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DIFC Prescribed Company Explained

What a DIFC Prescribed Company is, what the registry actually charges (USD 1,100 in year one, USD 1,300 after), and who can form one after the July 2026 rule change.

Category
Tax & Structuring
Author
Amine Derag
Published
7 August 2026
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11 min

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A Prescribed Company is the Dubai International Financial Centre's cheapest holding vehicle. It exists to own things: shares in a trading business, real estate, intellectual property. It is a passive holding vehicle, which means it cannot trade or carry on commercial activity of its own, and it cannot have employees. It sits under English common law with access to the DIFC Courts.

The registry fee is published and it is small. A DIFC Prescribed Company costs USD 1,100 at the counter in year one and USD 1,300 in every year after, under the DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18 dated 23 February 2023. Most pages covering this vehicle get the second number wrong.

Eligibility is the part in motion. Trade press reported in early August 2026 that the rules on who may apply were rewritten in July, though that has not been confirmed against the DIFC's own published regulations. This guide covers what the vehicle is, what it costs, who can form one, and where it sits beside the alternatives in the wider UAE structuring picture.

This is general information, not legal or tax advice. What a holding vehicle achieves for you depends on your residence, where your assets physically sit, and your own family and commercial facts.

Key TakeawaysA DIFC Prescribed Company is a passive holding vehicle. It holds shares, property and intellectual property. It cannot trade, cannot employ anyone, and cannot sponsor a residence visa.The registry charges USD 1,100 in year one (a USD 100 application plus a USD 1,000 commercial licence) and USD 1,300 in every year after (a USD 1,000 renewal plus a USD 300 confirmation statement), per the DIFC Registrar of Companies Table of Fees, Rev. 18.The second year costs more than the first, because the confirmation statement falls due with the first renewal rather than at incorporation.Eligibility may now be open to any applicant. Gulf News reported on 3 August 2026 that regulations enacted on 24 July 2026 removed the qualifying-purpose, qualifying-applicant and nexus gates. Confidence is medium: one trade-press source, not yet confirmed against DIFC's published regulations.An ADGM SPV totals USD 1,900 in year one. ADGM publishes no SPV renewal fee, so no like-for-like annual comparison is possible from official sources.

In this article:

What a Prescribed Company can and cannot do

A Prescribed Company holds assets and nothing else. It can own shares, real estate and intellectual property, and it is commonly used for ring-fencing: putting one asset or one liability inside its own company so that problems in that company stay contained there. What it cannot do is operate. No invoicing clients, no services, no trade.

The prohibition on employees is the limit that surprises people. Because a Prescribed Company cannot have staff, it gets no establishment card, the labour registration a DIFC entity needs before it can sponsor anyone. No establishment card means no residence visas, for you or for anyone else. If the plan was a cheap DIFC company that also produces a visa, this is the wrong product.

What you get in exchange is a common-law entity at a very low registry cost. The DIFC runs its own courts, so shareholder agreements, security documents and share transfers behave the way a UK or European adviser expects. That familiarity, rather than any tax result, is the usual reason a holding layer goes into the DIFC.

One structural point is worth stating plainly, because holding vehicles are often oversold. A Prescribed Company separates ownership; it does not answer succession. Its shares belong to somebody, and shares belonging to somebody sit in that person's estate. If the question you are trying to solve is what happens to control when you die, the vehicle you are looking at is a foundation, not a holding company. For the full detail, see DIFC foundation setup and control.

What a DIFC Prescribed Company costs

USD 1,100 in year one, USD 1,300 in every year after. Those are registry fees only, taken from the DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18 of 23 February 2023, and they are the only Prescribed Company numbers on this page that come from a government schedule.

Registry itemFee
Prescribed Company applicationUSD 100
Commercial licence on incorporationUSD 1,000
Annual licence renewalUSD 1,000
Annual confirmation statement, filed with the renewalUSD 300
Transfer of a Prescribed Company into or out of the DIFCUSD 1,000
Year one totalUSD 1,100
Every year afterUSD 1,300
The DIFC Prescribed Company year-one fee, USD 1,100 The DIFC Prescribed Company year-one fee, USD 1,100. donut data: Commercial licence 1000; Application 100.Source: DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18 23 February 2023. The DIFC Prescribed Company year-one fee, USD 1,100 Two registry line items. The confirmation statement falls due with thefirst renewal, not at incorporation. 1100 total Commercial licence 1000 Application 100 Source: DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18 (23 February 2023)
Source: DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18, 23 February 2023.

The registry fee is not the invoice

The number you are quoted will be larger than USD 1,100, and the gap is professional fees. A corporate service provider (CSP) supplies the registered office inside the DIFC and handles the filings, and under the updated rules described below may have to be appointed at all. Those services are real work. They are also priced by the provider, and no registry publishes them.

Bundled all-in figures appear on public provider pricing pages, reviewed on 5 August 2026. Treat any of them as an advertised quote rather than a published tariff, and ask for the government fee and the provider fee as two separate lines. If a quote blends them, you cannot tell what you are negotiating over. The same distinction runs across every UAE vehicle in our guide to setting up a UAE holding company.

Why the second year costs more than the first

The confirmation statement is an annual filing that confirms the company's registered particulars, and it costs USD 300. It is filed with the licence renewal, so it does not fall due at incorporation. Year one is therefore the USD 100 application plus the USD 1,000 licence. Every year after is the USD 1,000 renewal plus the USD 300 statement.

That inverts the cost curve people expect. Setup is normally the expensive year and the running cost tapers afterwards. Here the recurring bill is permanently higher than the year you incorporated.

DIFC Prescribed Company fees by year (USD) DIFC Prescribed Company fees by year (USD). horizontal bar data: Year one 1100; Each year after 1300.Source: DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18 23 February 2023. DIFC Prescribed Company fees by year (USD) The annual bill is higher than the first, because the confirmationstatement joins the licence renewal. Year one 1100 Each year after 1300 Source: DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18 (23 February 2023)
Source: DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18, 23 February 2023.

Who can form one after the July 2026 rule change

Possibly anyone, and you should verify before you plan around it. Gulf News reported on 3 August 2026 that updated Prescribed Companies Regulations were enacted on 24 July 2026, removing the three eligibility gates that had restricted access: the qualifying purpose test, which required the company to be formed for one of a defined set of purposes; the qualifying-applicant test, which limited who could apply; and the nexus requirement, which tied the company back to the region. On the same report, appointment of a DIFC-licensed corporate service provider becomes mandatory for Prescribed Companies that are not exempt.

Confidence in that change is medium, and it should not be treated as settled. It rests on a single trade-press report for a load-bearing legal point on a page about money and legal structure. Law firm commentary from Gibson Dunn still describes the amendments as proposed rather than enacted. We have not confirmed the enacted text against the Registrar's own published regulations, and this page grades the claim as reported but unconfirmed.

Practically: do not commit to a structure on the basis that eligibility is now open. Check the current Prescribed Companies Regulations on difc.com, or ask a DIFC-licensed provider to confirm your eligibility in writing on the day you apply. If the gates are still live, the qualifying-purpose and nexus questions decide whether you can use this vehicle at all.

Be careful with the deadline dates circulating alongside this change. Specific compliance cut-offs for appointing a service provider appear on provider marketing pages without a primary source behind them. Ignore any date you cannot trace to DIFC's own published material.

The Emirates Towers rise beside the Burj Khalifa in Dubai's financial district skyline.

Prescribed Company or ADGM SPV

On published registry fees the DIFC vehicle is cheaper to open: USD 1,100 against USD 1,900 for an ADGM special purpose vehicle. The ADGM total breaks down as a USD 200 name reservation, USD 700 to register (including USD 300 for data protection) and a USD 1,000 commercial licence, per ADGM, retrieved 5 August 2026.

DIFC Prescribed CompanyADGM SPV
Year-one registry feeUSD 1,100USD 1,900
What the year-one fee coversApplication USD 100, commercial licence USD 1,000Name reservation USD 200, registration USD 700 including USD 300 data protection, commercial licence USD 1,000
Published annual renewalUSD 1,300Not published

The renewal row is the honest limit of this comparison. ADGM does not publish an SPV renewal fee on any page we could reach, so there is no like-for-like annual number to set against the DIFC's USD 1,300. Any page showing you an annual ADGM SPV figure is sourcing it from somewhere other than ADGM, and you should ask where. Our comparison of the two holding vehicles treats the same gap the same way.

Year-one fees are the smallest input into this decision. Courts, the provider you will actually work with, where the assets sit and what your bank will accept all matter more than the gap between the two totals. how the two SPV regimes differ sets the regimes side by side, and Abu Dhabi holding structures covers the ADGM side on its own terms.

Holding Dubai property in one

A Prescribed Company can hold real estate, but the transfer cost is the part nobody can quote you in advance. The Dubai Land Department publishes 0.125% of valuation for gift registration, with a minimum of AED 2,000, plus AED 250 for the title deed. It publishes no blanket rate for transferring property into a holding vehicle, and the rate on any specific transfer is set case by case.

That distinction costs real money. A proposal that budgets 0.125% as though it applied automatically is built on a rate the DLD has not published for that transaction. Get the DLD position on your specific property before you commit, not after the company exists.

The corporate tax question, briefly

A Prescribed Company is a juridical person, so by default it is a taxable person under Federal Decree-Law No. 47 of 2022. There is one route out, and it is narrow. A juridical person wholly owned and controlled by a family foundation may apply for tax-transparent treatment, per FTA Corporate Tax Guide CTGFF1 of May 2025 and Ministerial Decision No. 261 of 2024, issued 28 October 2024 and effective from 1 June 2023.

Two conditions catch people out. The chain of transparency has to be uninterrupted, so one opaque entity anywhere between the foundation and the Prescribed Company breaks the treatment for everything below it. And every entity in that chain needs its own Tax Registration Number before the application is made, not after. Our explainer on how UAE corporate tax works covers the wider regime. Transparency is an application with prerequisites, never a default that arrives with the vehicle.

Downtown Dubai office towers glow after dark across the financial district.

Frequently asked questions

What is a DIFC Prescribed Company?

A DIFC Prescribed Company is a passive holding vehicle registered in the Dubai International Financial Centre. It holds assets such as shares, real estate and intellectual property, and it is used to ring-fence one asset or liability inside its own company. It cannot trade, carry on commercial activity or have employees. It operates under English common law with access to the DIFC Courts.

How much does a DIFC Prescribed Company cost per year?

USD 1,300 a year after the first year, and USD 1,100 in year one. The first year is a USD 100 application plus a USD 1,000 commercial licence. Every year after is a USD 1,000 licence renewal plus a USD 300 confirmation statement filed with it, per the DIFC Registrar of Companies Table of Fees, DIFC-RC-GL-02 Rev. 18 of 23 February 2023. Corporate service provider fees are separate, quoted per provider, and not published by any registry.

Can a DIFC Prescribed Company sponsor a residence visa?

No. A Prescribed Company is prohibited from having employees, so it never obtains an establishment card, and without an establishment card it cannot sponsor residence visas for anyone. This applies to the owner as well as to staff. If residence visas are part of your objective, a Prescribed Company cannot deliver them and you need a different DIFC licence category.

Who can set up a DIFC Prescribed Company in 2026?

Possibly any applicant, though the position needs checking before you rely on it. Gulf News reported on 3 August 2026 that updated Prescribed Companies Regulations enacted on 24 July 2026 removed the qualifying-purpose, qualifying-applicant and nexus eligibility gates, and made appointment of a DIFC-licensed corporate service provider mandatory for non-exempt Prescribed Companies. That is a single trade-press source and has not been confirmed against DIFC's own published regulations, so verify at difc.com before planning around it. which UAE vehicle fits your situation covers that vehicle on its own terms.

Is a DIFC Prescribed Company cheaper than an ADGM SPV?

In year one, yes: USD 1,100 in DIFC registry fees against USD 1,900 for an ADGM SPV, per ADGM's published SPV page retrieved 5 August 2026. Beyond year one there is no answer from official sources, because ADGM does not publish an SPV renewal fee while the DIFC publishes USD 1,300. Neither figure includes corporate service provider fees, which are set by the provider.

Where this leaves you

If you need a cheap common-law box to own shares, property or intellectual property, and you do not need employees, visas or trading activity, the Prescribed Company does that job for USD 1,100 to open and USD 1,300 a year to keep. Budget the annual figure, because it is the higher one and it repeats.

Before anything else, resolve two questions in writing. First, whether you are eligible under the regulations as they actually stand on the day you apply, since the July 2026 change is reported but unconfirmed. Second, what the corporate service provider will charge as a separate line from the government fee. Get both from a DIFC-licensed provider or a lawyer, not from a comparison page. If succession rather than ownership is the real problem, the answer is a different vehicle and the DIFC foundation route is where to look next.

Ancova & Associates is the accountable publisher of this guide. It was written from the DIFC Registrar of Companies Table of Fees (DIFC-RC-GL-02 Rev. 18, 23 February 2023), ADGM's published SPV page, Dubai Land Department fee material, FTA Corporate Tax Guide CTGFF1 of May 2025, Ministerial Decision No. 261 of 2024 and Federal Decree-Law No. 47 of 2022, with the July 2026 regulatory change attributed to Gulf News and graded as unconfirmed. Figures were checked on 5 August 2026. Nothing here is legal or tax advice.

Published and last updated 6 August 2026.

Written by

Amine Derag

Director of Strategy, Ancova Associates

Amine Derag is Director of Strategy at Ancova Associates, the Dubai advisory firm for company formation, residency, citizenship by investment, and cross-border tax structuring. He advises founders and private clients relocating to the UAE on how a UAE structure interacts with their home-country tax and reporting obligations.

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This article is general information for educational purposes only and is not legal, tax, financial, or immigration advice. Investment thresholds, processing times, and program terms change — speak with a qualified Ancova adviser before acting.

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