The DIFC Prescribed Company for UK and Australian owners

If you have been putting off setting up a holding company because BVI or Cayman now feels too offshore for the banks, and the DIFC Prescribed Company always looked too restricted to be useful, that picture has changed. The DIFC opened its Prescribed Company regime to a much wider base of owners in 2024, and since 24 July 2026 it has been open to any applicant at all. What that gives you, if it fits, is a holding company set up in Dubai, under the DIFC’s own common-law system, rather than offshore.
This is about one specific vehicle: the Prescribed Company. If you want the DIFC in general, read our DIFC company formation page. Here we stay on the PC: what it is, who it suits, and where it doesn’t.
What is a DIFC Prescribed Company?
A DIFC Prescribed Company (PC) is a private company that sits inside the Dubai International Financial Centre, the financial free zone in the heart of Dubai. It is built to hold things, such as shares in other companies, assets and investments, rather than to trade. Three things matter about it for an owner deciding where to put a holding structure.
First, it sits in Dubai, in a real financial centre, and a regulated provider looks after its paperwork. In our judgement a bank finds that easier to read than a BVI or Cayman company, because it can see where the company sits and who answers for it. When we plan the banking for a holding structure, that is the difference we are planning around.
Second, the law behind it is a common-law system. DIFC’s own laws come first, and common law fills the gaps. In DIFC’s words, its law is “to be determined first by reference to DIFC statute, and DIFC Court judgments interpreting and applying DIFC statute.” Its courts may also look to the common law of England and Wales. DIFC set this out in its announcement of the change.
So if something goes wrong, such as a shareholder dispute or a contract claim, you are in a common-law system rather than an unfamiliar one. We cover the courts in more detail on the DIFC page.
Third, the paperwork is light by design. DIFC’s regulations put the main rule plainly: “Unless it is an Exempt PC, a Prescribed Company must appoint a Corporate Service Provider.” A Corporate Service Provider (CSP) is a regulated firm that deals with the DIFC Registrar of Companies for the company. It lodges the company’s filings, keeps copies of its records and represents the company in its dealings with the Registrar. For you, that means a CSP fee every year. The rules are in DIFC’s Prescribed Company Regulations.
Whether a PC is exempt turns on who controls it. An Exempt PC is one controlled by a Registered Person, an Authorised Firm, a Government Entity or a publicly listed company. A PC owned by a DIFC Foundation does not count, because the regulations define a Registered Person as “excluding” a Foundation. So a Prescribed Company held under a DIFC Foundation does need a Corporate Service Provider. That is worth knowing before anyone assumes the Foundation layer removes the requirement.
Sources: the definitions of an Exempt PC and a Registered Person in DIFC’s Prescribed Company Regulations.
A Prescribed Company cannot have staff of its own. The regulations say it “shall not maintain a workforce whether through Employees or any other arrangement.” Its registered office is the Corporate Service Provider’s, or for an Exempt PC that of an Affiliate, so there is no office lease to pay for. If the business needs people, they sit in an operating company, never in the PC.
What changed in 2026?
Since 24 July 2026, anyone can apply for a Prescribed Company, wherever they live. In return, unless the company is an Exempt PC, it must appoint a Corporate Service Provider. DIFC’s own page says the regime is “now open to any applicant, following the 2026 amendments to the Prescribed Company regime.” What has not changed is what a Prescribed Company is for. The regulations say its licence “shall be restricted to the activity of a holding company.” It holds, it does not trade. Sources: DIFC’s page on special purpose vehicles and the Prescribed Company Regulations.
It got here in two steps. From 15 July 2024, DIFC opened the regime to a global base of applicants, but kept a connection (a “nexus”) to the DIFC or the GCC. That could be a company controlled by GCC citizens or entities, one holding GCC assets, or one set up for a qualifying purpose. Source: DIFC’s 2024 announcement.
DIFC put a further change out for public consultation on 30 April 2026. Comments closed on 2 June 2026. The new regulations came into force on 24 July 2026. They removed the nexus test. Sources: DIFC’s 2026 consultation notice and the Prescribed Company Regulations.
If you already hold a Prescribed Company from before 24 July 2026, and it is not an Exempt PC, there is a clock running. You have six months from that date to appoint a Corporate Service Provider, which takes you to 24 January 2027. The Registrar can allow “such longer period as the Registrar may determine”, but you would have to ask, so do not plan on it. The maximum fine for missing the deadline is USD 20,000. The maximum fine for not giving your Corporate Service Provider the documents and information it needs is USD 100,000.
The fines are not the worst of it. If a Prescribed Company does not follow the regulations, the Registrar can take its Prescribed Company status away, after following DIFC’s decision-making procedures. The company then has to meet all the normal rules, and it will “no longer be entitled to the benefit of any exemption or concession (including as to fees)”. In plain terms, the structure stops being the thing you built it for, and its fee concessions go with it.
Sources: DIFC’s Prescribed Company Regulations, which set out the six-month period, the maximum fines and what happens when the status is taken away.
The 2026 rules at a glance, and what each one means for you:
| Topic | What the 2026 rules say | What it means for you |
|---|---|---|
| Who can apply | Any applicant, wherever they live. | You no longer need a link to the GCC or the DIFC. |
| Corporate Service Provider | Required, unless the company is an Exempt PC. | Budget for a regulated provider every year. |
| A PC set up before 24 July 2026 | It must appoint one by 24 January 2027. | If you already own a PC, that is your deadline. |
| No Corporate Service Provider | The maximum fine is USD 20,000. | Missing the step costs real money. |
| Documents kept from the provider | The maximum fine is USD 100,000. | Your provider has to be able to see the papers. |
| Staff | None. A PC may not have a workforce. | Your people sit in an operating company. |
| Registered office | The provider’s office, or an Affiliate’s for an Exempt PC. | You do not need an office lease. |
| What it can do | Hold other companies and assets. | It cannot trade or invoice. |
| Breaking the rules | The Registrar can take away PC status. | The structure, and its fee concessions, are gone. |
Sources: DIFC’s Prescribed Company Regulations and DIFC’s page on special purpose vehicles.
Who does a Prescribed Company suit?
A PC earns its keep when an owner has a genuine cross-border structure to hold together. A few situations where we see it work.
Consolidating international subsidiaries
You run operating companies in two or three countries and want a single parent above them. You want one that won’t get blocked when you open accounts or sell the group. A PC sits above the operating companies, takes dividends up, holds them, and redeploys them. If you are UAE-resident, you can run management and control from where you are. Compared with a BVI parent you may pay more, but you avoid the friction an offshore parent now generates at the bank and in any sale process.
Long-term family or investment holding
You are holding investment assets for the long term, such as listed and private positions, or property across a few countries. You don’t want them in a BVI or Cayman company because the optics now slow down banking and read badly to future advisers. A PC can sit beneath a DIFC Foundation as the layer that holds the assets and opens the accounts, while the Foundation handles succession.
It sits in Dubai, a regulated provider handles its administration, and it runs under a common-law system. For a family planning over decades, fewer questions over time is usually worth the higher running cost.
A passive holding vehicle after a sale
You have sold, or are selling, a trading business and the proceeds need a clean home to invest globally. A PC can receive the proceeds and hold the portfolio, and because the company is UAE-domiciled it pairs with your UAE personal residency rather than fighting it.
Where it meets the conditions, a free-zone company can pay 0% UAE corporate tax on the income that qualifies. The tax law calls such a company a Qualifying Free Zone Person. The Ministry of Finance says these companies “can benefit from a Corporate Tax rate of 0% on their Qualifying Income”. That is a question of fact and structure, not a given, and we would work through it specifically before anyone relied on it. The point against an offshore company is simpler: the door is at least there.
Sources: the Ministry of Finance’s corporate tax page, the UAE corporate tax law and the Federal Tax Authority’s Free Zone Persons guide.
If you are still working out whether a holding layer is the right move at all, our holding company in the UAE page covers that decision before you get to which vehicle.
What does a Prescribed Company cost?
DIFC’s own fees are small, and the Corporate Service Provider is the main cost. DIFC lists “a one-time incorporation fee of USD 100 and an annual commercial licence fee of USD 1,000”. The regulations also set a fee of USD 300 for the confirmation statement. Those are DIFC’s charges, not ours. Sources: DIFC’s page on special purpose vehicles and the Prescribed Company Regulations.
Overall, a PC costs more to set up and run than an offshore company, and meaningfully less than a regulated DIFC operating firm. There is no staff or office cost in the PC itself, because it may not have either. A PC claiming the 0% rate as a Qualifying Free Zone Person does have to prepare audited financial statements, whatever its revenue. So budget for the audit if you intend to claim it. The rule is in the Ministry of Finance’s decision on audited accounts.
We don’t publish a fixed figure for our side here, because it depends on the CSP and the structure. The trade-off is the point. You pay more than BVI in return for a company in Dubai, under a common-law system, with a regulated provider handling the administration. For most owners we work with, that trade-off makes sense once real money or real third parties are involved.
The CSP is not optional for a non-exempt PC, and not something to choose on price. It is the company’s regulated touchpoint with the DIFC and it sits in the room with the banks. We coordinate that relationship and choose the CSP to fit the banking, not the cheapest quote. At Start Business Services we look at the CSP the same way the bank will, because when a question comes up about the company, the CSP is the one who answers it.
What drives the number is short enough to say out loud. Whether the company is exempt or has to appoint a Corporate Service Provider, and which provider that turns out to be. Whether the registered office comes from that provider or from a consenting Affiliate. How many entities sit under the structure, and whether a Foundation sits above it. And whether the company will need audited financial statements, which it will if you intend to claim the Qualifying Free Zone Person rate.
So we quote it per case. We price the Corporate Service Provider that suits the banking rather than the cheapest one on the list, add the audit where you are claiming the rate, and set the lines out separately so you can see what you are paying for. A figure printed on a page would only ever be right for the one structure it was written for, and wrong for yours.
When doesn’t a Prescribed Company fit?
A PC is a holding vehicle, not a trading licence. If you need to invoice, employ people or run an active business from the UAE, it is the wrong tool — you want a free-zone or DIFC operating company, or a mainland licence, depending on the activity. Our UAE company structures overview sets out the alternatives.
It is also overkill if a single UAE free-zone company would do everything you need. Owners reach for sophisticated holding structures before they have outgrown a simpler one more often than you would think. And if your home country’s treatment of UAE companies is unsettled, the answer is to resolve that position first, not to layer DIFC on top of it. We plan the banking alongside the structure, not after it, and the home-country tax position needs to be known before incorporation — that order matters.
What should you do if you think it fits?
Setup itself is not slow once the decision is made. The decision is the part that takes thought: the right vehicle depends on your home-country tax position, what you are holding, and your banking strategy, and none of that is generic.
A short conversation usually settles whether a PC fits or whether something simpler covers it. If a single free-zone company and a clean personal tax position is all you need, we will say so. If a PC under a Foundation is the right answer, we will say that — and walk through the CSP, banking and tax sequence before any paperwork is signed. Talk to us if you want to work through it.
Frequently asked questions
What is a DIFC Prescribed Company?
A holding company in the DIFC, Dubai’s financial centre. It holds shares and other assets rather than trading. It may not have staff, and its registered office is its Corporate Service Provider’s, or an Affiliate’s if it is an Exempt PC.
Can any UK or Australian owner set one up now?
Yes. The 2024 changes widened access but still required a connection (a nexus) to the DIFC or the GCC. The 2026 regulations removed that test, and they have been in force since 24 July 2026. Any applicant can now apply. Unless the company is an Exempt PC, it must appoint a Corporate Service Provider.
Does a Prescribed Company need an office or staff?
It may not have staff at all, and it needs no office of its own. Its registered office is its Corporate Service Provider’s, or an Affiliate’s if it is an Exempt PC.
Thinking about moving your business to the UAE?
A short, no-cost conversation: tell us what the business does and where it’s heading, and we’ll tell you the structure that fits.