UBO Register in the UAE: Who Must File and What Late Filing Costs
Last checked: 9 November 2026. We re-check fees, deadlines and rules every quarter.
Every UAE company that is licensed or registered with a registrar has to keep two internal records: a register of its ultimate beneficial owners (UBOs) and a register of its partners or shareholders. Cabinet Resolution No. 109 of 2023 sets out what must go in them and how fast they must be updated, and Cabinet Resolution No. 132 of 2023 sets the fines for getting it wrong.
This guide walks through both resolutions in plain terms: who is covered, who counts as a beneficial owner, what the registers must contain, the 15 and 60 day deadlines, and the fine schedule. We read the text of both resolutions on the Ministry of Economy and Tourism website. The English wording below is our own translation of the Arabic originals, so treat it as a summary and check the original text before you act on a specific clause.
Key takeaways
- The rules apply to companies licensed or registered in the UAE, including commercial free zones. Fully government-owned companies and financial free zones are outside them.
- A beneficial owner is a natural person who ultimately owns or controls the company. Holding 25% or more of the capital or voting rights, directly or indirectly, makes you one.
- The company must keep a UBO register and a partners or shareholders register, and update either one within 15 days of learning of a change.
- Fines run from AED 5,000 to AED 100,000 per breach, and they step up on a second and third violation.
- On a third violation, the registrar can suspend the trade license and close the premises until the fine is paid and the breach is fixed.
- Federal Decree-Law No. 20 of 2025 amends the Commercial Companies Law, but none of the articles it changes deal with beneficial owner or partner registers.
Which companies must comply
Resolution 109 applies to the registrar and to legal entities licensed or registered in the UAE, and it expressly includes commercial free zones. The resolution excludes three groups: companies owned in full by the federal or a local government (or by other companies those governments own in full), financial free zones, and the government partner in a company.
In practice, that means a mainland LLC, a commercial free zone company and a branch registered with a licensing authority all need to hold the registers. If your company sits in a financial free zone, those zones run their own regimes, so check with the zone authority instead.
Who counts as a beneficial owner
A beneficial owner is a natural person who ultimately owns or controls the company, directly or through a chain of other entities. The resolution gives a clear numeric test. A person is a beneficial owner if they hold 25% or more of the company’s capital, or 25% or more of the voting rights, whether directly or indirectly.
| Test | What the resolution says |
|---|---|
| Ownership | 25% or more of capital through shares or stakes, directly or indirectly |
| Voting | The right to vote on 25% or more of the voting rights |
| Control by other means | Control through other means, including a right to appoint or remove most of the managers |
| No person found | The natural person who is the senior managing official is treated as the beneficial owner |
| Several owners in one block | If several people jointly own or control a stake, all of them are treated as owners and controllers of that share |
The company is expected to look through layers. If a holding company owns 60% of your LLC and one individual owns 50% of that holding company, that individual holds 30% indirectly and is a beneficial owner of the LLC. The resolution also says tracing can run through any number of legal entities or arrangements, so adding another layer does not remove the duty.
The fallback rule matters for companies with spread-out ownership. If the company has used every reasonable means and cannot identify an owner above the threshold, or doubts that the person it found is the real controller, the person who exercises control by other means is the owner. If there is none, the senior managing official is recorded as the beneficial owner.
What the UBO register must contain
The company keeps the register itself. For each beneficial owner it must record:
- full name, nationality, date of birth and place of birth
- place of residence and the address to which notices are sent
- passport or ID number, issuing country, and issue and expiry dates
- the basis on which the person became a beneficial owner and the date they became one
- the date the person stopped being a beneficial owner, where that applies
The company has to take reasonable steps to get adequate, accurate and current information on the owner, and to keep it. If the company hears about a person who may be a beneficial owner but is not on the register, it can send that person a written notice. The person has 15 days from the date of the notice to reply, and if there is no reply the company must tell the registrar within a further 15 days.
The partners or shareholders register
This is a separate record from the UBO register, and the resolution requires both. The partners or shareholders register must show:
- the number and class of shares each partner or shareholder holds, and the voting rights attached
- the date each person became a partner or shareholder
- for individuals: name, nationality, address, place and date of birth, employer name and address, and a copy of the ID or passport
- for corporate shareholders: the basic company details listed in Article 4 of the resolution, which include name, legal form, constitutional documents, registered address and the people with authority over the company
A person who holds a stake in the company and also acts as a director or board member must be recorded in the register as such. A nominee director must tell the company within 15 days of taking up the role, and must report later changes, or the end of the role, within 15 days as well. A nominee who held the role before the resolution was published had 30 days from publication.
Deadlines to know
| Duty | Deadline in the resolution |
|---|---|
| Set up the UBO register | Within 60 days of the resolution’s publication or of the company’s creation |
| Update either register after a change | Within 15 days of learning of it |
| Give the registrar the registers, when required | Within 60 days of the resolution’s publication or of license or registration. Extra data on request within 14 days |
| Nominee director tells the company | Within 15 days of taking the role, and within 15 days of any change |
| Liquidator hands registers to the registrar | Within 30 days of the liquidator’s appointment |
| Keep the records after dissolution or liquidation | At least 5 years |
The company must also provide the registrar with the name of a natural person resident in the UAE who is authorized to disclose the information the law requires. A company cannot issue bearer share warrants, and when it issues shares or appoints directors through a nominee, it has 15 days to tell the registrar.
Fines under Resolution 132
Resolution 132 of 2023 lists the administrative penalties for breaching Resolution 109. The first breach of most items is a written warning to fix it. The second and third bring a fine and a repeat warning. The table shows the amounts in the schedule attached to the resolution.
| Breach | First time | Second time | Third time |
|---|---|---|---|
| Not recording the beneficial owner’s details correctly | Written warning, fix within 15 days | AED 20,000 | AED 40,000 |
| Leaving out required details in the UBO register | Written warning, fix within 15 days | AED 20,000 | AED 40,000 |
| Not setting up the UBO register and keeping its data | Written warning, fix within 30 days | AED 50,000 | AED 100,000 |
| Not updating the UBO register | Written warning, fix within 15 days | AED 15,000 | AED 30,000 |
| Not giving the registrar director or board member details | Written warning, fix within 30 days | AED 40,000 | AED 80,000 |
| Not setting up the partners or shareholders register | No warning step | AED 50,000 | AED 100,000 |
| Not updating the partners or shareholders register within 15 days | Written warning, fix within 30 days | AED 15,000 | AED 30,000 |
| Not keeping each partner’s details or leaving out required details | Written warning, fix within 30 days | AED 30,000 | AED 60,000 |
| Not giving the registrar the registers, or not protecting them from loss or damage | Written warning, fix within 30 days | AED 15,000 | AED 30,000 |
| Not providing extra data the registrar requests within 14 days | Written warning, fix within 30 days | AED 15,000 | AED 30,000 |
| Not disclosing the beneficial owner layers in a complex structure | Written warning, fix within 30 days | AED 50,000 | AED 100,000 |
| Not giving the registrar a UAE resident natural person authorized to disclose | Written warning, fix within 30 days | AED 10,000 | AED 20,000 |
| Not disclosing share or director nominees when issuing shares | Written warning, fix within 30 days | AED 15,000 | AED 30,000 |
| Liquidator not handing over the registers within 30 days | Written warning, fix within 30 days | AED 5,000 | AED 10,000 |
| Liquidator not keeping the records for 5 years | AED 100,000 | None listed | None listed |
The fine on a second or third violation comes with a warning to correct the breach, and the same time limit as the table applies. On the third violation, the registrar can also suspend the trade license and close the commercial premises. The suspension lifts once the company pays the fine and fixes the breach. The resolution counts any part of a day as a full day, and any part of a month as a full month, when working out the periods. The Cabinet can change the amounts, so check the current version before you quote a figure to a client or a board.
What to do this month
- Pull your trade license and shareholder list, and write down who holds 25% or more, directly or through other companies.
- Check that both registers exist, are kept in the company’s records, and match the licensing authority’s file.
- Check every field the resolution lists, especially passport details, place of birth and the basis and date of becoming a beneficial owner.
- Name the UAE resident natural person who can disclose information to the registrar.
- Diarize a 15 day update reminder for every change in ownership, directors or nominees.
If your company has more than one layer of shareholders or a foreign parent, ask your corporate services provider to trace the chain and document each step. A clean chart with supporting documents is the fastest answer to a registrar request.
Related reading
- Banks ask for UBO details at account opening, so see our guide to corporate bank account opening in the UAE and the note on source of funds and bank transaction profiles.
- Registers are one item on the yearly list in our UAE company annual compliance checklist.
- Right after your license is issued, these registrations come next.
- For the foreign ownership rules behind who ends up on the register, read the legal framework for foreign ownership in Dubai.
- Our earlier overview of the UBO protective measure covers the background to the rule.
- Our sister site companyformationinuae.com explains who counts as a beneficial owner and what it costs to get wrong.
What we could not confirm
We read the full text of Resolutions 109 and 132 as published on the Ministry of Economy and Tourism legislation page. We also read Federal Decree-Law No. 20 of 2025, signed on 1 October 2025. It amends Articles 3, 5, 8, 9, 14, 17, 32, 76, 78, 85, 105, 118, 208, 266 and 275 of the Commercial Companies Law and adds Article 15 bis. None of them covers beneficial owner or partner registers, so the duties above stand as summarized. We did not check for later changes to the two Cabinet resolutions beyond the versions listed on the ministry page, and we did not read the filing portal of any specific emirate, so the exact submission steps, forms and fees depend on your licensing authority. Confirm those with the authority that issued your license.
Frequently Asked Questions
A natural person who ultimately owns or controls the company, directly or indirectly. Holding 25% or more of the capital or voting rights makes someone a beneficial owner. If no one meets the test, the senior managing official is recorded.
Commercial free zone companies are covered by Cabinet Resolution 109 of 2023. Financial free zones and companies owned in full by a government are outside it.
The company must update the register within 15 days of learning of any change. The same 15 day window applies to the partners or shareholders register.
Full name, nationality, date and place of birth, residence and notice address, passport or ID details, the basis and date the person became a beneficial owner, and the date they ceased to be one.
Under Cabinet Resolution 132 of 2023, a first violation brings a written warning to fix it within 30 days. A second brings AED 50,000 and a third AED 100,000.
On a third violation, the registrar can suspend the trade license and close the premises until the company pays the fine and corrects the breach.
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Ownership records are one of the items on our post-licence registrations list.
