupy the premises. The requirement would apply immediately to new applicants and, following a six-month transitional period, to existing licensed business centres.
8. Business centre service providers would also be required to notify the Registrar of material
events affecting their ability to continue operating and to maintain a wind-down and contingency plan addressing client communications, transition milestones and practical support for affected clients. The requirement would apply immediately to new applicants and, following a six-month transitional period, to existing licensed business centres.
9. Applicants and licensed business centre service providers would be required to maintain
minimum regulatory capital of USD 50,000 in immediately available funds and replenish it within seven business days if reduced.
10. Licensed business centre service providers would be required to comply with principles
concerning integrity, due skill, care and diligence, transparency and relations with the Q1: DO YOU HAVE ANY CONCERNS WITH, OR FEEDBACK ON, THE PROPOSED REQUIREMENT TO OBTAIN PUBLIC LIABILITY INSURANCE IN THE AMOUNT PROVIDED? Q2: DO YOU HAVE ANY CONCERNS WITH, OR FEEDBACK ON, THE PROPOSED REQUIREMENT TO DISCLOSE PRICING AND PACKAGES TO PROSPECTIVE CLIENTS? Q3: DO YOU HAVE ANY CONCERNS WITH, OR FEEDBACK ON, THE PROPOSED RESTRICTION ON ENTERING INTO ANY AGREEMENT WITH A CLIENT FOR A TERM WHICH EXTENDS BEYOND THE TERM OF THE BUSINESS CENTRE’S RIGHT TO OCCUPY THE PREMISES? Q4: DO YOU HAVE ANY CONCERNS WITH, OR FEEDBACK ON, THE PROPOSED REQUIREMENT TO NOTIFY THE RA OF ANY MATERIAL EVENT AFFECTING, OR REASONABLY LIKELY TO AFFECT, THE BUSINESS CENTRE’S ABILITY TO CONTINUE OPERATING AS A BUSINESS CENTRE? Q5: DO YOU HAVE ANY CONCERNS WITH, OR FEEDBACK ON, THE PROPOSED REQUIREMENT TO ESTABLISH AND MAINTAIN A WIND-DOWN AND CONTINGENCY PLAN?

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Registrar.
Miscellaneous amendments
11. The proposed Rules would also make miscellaneous amendments to the professional
indemnity insurance requirements in the schedules applicable to company, legal and tax service providers. The amendments would clarify the scope of cover for liabilities to third parties arising from dishonest, fraudulent, criminal or malicious acts, errors or omissions by persons employed by, or otherwise acting on behalf of, the service provider, and for legal and professional costs relating to claims against the service provider or persons acting on its behalf. Prohibition on accepting or distributing cash
12. The proposed Rules would add licensed business centre service providers to the list of
licensed service providers prohibited from accepting or distributing cash in connection with their licensed activities, subject to a threshold of USD 3,000 per transaction and a process for returning cash received inadvertently.
13. Payments by bank transfer, cheque, regulated payment instrument or another traceable
financial channel acceptable to the Registrar would remain permitted. The Registrar could grant an exemption in exceptional circumstances and subject to conditions. Proposed amendments to the Fees Rules
14. The Fees Rules would be updated to include a fee for the submission of Annual Legal Service
Provider Returns, as well as a late filing fee for the delayed submission of Annual Company Service Provider Returns and the Annual Legal Service Provider Returns. Q6: DO YOU HAVE ANY CONCERNS WITH, OR FEEDBACK ON, THE PROPOSED MINIMUM REGULATORY CAPITAL REQUIREMENT? Q9: DO YOU HAVE ANY BROADER FEEDBACK ON THE PROPOSED AMENDMENTS THAT IS NOT COVERED BY THE QUESTIONS SET OUT ABOVE?

Q8: DO YOU HAVE ANY CONCERNS WITH, OR FEEDBACK ON, THE PROPOSED PROHIBITION ON ACCEPTING OR DISTRIBUTING CASH?

Q7: DO YOU HAVE ANY CONCERNS WITH, OR FEEDBACK ON, THE PROPOSED AMENDMENTS TO THE PROFESSIONAL INDEMNITY INSURANCE REQUIREMENTS?

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Rules
Appendix 1 Proposed Commercial Licensing Regulations (Controlled Activities) Rules
2026(A) (editorial blackline)
Appendix 2 Proposed Commercial Licensing Regulations (Conditions of Licence and
Branch Registration) Rules 2026(B) (editorial blackline)
Appendix 3 Proposed Commercial Licensing Regulations (Fees) Rules 2026 (editorial
blackline)
Proposed Amendments and Enactments

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Appendix 1
COMMERCIAL LICENSING REGULATIONS
(CONTROLLED ACTIVITIES) RULES 20252026(A)
Date of Publication: 28 October 2025[●] 2026 The Board of Directors of the Abu Dhabi Global Market, in implementation of the provisions of
section 2(1) of the Commercial Licensing Regulations 2025, hereby makes the following rules:

1. Citation, commencement and interpretation
   (1) These Rules may be cited as the Commercial Licensing Regulations (Controlled Activities) Rules 20252026(A). (2) In these Rules, "Regulations" means the Commercial Licensing Regulations 2025. (3) Terms used in these Rules which are defined in the Regulations shall have the meanings given to them in the Regulations. (4) These Rules come into force on the date of publication.
2. Controlled activities
   (1) For the purposes of the Regulations, any activity specified in Rules 3, 4, 5, 6, 7, 8, 9 and, 10 and 11 is, subject to Rules 11 and 12 and 13, a controlled activity. (2) Controlled activities specified in these Rules may be subdivided into "business activities" based on such classifications and sub-classifications as the Registrar may publish from time to time to supplement the operation of these Rules.
3. Financial services
   Any of the activities specified in paragraphs 1 to 4 inclusive, 6 to 11 inclusive and 13 to 17 inclusive of Article 14 of the ADGM Founding Law is a controlled activity if it is carried on by way of business.
4. Legal services
   (1) Providing legal services is a controlled activity if it is carried on by way of business. (2) "Providing legal services" means the application of legal principles or judgement with regard to the circumstances of another person, including but not limited to – (a) giving legal advice or counsel to such a person as to his legal rights or the legal rights or responsibilities of others, whether or not under the law of the Abu Dhabi Global Market, (b) drafting or completion of legal documents or agreements which affect such a person’s legal rights, (c) representation of such a person in court proceedings or in an administrative adjudicative procedure in which legal pleadings are filed or a record is established as the basis for judicial review, or (d) negotiation of legal rights or responsibilities on behalf of such a person, including participation in employment negotiations, arbitrations or

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conciliations, but excluding acting as a lay representative authorised by an administrative agency or tribunal, serving as a judge, mediator, arbitrator, conciliator or facilitator.
5. Accountancy services
(1) Providing accountancy services is a controlled activity if it is carried on by way of business. (2) "Providing accountancy services" means the application of accounting principles or judgement with regard to the circumstances of another person, including but not limited to advising such a person on matters relating to accounting procedure and the recording, presentation or certification of financial information or data, including financial information or data required by any law for the time being in force in the Abu Dhabi Global Market.
6. Audit services
(1) Providing audit services is a controlled activity if it is carried on by way of business. (2) "Providing audit services" means the application of accounting principles or judgement with regard to the circumstances of another person, including but not limited to the following – (a) performing audit, examination, verification, investigation, certification, presentation or review of financial transactions and accounting records for such a person; or (b) preparing or certifying reports on audits or examinations of books or records of account, balance sheets, and other financial, accounting and related documents for such a person.
7. Company services
(1) Providing company services is a controlled activity if it is carried on by way of business. (2) "Providing company services" means providing any one or more of the following services – (a) acting as an incorporation agent in connection with the incorporation or registration of bodies corporate in the Abu Dhabi Global Market, (b) providing company services to any body corporate incorporated or registered under the Companies Regulations 2020 or the Foundations Regulations 2017, (c) acting as a Registered Office Provider, (d) providing directors, company secretaries, councillors, registered agent, or other officers to any body corporate incorporated or registered, or to be incorporated or registered, in the Abu Dhabi Global Market, or (e) providing nominee shareholders of companies to any body corporate incorporated or registered in the Abu Dhabi Global Market,

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subject to paragraph (4) below.
(3) "Registered Office Provider" means the business activity of providing registered office services to any body corporate incorporated or registered, or to be incorporated or registered, in the Abu Dhabi Global Market. (4) Persons who – (a) conduct the business activity of acting as a Registered Office Provider, or (b) advise on the incorporation and registration of, or provide nominee services to, bodies corporate within Abu Dhabi Global Market as an incidental part of conducting the business activities of financial services advisory activities, management consultancy, compliance consultancy, legal consultancy or accountancy, without providing any other company service set out in paragraph (2) above are not providing company services within the meaning of these Rules.
8. Single family office
(1) Conducting any of the following activities through a legal entity or legal arrangement, where such legal entity or arrangement is set up for the purpose of servicing only a single family:
(a) concierge services for the family,
(b) human resources,
(c) strategic and risk management services,
(d) taxation and wealth planning;
(e) investment management and advisory services; (f) legal and regulatory services, (g) financial services, (h) holding company, (i) provide services to, or act on behalf of (including as trustee or councillor), any trust or foundation of any member of the single family; or (j) any other controlled activity undertaken for a single family. (2) “Single family” means a group of individuals who are related, including blood relations, step-children and adopted children, and all ancestors and descendants of such individuals, and any blood relations, step-children and adopted children of such ancestors and descendants.
9. Tax services
(1) Providing tax services is a controlled activity if it is carried on by way of business.

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(2) "Providing tax services" means the application of tax principles or judgement with regard to the circumstances of another person, including but not limited to the following – (a) giving tax advice to such a person in relation to tax matters in jurisdictions outside the United Arab Emirates, such as tax planning, compliance, structuring, and risk management to help such a person optimize their tax position and meet international tax obligations, or (b) advising or representing such a person in matters related to United Arab Emirates tax, such as tax compliance, filings, advisory services, and communications with local tax authorities.
10. Business Centres
(1) Providing business centre services is a controlled activity if it is carried on by way of business. (2) "Providing business centre services" means providing furnished office accommodation, together with ancillary business support services, including reception services, telephone answering, mail handling, internet access and access to meeting rooms, for use by other persons in conducting their business, where those services are provided as part of an integrated business centre offering.
11. 10. Other economic activities
Any economic activity, other than the activities specified in Rules 3, 4, 5, 6, 7, 8 and, 9 and 10 is a controlled activity, if it is carried on by way of business.
12. 11. General exclusions
(1) An individual does not carry on a controlled activity if he carries on an activity solely as an employee who is employed or appointed under a contract of service. (2) A person does not carry on a controlled activity to the extent that he exercises a power or performs a duty or function – (a) of a public nature, (b) on behalf of a public authority, or (c) in connection with public administration, law enforcement, government or regulation.
13. 12. Exclusion for cross-border service providers
A person who carries on an activity falling within Rules 3, 4, 5, 6, 7, 8, 9 or, 10 or 11 does not carry on a controlled activity in or from the Abu Dhabi Global Market if – (a) he does not carry on the activity from a permanent establishment maintained by him in the Abu Dhabi Global Market, and (b) he carries on the activity at the invitation of a person ordinarily resident, or with a permanent establishment, in the Abu Dhabi Global Market.

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14. 13. Commercial Licensing Regulations (Controlled Activities) Rules 2025(A)
The Commercial Licensing Regulations (Controlled Activities) Rules 2025(A) are repealed.

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Appendix 2
COMMERCIAL LICENSING REGULATIONS
(CONDITIONS OF LICENCE AND BRANCH REGISTRATION) RULES 2026(AB) Date of Publication: 26 June[●] 2026 The Board of Directors of the Abu Dhabi Global Market, in implementation of section 10(1) and 14(4) of the Commercial Licensing Regulations 2025, hereby makes the following rules:

1. Citation, commencement and interpretation
   (1) These Rules may be cited as the Commercial Licensing Regulations (Conditions of Licence and Branch Registration) Rules 2026(AB). (2) In these Rules— "accountancy services" means the controlled activity specified in Rule 5 of the Controlled Activities Rules, "applicant" means an applicant for a licence, "approved accountancy regulatory body" means a body designated as such by the Registrar, "approved healthcare regulatory body" means a body designated as such by the Registrar, "approved legal regulatory body" means a body designated as such by the Registrar, “approved tax regulatory body” means a body designated as such by the Registrar, "audit services" means the controlled activity specified in Rule 6 of the Controlled Activities Rules, "authorised signatory" means an individual authorised to represent the licence holder as a permanent representative in the Abu Dhabi Global Market, "body corporate" has the meaning given in the Regulations, "branch" means each location in the Abu Dhabi Global Market, not being (in the case of an applicant incorporated under the laws of the Abu Dhabi Global Market) the applicant's registered office, from which the applicant proposes to carry on the controlled activity or controlled activities to which an application for a licence relates, "business activity" has the meaning given to that expression in Rule 2(d), “business centre services” means the controlled activity specified in Rule 10 of the Controlled Activities Rules,

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“cash” means physical currency in the form of banknotes and coins, whether denominated in United Arab Emirates Dirhams or any foreign currency, "company services" means the controlled activity specified in Rule 7 of the Controlled Activities Rules, "connected person" means a person mentioned in paragraphs (1)-(3) of Part 1 of the Schedule to the Regulations, “Controlled Activities Rules” means the Commercial Licensing Regulations (Controlled Activities) Rules 20252026(A), “Fines Scale” means the standard fines scale set out in Schedule 1 of the Administrative Regulations 2025, “insolvency practitioner services” means the controlled activities provided by an insolvency practitioner as specified in the Insolvency Regulations (Insolvency Practitioner) Rules 2025, "jurisdiction of incorporation" means, in respect of any non-ADGM body corporate, the jurisdiction in which such body corporate is incorporated (including upon being continued into such jurisdiction), "legal services" means the controlled activity specified in Rule 4 of the Controlled Activities Rules, "licence holder" means a person who holds a valid licence issued by the Registrar, "non-ADGM body corporate" means a body corporate that is not incorporated (including upon continuation under the Companies Regulations 2020) under the laws of the Abu Dhabi Global Market, "other economic activities" means the controlled activity specified in Rule 811 of the Controlled Activities Rules, “post-qualification experience” means the amount of experience a practitioner has gained after receiving a recognised professional qualification to practice law, tax, or accountancy, "recognised professional body” means an approved accountancy regulatory body, approved tax regulatory body or approved legal regulatory body, or any other professional body as may be determined by the Registrar from time to time, “recognised professional qualification” means a qualification to practice law, tax, accountancy, or any other relevant practice as otherwise deemed appropriate by the Registrar, conferred by a recognised professional body, "Regulations" means the Commercial Licensing Regulations 2025, “supplementary operating address” has the meaning given in the Regulations, and

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"tax services" means the controlled activity specified in Rule 9 of the Controlled Activities Rules. (3) Terms used in these Rules which are defined in the Regulations shall have the meanings given to them in the Regulations. (4) These Rules come into force on the date of their publication, except where otherwise expressly provided for in these Rules.
2. Applications for licence (all applicants)
An applicant for a licence must apply to the Registrar on the form prescribed by the Registrar from time to time and provide the following information— (a) full legal name of the applicant, (b) the applicant's legal form, including its jurisdiction of incorporation and the legislation under which it is formed and registered, (c) the controlled activity or controlled activities which the applicant proposes to carry on in or from the Abu Dhabi Global Market, (d) the specific business activity or business activities by reference to the classification adopted by the Registrar, in accordance with Rule 2 of the Controlled Activities Rules, (e) the address or addresses in the Abu Dhabi Global Market from which the applicant proposes to carry on the controlled activity, including:- (i) in the case of an applicant incorporated under the laws of the Abu Dhabi Global Market:- (A) the applicant's registered office, (B) one or more supplementary operating addresses approved by the Registrar, and (C) one or more branches located in the Abu Dhabi Global Market or any combination thereof, or (ii) in other cases:- (A) one or more branches located in the Abu Dhabi Global Market, and (B) one or more supplementary operating addresses approved by the Registrar, (f) the name, address in the Abu Dhabi Global Market and email address of every individual authorised to accept service of documents, (g) a list of the applicant's directors, councillors and partners, as applicable, and every individual who is to be appointed an authorised signatory of the

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applicant containing the following particulars with respect to each such individual— (i) name, (ii) any former name, (iii) service address, which must be an address with the Abu Dhabi Global Market, and, including address for service by electronic means, (iv) extent of the authority of any person falling within this paragraph (g), including whether that person is authorised to act severally or jointly, and (v) if an individual falling within this paragraph (g) is not authorised to act severally, the name of any individual with whom they are authorised to act, and (h) such other information as the Registrar may require for the purpose of deciding whether to grant a licence.
3. Applications for licence (additional information for branch registration)
(1) In addition to the information set out in Rule 2, a non-ADGM body corporate applying for a licence and to register a branch must provide to the Registrar the following information on the form prescribed by the Registrar from time to time— (a) if the applicant is registered in its jurisdiction of incorporation, the number under which it is registered, (b) a list of the applicant's directors and partners, as applicable, and the information required by paragraph (3), (c) the applicant's corporate objects or any other limitation on its legal capacity, if any, (d) in respect of the branch, the extent of the powers of the directors, officers and partners to represent the applicant in dealings with third parties and in legal proceedings, together with a statement as to whether they may act severally or must act jointly and, if jointly, the name of any other person concerned, (e) the full names and addresses of any shareholders of the applicant, including evidence acceptable to the Registrar, except if the applicant is a listed entity, and (f) a statement of the financial reporting obligations to which the applicant is subject under the laws of the applicant's jurisdiction of incorporation, including the period for which the non-ADGM body corporate is required by law to prepare accounts and reports, the period allowed for their preparation and whether such accounts and reports are required by law to be publicly available free of charge.

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(2) An applicant for a licence that is a non-ADGM body corporate must also provide the following documents to the Registrar— (a) either— (i) if the applicant is registered in its jurisdiction of incorporation and the registry in which the applicant is so registered issues certificates of good standing to registered bodies corporate that are in good standing, a certificate of good standing in respect of the applicant issued by such registry and dated no more than three months prior to the date on which the application for a licence is made, or (ii) in other cases, such evidence as the Registrar may require that the applicant is in good standing in its jurisdiction of incorporation, (b) a certified copy of the applicant's certificate of incorporation and any certificate amending the applicant's certificate of incorporation, (c) a certified copy of the applicant's constitutional documents, and (d) a certified copy (acceptable to the Registrar) of the applicant's most recent accounts and reports, including a balance sheet, profit and loss account and (if the applicant is required by applicable law to have an auditor audit its accounts and reports) the auditor's statement thereon, or (e) if the applicant is not required by applicable law to prepare financial statements and reports thereon (including an auditor's report) such other evidence of financial credit worthiness as the Registrar may require, together with, if any of the above documents are wholly or partly written in a language other than English, translations into English certified by a translator acceptable to the Registrar. (3) The particulars referred to in paragraph (1)(b) are— (a) in the case of an individual— (i) name, (ii) any former name, (iii) a service address, including address for service by electronic means, (iv) usual residential address (should the Registrar require), (v) the country or state in which the individual is usually resident, (vi) nationality, (vii) business occupation (if any), (viii) date of birth, and

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(ix) date of appointment, and
(b) in the case of a body corporate—
(i) corporate or firm name,
(ii) registered or principal office,
(iii) the legal form of the body corporate and the law by which it is governed, (iv) if applicable, the register in which it is entered (including details of the jurisdiction) and its registration number in that register, and (v) date of appointment.
4. Application for licence variation by existing licence holder
A licence holder that is applying for a licence variation either in respect of a new controlled activity or a new business activity, shall be subject to these Rules as a new applicant but shall not be obliged to provide the documents required by paragraph (2)(b) to (e) of Rule 3 if an officer of the licence holder provides written confirmation to the Registrar that the documents previously filed with the Registrar remain complete and current. 4A. Application for renewal of licence The Registrar may apply any provision of these Rules to a licence holder that is applying to renew its licence under the Regulations. For the purpose of this Rule, a licence holder includes a licence holder whose licence has expired.
5. Granting of licences
(1) For the purposes of the Regulations, a licence may be granted in respect of a controlled activity if the applicant satisfies the Registrar that— (a) the proposed controlled activity is consistent with the objectives of the Abu Dhabi Global Market, (b) the applicant is sufficiently capitalised, skilled and qualified to carry on the controlled activities which the applicant proposes to carry on in foror from the Abu Dhabi Global Market, (c) the legal form of the applicant is suitable to the controlled activities which the applicant proposes to carry on in or from the Abu Dhabi Global Market, (d) the registered office, any branch, and any supplementary operating address from which the applicant proposes to carry on the controlled activity is suitable for such purposes, and

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(e) in the case of applicants who hold or have previously held a licence, the applicant has complied in all material respects with the conditions of such licence, (2) Applicants must also satisfy the conditions of licence specified in Rules 6 to 1317, as applicable. (3) If the Registrar is satisfied that the requirements of the Regulations and these Rules are complied with, the Registrar may issue a certificate granting a licence to an applicant. The certificate shall state— (a) the name of the licence holder, (b) the legal form of the licence holder, (c) the name(s) of the authorised signatories of the licence holder, together with a statement as to whether they may act severally or must act jointly, (d) the controlled activity for which the licence holder is licensed and, where applicable, the business activity or business activities for which the licence holder is licensed, (e) the registered address of the licence holder and, where applicable, any supplementary operating address from which the controlled activity may be carried on, and (f) the dates on which the licence is issued and expires. (4) Where a licence holder proposes to carry on a controlled activity from a branch in the Abu Dhabi Global Market, the Registrar may issue a certificate stating it has registered a branch in the Abu Dhabi Global Market. (5) The Registrar must cause to be published— (a) on its website, or (b) in accordance with section 988 of the Companies Regulations 2020, notice of the certificates issued pursuant to this Rule.
6. General conditions of licence for all licence holders
A licence holder must—
(a) only carry out the controlled activity or business activity to which its licence relates from the address or addresses stated on its licence and maintain the right to use such premises for that purpose, (b) maintain compliance with— (i) any obligation imposed from time to time upon him or his connected persons by or under any enactment (including the Regulations and

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these Rules) or any other law applicable in the Abu Dhabi Global Market, and (ii) any licence, authorisation or approval requirement imposed by any Federal Law having application in the Abu Dhabi Global Market and to which the licence holder is subject in relation to his activities in the Abu Dhabi Global Market, (c) at all times put in place suitable arrangements to ensure that he will comply with the obligations referred to in paragraph (1)(b), (d) at all times maintain at least one (1) authorised signatory who holds a residency visa issued by a competent authority in the United Arab Emirates, (e) comply with the Business and Company Names Rules 20212025, (f) comply with any other conditions and requirements specified in writing by the Registrar, and (g) have paid any fees and dues owed to the Registrar pursuant to the Regulations or any rules made thereunder.
7. General conditions of licence for branches
(1) A licence holder must, in any written communication originating in or from the Abu Dhabi Global Market or related to any activity of the body corporate carried on in or from the Abu Dhabi Global Market, state after its full legal name either the words "(ADGM branch of non-ADGM body corporate)" or the words "(ADGM branch)". (2) A licence holder must— (a) ensure that any obligation imposed from time to time upon him or his connected persons by or under any enactment (including the Regulations and these Rules), or by or under any other law applicable in the Abu Dhabi Global Market are complied with, and (b) at all times put in place suitable arrangements to ensure that he will comply with the obligations referred to in paragraph (2)(a). (3) A branch shall keep adequate accounting records with respect to all sums of money received and expended by the branch and all sales and purchases of goods and services and other transactions by the branch and the assets and liabilities of the branch. Such records shall be sufficient to show and explain all transactions by the branch and must be such as to— (a) disclose with reasonable accuracy the financial position of the branch at any time, and (b) enable the directors to ensure that any accounts prepared by the branch comply with the requirements of these Rules.

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(4) The branch's accounting records shall be— (a) kept at the branch's registered office, (b) preserved by the branch for at least ten years from the date on which they are made, and (c) at all reasonable times open to inspection by the directors of the relevant non-ADGM body corporate. (5) Not later than 14 days after the Registrar sends a written request to the branch's registered office, the branch must deliver to the Registrar a copy of all requested accounting records. (6) A licence holder must within 14 days notify the Registrar of any decision to cease to carry on all controlled activities to which its licence relates from any address stated on its licence, by filing a branch deregistration application containing the prescribed information. (7) A licence holder must within one month of the change deliver to the Registrar a return containing details of any alteration to the information delivered under Rule 2(a), (b), (e), (f) and (g) and Rule 3(1). 7A. Power to strike off branch on initiative of Registrar (1) If the Registrar has reasonable cause to believe that a branch has not been carrying on business or in operation, the Registrar may send to the licence holder and, if it is possible to do so, the branch, a communication inquiring whether the branch is carrying on business or in operation. (2) The communication must state that:
(a) the licence holder or, if applicable, the branch has 14 days to respond to the Registrar; and (b) if an answer is not received, a notice will be published on the Registrar's website stating that the Registrar proposes to strike off the branch from the register. (3) If, within 14 days after sending the communication, the Registrar:
(a) receives a response to the effect that the branch is not carrying on business or in operation, or (b) does not receive any response, the Registrar may publish on the Registrar's website a notice that, at the expiration of 14 days from the date of the notice, the name of the branch mentioned in it will, unless cause is shown to the contrary by representations made to the Registrar, be struck off the register.

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(4) At the expiration of 14 days from the date of the notice on the Registrar's website, the Registrar may, unless cause to the contrary is shown by representations made to the Registrar, strike the branch's name off the register. (5) The liability (if any) of every director, managing officer and member of the licence holder continues and may be enforced as if the branch's name had not been struck off the register. 7B. Duty to not destroy accounting records (1) The accounting records of a branch that has its name struck off the register shall not be destroyed for a period of 5 years from the date of strike off. (2) Failure to comply with (1) is a contravention of these Rules committed by every officer of the branch. (3) A person who commits the contravention referred to in (2) shall be liable to a fine not exceeding level 4 on the Fines Scale.
8. Specific conditions of licence - legal services
(1) This Rule sets out the conditions for an applicant to carry on the controlled activity of legal services and the ongoing requirements applicable to persons holding a licence to provide legal services. (2) The applicant must— (a) have a managing partner, or an individual of equivalent standing, operating under the applicant’s legal services licence— (i) with at least 8 years of relevant post-qualification experience, (ii) who holds a recognised professional qualification from a recognised professional body, and (iii) is a member in good standing of a recognised professional body, (b) ensure that any obligation imposed from time to time upon the applicant or its connected persons by or under any enactment (including the Regulations and these Rules), any other law applicable in the Abu Dhabi Global Market and any law applicable outside the Abu Dhabi Global Market or any rules implemented by a recognised professional body to which it is subject, are complied with, and (c) at all times put in place suitable arrangements to ensure that the applicant will comply with the obligations referred to in paragraph (2)(b). (3) The applicant, the licensed legal service provider and any of their connected persons must not be subject to any of the following events— (a) imprisonment or any other penalty in criminal proceedings,

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(b) becoming and continuing to be unable to attend to the business of the applicant or the licensed legal service provider, as applicable, orand (c) abandonment of the licensed legal service provider’s business in the Abu Dhabi Global Market. (4) A licensed legal service provider must comply with— (a) the conditions set out in Schedule 2 to these Rules, (b) the Commercial Licensing Regulations (Client Money) Rules 2025, (c) the terms of its licence and any other conditions, requirements or directions specified in writing by the Registrar from time to time, (d) any obligation imposed from time to time upon the licensed legal service provider or its connected persons by or under any enactment (including the Regulations and these Rules), any other law applicable in the Abu Dhabi Global Market and any law applicable outside the Abu Dhabi Global Market or any rules implemented by a recognised professional body to which it is subject, and (e) its policies, controls and procedures adopted to ensure compliance with such regulations, rules, requirements and directions. (5) The applicant and the licensed legal service provider must comply with any other conditions and requirements specified in writing by the Registrar from time to time.
9. Specific conditions of licence - accountancy services
(1) This Rule sets out the conditions for an applicant to carry on the controlled activity of accountancy services and the ongoing requirements applicable to persons holding a licence to provide accountancy services. (2) The applicant must— (a) be licensed or authorised by an approved accountancy regulatory body to carry on activities of the kind which the applicant intends to carry on in the Abu Dhabi Global Market, (b) at all times maintain such licence or authorisation, (c) ensure that any obligation imposed from time to time upon him or his connected persons by or under any enactment (including the Regulations and these Rules), any other law applicable in the Abu Dhabi Global Market and any law applicable outside the Abu Dhabi Global Market to which he is subject, are complied with, and (d) at all times put in place suitable arrangements to ensure that he will comply with the obligations referred to in paragraph (2)(c).

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(3) The applicant and any connected person must not be subject to any of the following events— (a) imprisonment or any other penalty in criminal proceedings, (b) becoming and continuing to be unable to attend to the business of the applicant, and (c) abandonment of his business in the Abu Dhabi Global Market. (4) The applicant must comply with any other conditions and requirements specified in writing by the Registrar from time to time.
10. Specific conditions of licence - audit services
(1) This Rule sets out the conditions for an applicant to carry on the controlled activity of audit services and the ongoing requirements applicable to persons holding a licence to provide audit services. (2) The person providing audit services must at all times comply with the Companies Regulations (Auditors) Rules 2025(A). (3) The applicant must comply with any other conditions and requirements specified in writing by the Registrar from time to time.
11. Specific conditions of licence - other economic activities: healthcare
(1) This Rule sets out the conditions for an applicant to carry on other economic activities, encompassing any one or more of the following business activities, and the ongoing requirements applicable to persons holding a licence to provide healthcare services: provision of health services, including the practice of medicine and dentistry, operation of hospitals, clinics, care homes, nursing homes and other establishments providing health or social care services, and any other business activity related to healthcare governed by any Federal Law having application in the Abu Dhabi Global Market which requires the performance of the activity to be subject to licensing, authorisation or approval. (2) The applicant must— (a) be licensed or authorised by an approved healthcare regulatory body to carry on activities of the kind which the applicant intends to carry on in the Abu Dhabi Global Market, (b) at all times maintain such licence or authorisation, (c) ensure that any obligation imposed from time to time upon him or his connected persons by or under any enactment (including the Regulations and these Rules), any other law applicable in the Abu Dhabi Global Market and any law applicable outside the Abu Dhabi Global Market to which he is subject, are complied with, and

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(d) at all times put in place suitable arrangements to ensure that he will comply with the obligations referred to in paragraph (2)(c). (3) The applicant and any connected person must not be subject to any of the following events— (a) imprisonment or any other penalty in criminal proceedings, (b) becoming and continuing to be unable to attend to the business of the applicant, and (c) abandonment of his business in the Abu Dhabi Global Market. (4) The applicant must comply with any other conditions and requirements specified in writing by the Registrar from time to time.
12. Specific conditions of licence - providing company services
(1) This Rule sets out the conditions for an applicant to carry on the controlled activity of providing company services and the ongoing requirements applicable to persons holding a licence to provide company services. (2) Unless expressly stated otherwise in Schedule 1 to these Rules, applicants for a licence to provide company services must satisfy the Registrar that they meet, or upon grant of a licence will meet, the conditions set out in Schedule 1 to these Rules. (3) Licensed company service providers must comply with— (a) the conditions set out in Schedule 1 to these Rules, (b) all regulations and rules that are applicable to it, including but not limited to— (i) chapter 2 of Part 12 of the Companies Regulations 2020, (ii) sections 18, 18A and 18B of the Foundations Regulations 2017, and (iii) the Commercial Licensing Regulations (Client Money) Rules 2025;, and (iv) Part 15 of the Companies Regulations 2020 by virtue of Companies Regulations (Amendment No. 1) 2023., (c) the terms of its licence and any other conditions, requirements or directions specified in writing by the Registrar from time to time, and (d) its policies, controls and procedures adopted to ensure compliance with such regulations, rules, requirements and directions. (4) A company service provider must promptly notify the Registrar of an appointment of a director, partner or manager, who will manage the applicant's affairs.

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(5) A company service provider may resign by– (a) giving notice in accordance with the relevant contractual obligations, or (b) in the absence of any express contractual notice provision, by giving a minimum of 30 days' notice of its intention to resign; and filing a copy of the notice in paragraph (a) or (b) with the Registrar within 14 days of its delivery. (6) Where a company service provider ceases to act as the company service provider of a body corporate incorporated or registered in Abu Dhabi Global Market (whether because the company service provider has resigned or been replaced, its licence to provide company services has been suspended or cancelled by the Registrar or otherwise), the company service provider must— (a) provide copies of all of its records related to such body corporate to the company service provider appointed by such body corporate as its company service provider (the "successor company service provider"), and (b) do all things necessary to – (i) facilitate the appointment of the successor company service provider; and (ii) enable the successor company service provider to transition into and commence discharging its duties and obligations as the company service provider of the body corporate. (7) The Registrar may require the licensed company service provider and such person (referred to in paragraph Rule 12(4) above) to provide it with such further information as the Registrar reasonably considers necessary.
13. Specific conditions of licence – single family office
(1) A single family office must have a minimum value of USD 10,000,000. (2) The means of calculating the minimum value under Rule 13(1) is by reference to the net asset value of the family.
14. Specific conditions of licence - special conditions for partnerships
(1) Where persons propose to establish a partnership governed by the laws of the Abu Dhabi Global Market; either— (a) such persons, in the case of a partnership that does not have separate legal personality; or (b) the partnership, in the case of a partnership that has separate legal personality, shall apply for a licence in the name of the partnership.

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(2) No licence may be granted to a partnership that does not have separate legal personality unless the partnership has been formed pursuant to a written partnership agreement and the agreement has been registered with the Registrar by filing an application for registration in the form specified by the Registrar at the same time as the applicant submits an application for a licence under the Regulations. The partners of a partnership that does not have separate legal personality shall be jointly liable for compliance with these Rules and any applicable conditions of licence. (3) This Rule does not apply to an applicant which is a non-ADGM body corporate who shall be subject to the Regulations and these Rules as a non-ADGM body corporate.
15. Specific conditions of licence – tax services
(1) This Rule sets out the conditions for an applicant to carry on the controlled activity of tax services and the ongoing requirements applicable to persons holding a licence to provide tax services. (2) The applicant must— (a) ensure at least half of its directors, partners, managers, or individuals of equivalent standing, operating under the applicant’s tax services licence – (i) each have a minimum of 5 years of relevant post-qualification experience, and (ii) each hold a recognised professional qualification from a recognised professional body, (b) ensure that any obligation imposed from time to time upon the applicant or its connected persons by or under any enactment (including the Regulations and these Rules), any other law applicable in the Abu Dhabi Global Market and any law applicable outside the Abu Dhabi Global Market or any rules implemented by a recognised professional body to which it is subject, are complied with, and (c) at all times put in place suitable arrangements to ensure that the applicant will comply with the obligations referred to in paragraph (2)(b). (3) The applicant, the licensed tax service provider and any of their connected persons must not be subject to any of the following events— (a) imprisonment or any other penalty in criminal proceedings, (b) becoming and continuing to be unable to attend to the business of the applicant or the licensed tax service provider, as applicable, orand (c) abandonment of the licensed tax service provider’s business in the Abu Dhabi Global Market. (4) A licensed tax service provider must comply with—

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(a) the conditions set out in Schedule 3 to these Rules, (b) the Commercial Licensing Regulations (Client Money) Rules 2025, (c) the terms of its licence and any other conditions, requirements or directions specified in writing by the Registrar from time to time, (d) any obligation imposed from time to time upon the licensed tax service provider or its connected persons by or under any enactment (including the Regulations and these Rules), any other law applicable in the Abu Dhabi Global Market and any law applicable outside the Abu Dhabi Global Market or any rules implemented by a recognised professional body to which it is subject, and (e) its policies, controls and procedures adopted to ensure compliance with such regulations, rules, requirements and directions. (5) The applicant and the licensed tax service provider must comply with any other conditions and requirements specified in writing by the Registrar from time to time.
16. Specific conditions of licence – business centres
(1) This Rule sets out the conditions for an applicant to carry on the controlled activity of business centre services and the ongoing requirements applicable to persons holding a licence to provide business centre services. (2) The applicant must— (a) ensure that any obligation imposed from time to time upon the applicant or its connected persons by or under any enactment (including the Regulations and these Rules), any other law applicable in the Abu Dhabi Global Market and any law applicable outside the Abu Dhabi Global Market, are complied with, and (b) at all times put in place suitable arrangements to ensure that the applicant will comply with the obligations referred to in paragraph (2)(a). (3) The applicant, the licensed business centre service provider and any of their connected persons must not be subject to any of the following events— (a) imprisonment or any other penalty in criminal proceedings, (b) becoming and continuing to be unable to attend to the business of the applicant or the licensed business centre service provider, as applicable, or (c) abandonment of the licensed business centre service provider’s business in the Abu Dhabi Global Market. (4) A licensed business centre service provider must comply with— (a) the conditions set out in Schedule 4 to these Rules,

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(b) the terms of its licence and any other conditions, requirements or directions specified in writing by the Registrar from time to time, (c) any obligation imposed from time to time upon the licensed business centre service provider or its connected persons by or under any enactment (including the Regulations and these Rules), any other law applicable in the Abu Dhabi Global Market and any law applicable outside the Abu Dhabi Global Market, and (d) its policies, controls and procedures adopted to ensure compliance with such regulations, rules, requirements and directions. (5) The applicant and the licensed business centre service provider must comply with any other conditions and requirements specified in writing by the Registrar from time to time.
17. 16. Prohibition on accepting or distributing cash
(1) A licence holder must not accept or distribute cash in connection with the carrying on of any of the following licensed activities:
(a) real estate agency services involving the acquisition or disposal of real property; (b) accountancy services; (c) audit services; (d) insolvency practitioner services; (e) tax services; (f) legal services; or (g) company services.; or (h) business centre services. (2) Nothing in this Rule prevents payment or transfer by:
(a) bank transfer;
(b) cheque;
(c) regulated payment instrument; or
(d) another traceable financial channel acceptable to the Registrar. (3) A licence holder that inadvertently receives cash in contravention of Rule 1617(1) will not be regarded as contravening this Rule if the licence holder:
(a) does not use, deposit, transfer or otherwise deal with the cash other than for the purposes of returning it; and

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(b) returns the cash to the person from whom it was received as soon as reasonably practicable. (4) The prohibition in this Rule does not apply where the total cash amount received or distributed in connection with a transaction does not exceed USD 3,000 (or the equivalent amount in another currency). (5) The Registrar may, on application by a licence holder, grant an exemption from this Rule in exceptional circumstances and subject to such conditions as the Registrar considers appropriate. (6) If the Registrar considers that a licensed personlicence holder has contravened the prohibition under this Rule, it may impose on the licensed personlicence holder any enforcement actions set out in Part 8 of the Administrative Regulations 2025.
18. 17. Designation of bodies
The Registrar may specify a body as an approved accountancy regulatory body, an approved healthcare regulatory body, an approved tax regulatory body or an approved legal regulatory body generally or on a case-by-case basis or both.
19. 18. Commercial Licensing Regulations (Conditions of Licence and Branch
Registration) Rules 2026(A)
The Commercial Licensing Regulations (Conditions of Licence and Branch Registration) Rules 2026(A) are repealed.

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SCHEDULE 1
Conditions of Licence – Company service providers Condition 1 – Fit and Proper Person

1. The applicant, or licensed company service provider, as applicable, is a body corporate
   and is a fit and proper person to hold a licence as a company service provider and every person who is, or is to be, a director, partner or manager of the applicant or licensed company service provider, as applicable, is a fit and proper person to hold that position.
2. In determining whether an applicant, or licensed company service provider, as
   applicable, is a fit and proper person to hold a licence as a company service provider, regard shall be had to– (a) the nature, scale and complexity of the activities of the applicant, or licensed company service provider, as applicable, and any associated risks that those activities pose to the Abu Dhabi Global Market; (b) whether the applicant's, or licensed company service provider’s, as applicable, business model will allow for its affairs and business to be conducted and managed in a sound and prudent manner, having regard in particular to the interests of consumers and the integrity of the Abu Dhabi Global Market; (c) whether the person who is, or is to be, a director, partner or manager of the applicant, or licensed company service provider, as applicable, is a fit and proper person to hold that position; (d) any matter which may harm or may have harmed the integrity or the reputation of the Registrar or the Abu Dhabi Global Market; (e) compliance with the Conditions set out in this Schedule 1; and (f) any other relevant matters, as determined by the Registrar in its sole discretion from time to time.
3. In determining whether an individual is a fit and proper person to hold a particular
   position with respect to the applicant or licensed company service provider, as applicable, regard shall be had to– (a) their probity, competence, experience and soundness of judgement for fulfilling the responsibilities of that position; (b) the diligence with which they are fulfilling or likely to fulfil those responsibilities; (c) whether the interests of clients of the applicant or licensed company service provider, as applicable, are, or are likely to be, in any way threatened by them holding that position; (d) in the case of those who will manage the applicant or licensed company service provider’s affairs, as applicable, their skills, experience, educational and professional qualifications, membership of professional or other relevant bodies and any evidence of their continuing professional education or development;

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(e) their knowledge and understanding of the legal and professional obligations to be assumed or undertaken; and (f) their record of compliance with legal obligations, with any professional obligations or with policies and procedures applicable to them. Condition 2 – Policies, Procedures and Controls

1. The applicant, or licensed company service provider, as applicable, must establish and
   maintain compliance arrangements including policies, controls, processes and procedures that ensure and evidence, as far as reasonably practicable, compliance with all regulations, rules, guidance and instructions applicable to it.
2. The applicant, or licensed company service provider, as applicable, must have in place
   training to communicate those policies, controls and procedures, and any changes to them, to the licensed company service provider’s employees.
3. The policies, controls and procedures must include–
   (a) risk management;
   (b) anti-money laundering, including customer due diligence; (c) the handling and segregation of client funds and assets; (d) complaints handling; (e) conflicts of interest management; (f) record keeping; and (g) the monitoring and management of compliance with, and the internal communication of, such policies, controls and procedures.
4. A licensed company service provider must distinguish between the fees payable:
   (a) to the Registrar; and
   (b) to the licensed company service provider for its services, in all forms of communication, including the issuing of invoices, relating to any services offered or conducted by the licensed company service provider. Condition 3 – Appropriate Insurance Cover
5. An applicant must, either before or promptly upon the grant of a licence will, obtain and
   maintain professional indemnity insurance, appropriate to the nature and size of the licensed company service provider’s business, that includes cover for:
   (a) any and all liabilities resulting from any negligent act, error or omission of the licensed company service provider, and any person employed by it or otherwise acting on its behalf (including any service provider or consultant engaged by the licensed company service provider in connection with the provision of company services);

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(b) any and all liabilities to any third party resulting from any dishonest, fraudulent, criminal or malicious act, error or omission of or by any person employed by the licensed company service provider, and any person employed by it or otherwise acting on its behalf (including any service provider or consultant engaged by the licensed company service provider in connection with the provision of company services) including cover for any settlement, damages, award, costs or expenses payable to such third party; (c) loss of, and damage to, documents and records belonging to the licensed company service provider or which are in the care, custody or control of the licensed company service provider or for which the licensed company service provider is responsible, including liability, costs and expenses incurred in replacing, restoring or reconstructing such documents or records, and consequential loss resulting from the loss or damage to such documents or records; (d) the United Arab Emirates and any other territory from, in or to which the licensed company service provider is providing company services; (e) any and all liabilities resulting from any breach of these Rules and/or other applicable rules, regulations or legislation from time to time; (f) all past and present, directors, officers, managers, partners and employees; (g) all claims that are first made against the insured during the period of insurance regardless of when the negligent act occurred; (h) a minimum ‘run off’ period of 12 months; and (i) cover for all legal and professional costs relating to any claim made against the licensed company service provider or any person employed by it or otherwise acting on its behalf, until such time as the relevant conduct is admitted by that person or established by admission or a final adverse judgment or determination.
2. The minimum professional indemnity insurance cover to be obtained, and maintained,
by the applicant or licensed company service provider shall be:
(a) in respect of any single claim, USD 1,000,000; and (b) in aggregate in any one year, USD 1,500,000; and (c) in respect of any legal or other professional services costs incurred by the licensed company service provider in connection with any single claim or in aggregate in any one year, not less than 20% of the relevant amounts referred to in paragraphs (a) and (b) above.
3. The applicant, or licensed company service provider, as applicable, will, upon request
by the Registrar, provide to the Registrar a copy of its professional indemnity insurance policy, or such other evidence as the Registrar may require. Condition 4 – Prudent Business Operation, Resources and Staff Certification

1. The licensed company service provider must conduct its business in a prudent manner.

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2. The applicant, or licensed company service provider, as applicable, must maintain and
be able to demonstrate the existence of resources to conduct and manage its affairs in a proficient manner. These include proficient financial and system resources as well as proficient and competent human resources.
3. The applicant, or licensed company service provider, as applicable, shall ensure that
each member of staff (either employees of the licensed company service provider or otherwise) involved in dealing directly or indirectly with the:
(a) Registrar in relation to the provision of company services; and (b) licensed company service provider’s clients in relation to the provision of company services, (in each case, including preparing or filing any application or relevant supporting document, client onboarding, anti-money laundering or other company services) completes the mandatory annual certification requirements, as prescribed by the Registrar from time to time.
4. The certification requirements shall include: the completion of annual training courses
(either online or in-person) by an approved service provider, relating to:
(a) in the case of any member of staff noted in paragraph 3 of this Condition 4, who is not a member of a recognised professional body, the completion of annual training courses (either online or in person) by an approved service provider, relating to:
(i) use of the Registrar’s online registry solution; (ii) preparation of all relevant supporting documents required for submission during the application process and completion of applications; (iii) ethics and compliance; (iv) applicable laws and regulations; and (v) anti-money laundering and know your customer training. (b) in the case of any member of staff noted in paragraph 3 of this Condition 4, who is a member of a recognised professional body, the completion of annual training courses (either online or in person) by an approved service provider, relating to:
(i) use of the Registrar’s online registry solution; and (ii) preparation of all relevant supporting documents required for submission during the application process and completion of applications.
5. All training set out in paragraph 4 of this Condition 4 must be completed:
(a) in the case of new applicants, prior to the grant of the licence; and

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(b) in the case of existing holders of a licence to carry out the controlled activity of providing company services prior to 30 January 2023, on or before 2 October 2023.
6. Where the Registrar requests information from the applicant, or licensed company
service provider, as applicable, regarding:
(a) the applicant, or licensed company service provider, as applicable; or (b) any of the applicant’s, or licensed company service provider’s, clients, as applicable, the applicant, or licensed company service provider, as applicable, must ensure that it or any member of its staff referred to in paragraph 3 of this Condition 4 responds to such request for information, to the satisfaction of the Registrar, within 5 days after the request is made.
7. Where the applicant, or licensed company service provider, as applicable, is unable to
provide the requested information under paragraph 6 of this Condition 4 within 5 days after the request is made, the applicant, or licensed company service provider, as applicable, must notify the Registrar of such circumstances hindering its ability to comply with the request and seek the Registrar’s approval for an extension of time.
8. Subject to paragraphs 6 and 7 of this Condition 4, if the request for information relates
to an application or filing submitted by the applicant, or licensed company service provider, as applicable, and:
(a) the request for information is not complied with within the timeframe stipulated in paragraph 6 or within the extended timeframe approved by the Registrar; or (b) the request for information is complied with but is not to the satisfaction of the Registrar, the application or filing to which the request for information relates must be withdrawn by the applicant, or licensed company service provider, as applicable, within 10 days following the expiry of the timeframe stipulated in paragraph 6 of this Condition 4 or its approved extension.
9. If an application or filing is not withdrawn in accordance with paragraph 8 of this
Condition 4, the application or filing to which the request for information relates will be deemed to have been withdrawn by the applicant, or licensed company service provider, as applicable, and the Registrar may withdraw it on its initiative. Condition 5 – Staffing in the Abu Dhabi Global Market

1. Subject to paragraph 4 of this Condition 5, the licensed company service provider’s
   registered office in Abu Dhabi Global Market will be open during ordinary business hours in the Abu Dhabi Global Market.
2. The licensed company service provider will ensure that during ordinary business hours,
   at least one member of staff referred to in paragraph 3 of Condition 4 of this Schedule 1, will be generally physically present in the licensed company service provider’s

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registered office (allowing for reasonable temporary absence from the office during ordinary business hours for meetings or other engagements) unless otherwise prohibited by:
(a) the laws of the Emirate of Abu Dhabi to the extent and as applicable in Abu Dhabi Global Market; (b) the rules and regulations of Abu Dhabi Global Market; (c) an order of a court of competent jurisdiction; or (d) the direction of the Registrar.
3. Paragraph 1 of this Condition 5 will not apply to the extent that any registered office is
required to close for:
(a) routine maintenance; or
(b) health and safety requirements.
4. If for any reason the licensed company service provider’s office will be closed for any
period exceeding, in aggregate, ten business days in any three-month period (other than the office being closed in observance of a public holiday or other direction for closure as declared by the Abu Dhabi Global Market), the licensed company service provider will provide written notification to the Registrar of such closure. Any notification to the Registrar under this paragraph 4 of Condition 5 must contain reasonable justification, to the satisfaction of the Registrar, of such closure. Condition 6 – Anti-Money Laundering Officers

1. Subject to paragraph 2 of this Condition 6, the applicant, or licensed company service
   provider, as applicable, must have a money laundering reporting officer (with the general qualifications required for a person to act as an MLRO in the Abu Dhabi Global Market) (“MLRO”) who shall be:
   (a) a full-time employee of:
   (i) the licensed company service provider; or (ii) unless otherwise determined by the Registrar, any other member of the licensed company service provider’s group; and (b) at all times, independent from any other statutory role of the licensed company service provider.
2. An applicant, or licensed company service provider, as applicable, may outsource the
   MLRO function, provided that such outsourced function is provided by an MLRO service provider on a full-time basis.
3. For the purpose of this Condition 6 and Condition 7 below, “group” shall mean an
   undertaking (as defined in the Companies Regulations) (the “first undertaking”) together with:

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(a) any parent undertaking (as defined in the Companies Regulations) of the first undertaking; (b) any subsidiary or subsidiary undertaking (as defined in the Companies Regulations) of the first undertaking; and (c) any direct or indirect subsidiary of any parent undertaking (as defined in the Companies Regulations) of the first undertaking. Condition 7 – Compliance Officer

1. Subject to paragraph 2 of this Condition 7, the applicant, or licensed company service
   provider, as applicable, must have a compliance officer (with the general qualifications required for a person to act as a compliance officer in the Abu Dhabi Global Market) who shall be:
   (a) a full-time employee of:
   (i) the licensed company service provider; or (ii) unless otherwise determined by the Registrar, any other member of the licensed company service provider’s group; and (b) at all times, independent from any other statutory role of the licensed company service provider.
2. An applicant, or licensed company service provider, as applicable, may outsource the
   compliance officer function, provided that such outsourced function is provided by a compliance officer service provider on a full-time basis.
3. The same individual or entity may serve as both the MLRO and the compliance officer
   of a licensed company service provider, provided that such person or entity has the knowledge, experience and capability to effectively fulfil the responsibilities of an MLRO and a compliance officer as prescribed in these rules. Condition 8 – Minimum Regulatory Capital
4. The applicant shall demonstrate, or the licensed company service provider shall have,
   as applicable, and at all times maintain a minimum regulatory capital of USD 50,000, in immediately available funds, which may be applied towards payment of fines and/or fees due and payable to the Registrar or towards satisfaction of any claims by the licensed company service provider’s clients, in each case to the extent that the licensed company service provider does not have other funds to satisfy such fines, fees and/or claims.
5. If the licensed company service provider’s minimum regulatory capital is reduced as a
   result of the application of the funds in accordance with paragraph 1 of this Condition 8 above or otherwise, the licensed company service provider shall immediately, and in any event within 7 business days, contribute funds to satisfy the minimum regulatory capital prescribed in paragraph 1 of this Condition 8. Condition 9 – Annual Company Service Provider Return

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1. Each licensed company service provider must provide to the Registrar, in such form
   as the Registrar may require, an annual company service provider Return (“Annual CSP Return”) no later than the end of April each year. The Annual CSP Return must cover the period from 1 January to 31 December (inclusive) of the preceding year and must include:
   (a) Clients – details of all current licensed personslicence holders for whom the licensed company service provider has been appointed as a company service provider as at 31 December; (b) Services – details of the services offered by the licensed company service provider, including a copy of the licensed company service provider’s fee
   schedule;
   (c) Management – details of current directors, partners and management, and any changes in management during the 12 months period covered by the Annual CSP Return; (d) Employees – details of the individuals employed or engaged by the licensed company service provider and the location of such individuals; (e) Complaints – a copy of the licensed company service provider’s complaints register for the 12 months period covered by the Annual CSP Return; (f) Training – a confirmation that all relevant staff members have completed with all training required by Condition 4 and if any of the relevant staff members are members of a recognised professional body, evidence of such membership; (g) confirmation that, to the best of its information, knowledge and belief and save as may be disclosed in such Annual CSP Return, the licensed company service provider and each of its members of staff have complied with all applicable requirements of these Rules; and (h) any other information as the Registrar specifies in any guidance issued to licensed company service providers or otherwise notified to licensed company service providers as required to be included in the Annual CSP Return. Condition 10 – Principles
2. The licensed company service provider shall at all times comply with the following
   principles:
   (a) Integrity – a licensed company service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) always:
   (i) be straightforward and honest in all professional and business relationships; (ii) behave with integrity and fairness in all their dealings; (iii) maintain high standards of ethical behaviour and professional practice;

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(iv) to the extent applicable, act in a manner appropriate to the licensed company service provider’s position as company services provider in accordance with any fiduciary or other duties that they may be under; and (v) take care to avoid any behaviour or actions that might reasonably be expected to risk bringing discredit to themselves or their profession. (b) Due skill, care and diligence – a licensed company service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) always:
(i) not allow conflict of interest or undue influence of others to override professional and business judgments reached when carrying out (or assisting with) any company services provider activities; (ii) only undertake work that they are competent and qualified to perform; (iii) ensure that all work is performed diligently, competently and in accordance with all relevant technical and professional standards; and (iv) ensure that they behave and act in a way that is fully compliant with all applicable or relevant laws and regulations. (c) Confidentiality – a licensed company service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) respect the confidentiality of information acquired as a result of professional and business relationships and not disclose any such information to third parties without proper and specific authority, unless there is a legal or professional right or duty to disclose, nor must they use this information for their personal advantage or the personal advantage of any third party. (d) Transparency – a licensed company service provider has a professional duty, upon request or when necessary in the context of the provision of its services, to report openly to its clients and the Registrar and should always report as comprehensively as possible given the circumstances of the case, in a way that is transparent and understandable. (e) Conflict of Interest – a licensed company service provider must not perform, nor must a licensed company service provider accept, any appointment or engagement with respect to any company services if there exists, or may reasonably be perceived to exist, any interest that is likely to conflict with, or prevent the licensed company service provider from providing company services provider activities in the best interests of its clients in accordance with the requirements of these Rules and all other applicable legal requirements. (f) Relations with the Registrar – a licensed company service provider must deal with the Registrar in an open and co-operative manner and must promptly disclose to the Registrar any information which the Registrar requires or which the Registrar would otherwise reasonably expect to be notified.

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SCHEDULE 2
Conditions of Licence – Legal service providers Condition 1 – Appropriate Insurance Cover

1. An applicant must, either before or promptly upon the grant of a licence, obtain and
   maintain professional indemnity insurance, appropriate to the nature and size of the licensed legal service provider’s business, that includes cover for:
   (a) any and all liabilities resulting from any negligent act, error or omission of the licensed legal service provider, and any person employed by it or otherwise acting on its behalf (including any service provider or consultant engaged by the licensed legal service provider in connection with the provision of legal services); (b) any and all liabilities to any third party resulting from any dishonest, fraudulent, criminal or malicious act, error or omission of or by any person employed by the licensed legal service provider, and any person employed by it or otherwise acting on its behalf (including any service provider or consultant engaged by the licensed legal service provider in connection with the provision of legal services) including cover for any settlement, damages, award, costs or expenses payable to such third party; (c) loss of, and damage to, documents and records belonging to the licensed legal service provider or which are in the care, custody or control of the licensed legal service provider or for which the licensed legal service provider is responsible, including liability, costs and expenses incurred in replacing, restoring or reconstructing such documents or records, and consequential loss resulting from the loss or damage to such documents or records; (d) the United Arab Emirates and any other territory from, in or to which the licensed legal service provider is providing legal services; (e) any and all liabilities resulting from any breach of these Rules and/or other applicable rules, regulations or legislation from time to time; (f) all past and present, directors, officers, managers, partners and employees; (g) all claims that are first made against the insured during the period of insurance regardless of when the negligent act occurred; (h) a minimum ‘run off’ period of 12 months; and (i) cover for all legal and professional costs relating to any claim made against the licensed legal service provider or any person employed by it or otherwise acting on its behalf, until such time as the relevant conduct is admitted by that person or established by admission or a final adverse judgment or determination.
2. The minimum professional indemnity insurance cover to be obtained, and maintained,
   by the applicant or licensed legal service provider shall be, in respect of any single claim, USD 1,000,000.

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3. The applicant or licensed legal service provider, as applicable, will, upon request by the
Registrar, provide to the Registrar a copy of its professional indemnity insurance policy, or such other evidence as the Registrar may require.
4. Condition 1 shall come into effect:
(a) for existing licensed legal service providers, 6 months from the date of publication of these Rules; and (b) for new applications for the controlled activity of legal services, on the date of publication of these Rules. Condition 2 – Prudent Business Operation, Resources and Staff Qualifications

1. The licensed legal service provider must conduct its business in a prudent manner.
2. The applicant, or licensed legal service provider, as applicable, must maintain and be
   able to demonstrate the existence of resources to conduct and manage its affairs in a proficient manner. These include proficient financial and system resources as well as proficient and competent human resources.
3. The applicant, or licensed legal service provider, as applicable, shall ensure that each
   member of staff that provides legal services:
   (a) holds a recognised professional qualification; and (b) is a member in good standing of a recognised professional body.
4. The licensed legal service provider must occupy an office in the Abu Dhabi Global
   Market and must sponsor, or obtain an Abu Dhabi Global Market work permit for, no less than 1 full-time employee who holds a recognised professional qualification and is a member in good standing of a recognised professional body in the registered office.
5. The licensed legal service provider’s registered office in Abu Dhabi Global Market shall
   be open during ordinary business hours in the Abu Dhabi Global Market.
6. The licensed legal service provider will ensure that during ordinary business hours, at
   least one member of staff referred to in paragraph 3 of this Condition 2 will be generally physically present in the licensed legal service provider’s registered office (allowing for reasonable temporary absence from the office during ordinary business hours for meetings or other engagements) unless otherwise prohibited by:
   (a) the laws of the Emirate of Abu Dhabi to the extent and as applicable in Abu Dhabi Global Market; (b) the rules and regulations of Abu Dhabi Global Market; (c) an order of a court of competent jurisdiction; or (d) the direction of the Registrar.

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7. Paragraph 5 of this Condition 2 will not apply to the extent that any registered office is
required to close for:
(a) routine maintenance; or
(b) health and safety requirements.
8. Condition 2 shall come into effect:
(a) for existing licensed legal service providers, 6 months from the date of publication of these Rules; and (b) for new applications for the controlled activity of legal services, on the date of publication of these Rules. Condition 3 – Annual Legal Services Provider Return

1. Effective from 1 January 2027, each licensed legal service provider must provide to
   the Registrar, in such form as the Registrar may require, an annual legal services provider return (“Annual LSP Return”) no later than the end of April each year. The Annual LSP Return must cover the period from 1 January to 31 December (inclusive) of the preceding year and must include:
   (a) Clients – number of clients the legal service provider has provided legal services to as at 31 December; (b) Services – details of the type and nature of legal services offered by the licensed legal service provider; (c) Employees – details of the individuals employed or engaged by the licensed legal service provider, including the location of such individuals and evidence of the recognised professional qualifications and membership in a recognised professional body of the staff providing legal services; (d) confirmation that, to the best of its information, knowledge and belief and save as may be disclosed in such Annual LSP Return, the licensed legal service provider and each of its members of staff have complied with all applicable requirements of these Rules; and (e) any other information as the Registrar specifies in any guidance issued to licensed legal service providers or otherwise notified to licensed legal service providers as required to be included in the Annual LSP Return. Condition 4 – Principles
2. With effect from the publication of these Rules, licensed legal service providers shall
   at all times comply with the following principles:
   (a) Integrity – a licensed legal service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) always:

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(i) be straightforward and honest in all professional and business relationships; (ii) behave with integrity and fairness in all their dealings; (iii) maintain high standards of ethical behaviour and professional practice; (iv) to the extent applicable, act in a manner appropriate to the licensed legal service provider’s position as legal service provider in accordance with any fiduciary or other duties that they may be under; and (v) take care to avoid any behaviour or actions that might reasonably be expected to risk bringing discredit to themselves or their profession. (b) Due skill, care and diligence – a licensed legal service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) always:
(i) not allow conflict of interest or undue influence of others to override professional and business judgments reached when carrying out (or assisting with) any legal services activities; (ii) only undertake work that they are competent and qualified to perform; (iii) ensure that all work is performed diligently, competently and in accordance with all relevant technical and professional standards; and (iv) ensure that they behave and act in a way that is fully compliant with all applicable or relevant laws and regulations. (c) Confidentiality – a licensed legal service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) respect the confidentiality of information acquired as a result of professional and business relationships and not disclose any such information to third parties without proper and specific authority, unless there is a legal or professional right or duty to disclose, nor must they use this information for their personal advantage or the personal advantage of any third party. (d) Transparency – a licensed legal service provider has a professional duty, upon request or when necessary in the context of the provision of its services, to report openly to its clients and the Registrar and should always report as comprehensively as possible given the circumstances of the case, in a way that is transparent and understandable. (e) Conflict of Interest – a licensed legal service provider must not perform, nor must a licensed legal service provider accept, any appointment or engagement with respect to any legal services if there exists, or may reasonably be perceived to exist, any interest that is likely to conflict with, or prevent the licensed legal service provider from providing legal services in the best interests of its clients in accordance with the requirements of these Rules and all other applicable legal requirements.

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(f) Relations with the Registrar – a licensed legal service provider must deal with the Registrar in an open and co-operative manner and must promptly disclose to the Registrar any information which the Registrar requires or which the Registrar would otherwise reasonably expect to be notified.

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SCHEDULE 3
Conditions of Licence – Tax service providers Condition 1 – Appropriate Insurance Cover

1. An applicant must, either before or promptly upon the grant of a licence, obtain and
   maintain professional indemnity insurance, appropriate to the nature and size of the licensed tax service provider’s business, that includes cover for:
   (a) any and all liabilities resulting from any negligent act, error or omission of the licensed tax service provider, and any person employed by it or otherwise acting on its behalf (including any service provider or consultant engaged by the licensed tax service provider in connection with the provision of tax services); (b) any and all liabilities to any third party resulting from any dishonest, fraudulent, criminal or malicious act, error or omission of or by any person employed by the licensed tax service provider, and any person employed by it or otherwise acting on its behalf (including any service provider or consultant engaged by the licensed tax service provider in connection with the provision of tax services) including cover for any settlement, damages, award, costs or expenses payable to such third party; (c) loss of, and damage to, documents and records belonging to the licensed tax service provider or which are in the care, custody or control of the licensed tax service provider or for which the licensed tax service provider is responsible, including liability, costs and expenses incurred in replacing, restoring or reconstructing such documents or records, and consequential loss resulting from the loss or damage to such documents or records; (d) the United Arab Emirates and any other territory from, in or to which the licensed tax service provider is providing tax services; (e) any and all liabilities resulting from any breach of these Rules and/or other applicable rules, regulations or legislation from time to time; (f) all past and present, directors, officers, managers, partners and employees; (g) all claims that are first made against the insured during the period of insurance regardless of when the negligent act occurred; (h) a minimum ‘run off’ period of 12 months; and (i) cover for all legal and professional costs relating to any claim made against the licensed tax service provider or any person employed by it or otherwise acting on its behalf, until such time as the relevant conduct is admitted by that person or established by admission or a final adverse judgment or determination.
2. The minimum professional indemnity insurance cover to be obtained, and maintained,
   by the applicant or licensed tax service provider shall be, in respect of any single claim, USD 1,000,000.

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3. The applicant or licensed tax service provider, as applicable, will, upon request by the
Registrar, provide to the Registrar a copy of its professional indemnity insurance policy, or such other evidence as the Registrar may require.
4. Condition 1 shall come into effect:
(a) for existing licensed tax consultancies, 6 months from the date of publication of these Rules; and (b) for new applications for the controlled activity of tax services, on the date of publication of these Rules. Condition 2 – Principles

1. With effect from the publication of these Rules, licensed tax service providers shall at
   all times comply with the following principles:
   (a) Integrity – a licensed tax service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) always:
   (i) be straightforward and honest in all professional and business relationships; (ii) behave with integrity and fairness in all their dealings; (iii) maintain high standards of ethical behaviour and professional practice; (iv) to the extent applicable, act in a manner appropriate to the licensed tax service provider’s position as tax service provider in accordance with any fiduciary or other duties that they may be under; and (v) take care to avoid any behaviour or actions that might reasonably be expected to risk bringing discredit to themselves or their profession. (b) Due skill, care and diligence – a licensed tax service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) always:
   (i) not allow conflict of interest or undue influence of others to override professional and business judgments reached when carrying out (or assisting with) any tax services activities; (ii) only undertake work that they are competent and qualified to perform; (iii) ensure that all work is performed diligently, competently and in accordance with all relevant technical and professional standards; and (iv) ensure that they behave and act in a way that is fully compliant with all applicable or relevant laws and regulations. (c) Confidentiality – a licensed tax service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) respect the

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confidentiality of information acquired as a result of professional and business relationships and not disclose any such information to third parties without proper and specific authority, unless there is a legal or professional right or duty to disclose, nor must they use this information for their personal advantage or the personal advantage of any third party. (d) Transparency – a licensed tax service provider has a professional duty, upon request or when necessary in the context of the provision of its services, to report openly to its clients and the Registrar and should always report as comprehensively as possible given the circumstances of the case, in a way that is transparent and understandable. (e) Conflict of Interest – a licensed tax service provider must not perform, nor must a licensed tax service provider accept, any appointment or engagement with respect to any tax services if there exists, or may reasonably be perceived to exist, any interest that is likely to conflict with, or prevent the licensed tax service provider from providing tax services in the best interests of its clients in accordance with the requirements of these Rules and all other applicable legal requirements. (f) Relations with the Registrar – a licensed tax service provider must deal with the Registrar in an open and co-operative manner and must promptly disclose to the Registrar any information which the Registrar requires or which the Registrar would otherwise reasonably expect to be notified.

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SCHEDULE 4
Conditions of Licence – Business centres
Condition 1 – Appropriate Insurance Cover

1. An applicant must, either before or promptly upon the grant of a licence, obtain and
   maintain public liability insurance, appropriate to the nature, size and occupancy of the licensed business centre service provider’s business, that includes cover for:
   (a) liability for death, bodily injury, illness or disease suffered by any person, other than an employee of the licensed business centre service provider, arising out of or in connection with the operation, occupation or use of the licensed business centre service provider’s premises; (b) liability for loss of, or damage to, property belonging to any client, visitor, contractor or other third party arising out of or in connection with the operation, occupation or use of the licensed business centre service provider’s premises; (c) liability arising from any common areas, facilities, equipment, fixtures or services made available by the licensed business centre service provider to clients, visitors, contractors or other third parties; (d) liability arising from any act or omission of the licensed business centre service provider, or any person employed by it or otherwise acting on its behalf, in connection with the management, operation or use of the licensed business centre service provider’s premises; (e) the United Arab Emirates and any other territory from, in or to which the licensed business centre service provider provides business centre services; and (f) all legal and professional costs relating to any claim made against the licensed business centre service provider or any person employed by it or otherwise acting on its behalf, until such time as the relevant conduct is admitted by that person or established by admission or a final adverse judgment or determination.
2. The minimum public liability insurance cover to be obtained, and maintained, by the
   applicant or licensed business centre service provider shall be, in respect of any single claim, USD 1,000,000.
3. The applicant or licensed business centre service provider, as applicable, will, upon
   request by the Registrar, provide to the Registrar a copy of its public liability insurance policy, or such other evidence as the Registrar may require.
4. Condition 1 shall come into effect:
   (a) for existing licensed business centres, 6 months from the date of publication of these Rules; and (b) for new applications for the controlled activity of providing business centre services, on the date of publication of these Rules.

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Condition 2 – Operational Requirements

1. The licensed business centre service provider must ensure that any agreement with a
   client does not have a term which extends beyond the term of the licensed business centre service provider’s right to occupy the premises from which the business centre services are provided.
2. The licensed business centre service provider must ensure that all pricing, packages
   and exclusions applicable to its services are recorded in writing and disclosed to prospective clients before the client enters into any written agreement with the licensed business centre service provider.
3. A licensed business centre service provider must notify the Registrar as soon as
   reasonably practicable and in any event no later than 5 business days after becoming aware of any material event affecting, or reasonably likely to affect, its ability to continue operating as a business centre, including any:
   (a) non-renewal or proposed non-renewal of its headlease; (b) restructuring; (c) loss of premises; or (d) other event affecting its right to occupy or provide business centre services from its premises.
4. A licensed business centre service provider must establish and maintain a wind-down
   and contingency plan which addresses, at a minimum:
   (a) communications with clients;
   (b) key transition milestones; and
   (c) practical support to be provided to clients who are required to change their premises or registered office as a result of the licensed business centre service provider ceasing, or being unable, to provide business centre services.
5. A licensed business centre service provider must provide a copy of the wind-down and
   contingency plan to the Registrar upon request and must notify the Registrar of any material change to that plan, and in any event within 10 business days after such change is made.
6. Condition 2 shall come into effect:
   (a) for existing licensed business centres, 6 months from the date of publication of these Rules; and (b) for new applications for the controlled activity of providing business centre services, on the date of publication of these Rules.

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Condition 3 – Minimum Regulatory Capital

1. The applicant shall demonstrate, or the licensed business centre service provider shall
   have, as applicable, and at all times maintain a minimum regulatory capital of USD 50,000, in immediately available funds, which may be applied towards payment of fines and/or fees due and payable to the Registrar or towards satisfaction of any claims by the licensed business centre service provider’s clients, in each case to the extent that the licensed business centre service provider does not have other funds to satisfy such fines, fees and/or claims.
2. If the licensed business centre service provider’s minimum regulatory capital is reduced
   as a result of the application of the funds in accordance with paragraph 1 of this Condition 3 above or otherwise, the licensed business centre service provider shall immediately, and in any event within 7 business days, contribute funds to satisfy the minimum regulatory capital prescribed in paragraph 1 of this Condition 3.
3. Condition 3 shall come into effect:
   (a) for existing licensed business centres, 6 months from the date of publication of these Rules; and (b) for new applications for the controlled activity of providing business centre services, on the date of publication of these Rules. Condition 4 – Principles
4. With effect from the publication of these Rules, licensed business centre service
   providers shall at all times comply with the following principles:
   (a) Integrity – a licensed business centre service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) always:
   (i) be straightforward and honest in all professional and business relationships; (ii) behave with integrity and fairness in all their dealings; and (iii) maintain high standards of ethical behaviour. (b) Due skill, care and diligence – a licensed business centre service provider will (and will ensure that each person employed by it or otherwise acting on its behalf will) always:
   (i) not allow conflict of interest or undue influence of others to override professional and business judgments reached when carrying out (or assisting with) any business centre services; (ii) only undertake work that they are competent and qualified to perform; (iii) ensure that all work is performed diligently and competently; and

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(iv) ensure that they behave and act in a way that is fully compliant with all applicable or relevant laws and regulations. (c) Transparency – a licensed business centre service provider has a professional duty, upon request or when necessary in the context of the provision of its services, to report openly to its clients and the Registrar and should always report as comprehensively as possible given the circumstances of the case, in a way that is transparent and understandable. (d) Relations with the Registrar – a licensed business centre service provider must deal with the Registrar in an open and co-operative manner and must promptly disclose to the Registrar any information which the Registrar requires or which the Registrar would otherwise reasonably expect to be notified.

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COMMERCIAL LICENSING REGULATIONS (FEES) RULES 20252026 Date of Publication: 1 January 2025[●] 2026 The Board of Directors of the Abu Dhabi Global Market, in exercise of the powers conferred by section 1614(8) of the Commercial Licensing Regulations 20152025, hereby makes the following rules:

1. Citation, commencement and interpretation
   (1) These Rules may be cited as the Commercial Licensing Regulations (Fees) Rules 20252026. (2) In these Rules:
   "business activity" has the meaning given to it in the Commercial Licensing Regulations (Controlled Activities) Rules 2024; "Category A" refers to any applicant for a licence to carry on the controlled activity of financial services; "Category B" refers to any applicant (other than a Category C applicant) for a licence to carry on any controlled activity of non-financial services; "Category C" refers to any applicant for a licence to carry on the controlled activity of other economic activities where the applicant intends only to carry on the activity of retail business; "company service provider" is a person licensed pursuant to the Commercial Licensing Regulations 20152025 to carry out the controlled activity of providing company services, as defined in Rule 7 of the Commercial Licensing Regulations (Controlled Activities) Rules 2024; “Controlled Activities Rules” means the Commercial Licensing Regulations (Controlled Activities) Rules 2026(A); "financial services" means the controlled activity specified in Rule 3 of the Commercial Licensing Regulations (Controlled Activities) Rules 2024; "other economic activities" means the controlled activity specified in Rule 911 of the Commercial Licensing Regulations (Controlled Activities) Rules 2024; and "Regulations" means the Commercial Licensing Regulations 20152025. (3) Terms used in these Rules which are defined in the Regulations shall have the meanings given to them in the Regulations. (4) These Rules come into force on the date of their publication.
2. Fees
   The fees set out in Schedule 1 to these Rules shall apply to applications under the Regulations.
3. Commercial Licensing Regulations (Fees) Rules 20242025

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The Commercial Licensing Regulations (Fees) Rules 2024 (published on 29 November 2024)2025 are repealed.
SCHEDULE 1
FEES
Table 1 - Licence Issuance
Business Activity Categories Fees (USD)
Matter in relation to which fee is payable A B C Commercial Licence fee 200 Application for licence to carry on one or more controlled activities – excluding in respect of activities listed separately in this
Table 1
16,000 4,800 1,800
Application for licence to carry on the business activity of Special Purpose Vehicle n/a 900 n/a Application for licence to carry on the business activity of providing company service n/a 6,800 n/a Application for licence to carry on the business activity of distributed ledger technology (DLT) foundations n/a 14,000 n/a Application for licence and to carry on the business activity of Open / Closed Ended Investment Company n/a 900 n/a Application for licence to carry on the business activity of Effecting a Contract of Insurance 900 n/a n/a Application for licence and to carry on the business activity of Investment Partnership or General Partner to an Investment Partnership n/a 900 n/a Application for licence to carry on the business activities of Professional Membership Organization n/a 900 n/a Application for licence to carry on the incentivised business activity of Innovation - Tech Start Up n/a 1,500 n/a

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Application for license to carry on the incentivised business activity of Venture Capital Fund Manager 1,500 n/a n/a Application for license to carry on the business activity of Social Enterprises n/a 700 n/a
Table 2 – Annual Licence Renewal
Business Activity Categories Fees (USD)
Matter in relation to which fee is payable A B C Commercial licence fee 200 Application for renewal of license – excluding in respect of activities listed separately in this Table 2 16,000 4,800 1,800 Application for renewal of license for the business activity of Special Purpose Vehicle n/a 900 n/a Application for renewal of licence to carry on the business activity of providing company service n/a 6,800 n/a Application for renewal of licence to carry on the business activity of distributed ledger technology (DLT) foundations n/a 14,000 n/a Application for renewal of license for the business activity of Open / Closed Ended Investment Company n/a 900 n/a Application for renewal of license for the business activity of Effecting a Contract of Insurance as Principal 900 n/a n/a Application for renewal of license the business activity of Investment Partnership or General Partner to an Investment Partnership n/a 900 n/a Application for renewal of license for the business activities of Professional Membership Organization n/a 900 n/a Application for renewal of licence to carry on the incentivised business activity of Innovation - Tech Start Up* n/a 1,500 n/a

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Application for renewal of license to carry on the incentivised business activity of Venture Capital Fund Manager* 1,500 n/a n/a Application for renewal of license to carry on the business activity of Social Enterprises n/a 700 n/a *Incentive is applicable for the issuance of the licence and two consecutive renewals only, after which entities will be charged standard applicable fees. Subject to maintaining a certificate/ approval confirming classification of the entity as a ‘Social Enterprise’ from the relevant competent authority.
Table 3 – Variation of License
Matter in relation to which fee is payable Fees (USD) Application for variation of a licence where business activities remain in the same Category Application for variation of a licence where business activity changes from Category C to Category B 3,100 Application for variation of a licence where business activity changes from Category B to Category A 11,300 Application for variation of a licence of a Special Purpose Vehicle if business activity changes to any of the business activities listed for Category B 4,000 Application for variation of a licence of a Special Purpose Vehicle if business activity changes to any of the business activities listed for Category A 15,200
Table 4 – Cancellation of a Licence
Matter in relation to which fee is payable Fees (USD) Application for cancellation of a licence Nil
Table 5 – Annual CSP Return and Annual LSP Return
Matter in relation to which fee is payable Fees (USD) Submission of Annual CSP Return pursuant to Condition 9 of
Schedule 1 of the Commercial Licensing Regulations (Conditions of
Licence and Branch Registration) Rules

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Submission of Annual LSP Return 100
Table 6 – Late Commercial Licence Renewal Fees
Matter in relation to which fee is payable Fees (USD) Application made within one month after licence expiry Nil Application made more than one month after licence expiry 150 per month, or
part thereof, up to a
maximum of 3 months*
*The late commercial licence renewal fee is in addition to the relevant licence renewal fee and any other applicable fees charged by the Registrar.
Table 7 – Late Filing Fees for Annual CSP Return and Annual LSP Return
Matter in relation to which fee is payable Fees (USD) Submission of Annual CSP or Annual LSP Return after due date 150 per month, or
part thereof, up to a
maximum of 90 calendar days
*The late filing fee is in addition to the relevant submission fee and any other applicable fees charged by the Registrar.