A Prescribed Company is the DIFC's passive holding vehicle, similar in many respects to ADGM's Special Purpose Vehicle (SPV) or Cayman's Exempted Company. It exists to own things cheaply and efficiently, and almost every feature follows from that.
Open to everyone
Until 2026, you had to pass a "Qualifying Applicant" or "Qualifying Purpose" test, which in practice meant demonstrating a strong connection to the Dubai International Financial Centre (DIFC). Both tests were removed with the amendments to the DIFC Prescribed Company Regulations in July 2026.
There is now no eligibility requirement at all, and no restriction on where your shareholders or directors are based.
This ultimate flexibility would be one of the strongest advantages of DIFC as a jurisdiction for holding companies.
Flexibility for owners and investors
There is no minimum share capital and no maximum number of shares or shareholders for a DIFC PC. The DIFC provides model articles of association, but they are highly customisable. In consultation with legal advisers, you can create multiple classes of shares with different voting, dividend and distribution rights. A Prescribed Company can issue convertibles such as SAFEs and convertible notes, and DIFC recognises and enforces the investor and governance rights that go with them.
The combination of common law legal environment, enforceable investor protections, and familiar investor instruments is why a DIFC holding company works as a launchpad for raising capital rather than just a place to park assets.
Ease of Incorporation & Administration
The registration application and ongoing filings are completed digitally and electronic signatures are accepted. There are minimal annual obligations and annual shareholder meetings are not mandatory. Financial records must be maintained and accounts filed but there is no audit requirement for companies with less than 20 shareholders and annual turnover under USD 5 million (on a consolidated basis).
Low cost
The DIFC licensing and renewal fees for a Prescribed Company are highly subsidized and therefore offer considerable savings when compared with other holding or operational licenses available in DIFC.
A Prescribed Company also uses the registered office address of its Corporate Service Provider's registered office, avoiding the need for it to take its own lease in DIFC. This is a significant annual saving.
What you give up
A Prescribed Company cannot trade, cannot employ anyone and cannot sponsor visas. Its licence is restricted to the activity of a holding company. If you need an entity that does things rather than owns things, this is not it.
However, these limitations are not unique to the DIFC Prescribed Company and are commonly the point of distinction between passive holding companies and operational entities in most offshore jurisdictions.