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2023

Setting Up a DIFC Representative Office: Regulatory Framework and Practical Steps

A DIFC Representative Office is a specialized type of Authorised Firm regulated by the Dubai Financial Services Authority (DFSA).

DIFC Representative Office

A DIFC Representative Office is a specialized type of Authorised Firm regulated by the Dubai Financial Services Authority (DFSA). Unlike other Authorised Firms, it does not have capital requirements because it operates as a branch of an existing firm, rather than as an independent entity.

Eligibility and Activities:

Eligibility:
Financial services firms regulated in a suitable home jurisdiction (outside the DIFC) can apply to establish a Representative Office in the DIFC. This office serves primarily to promote and market financial products and services offered by its parent company or other group entities based outside the DIFC.

Permitted Activities:

  • Promotion and Marketing: Promote financial products and services offered by the parent company and affiliated group financial services providers.

  • Introductions and Referrals: Facilitate introductions or referrals to the parent company.

  • Marketing Material Distribution: Distribute marketing materials, including fund prospectuses.

  • Investment Research Distribution: Provide investment research reports.

  • Product and Service Information: Offer information about the products and services of the parent company.

Restrictions:

  • Advisory and Deal Arrangement: Cannot advise on financial products or arrange deals in investments.

  • Specific Investment Advice: Prohibited from providing opinions, recommendations, or specific investment advice.

  • Order Handling: Cannot receive or transmit client orders.

  • Fund Marketing: Cannot market funds that do not meet required criteria.

  • Invoicing Clients: Cannot invoice clients for services.

Regulatory Capital:
No regulatory capital or share capital requirements, as it operates as a branch of a foreign company.

Licensing Process:

To set up a DIFC Representative Office, an application must be submitted to the DFSA. The application will be evaluated based on the applicant's merits and suitability, along with the proposed activities.

Application Process:

  • Initial Review: The DFSA will perform an informal review of a draft Regulatory Business Plan and financial projections. If the draft meets the requirements, a formal application can be submitted, including a finalized Regulatory Business Plan.

MVG Dubai Office Will Assist You In:

  • Regulatory Applications: Preparing and submitting applications for the entity and authorized individuals (Principal Representative, MLRO, Directors).

  • Policy and Manual Preparation:

    • Compliance Manual: Policies on Independence, Outside Business Interests, Personal Account Dealing, Code of Ethics, and relevant forms and registers.

    • Anti-Money Laundering (AML) Policy and Procedures

    • Risk Management Policy and Register

    • Corporate Governance Framework and Terms of Reference

    • Conflict of Interests Policy and Register

    • Remuneration Policy

    • Business Continuity Plan

    • Compliance Monitoring Program

  • Submission of Regulatory Application: Managing the submission process for the application.

  • Provision of Functions: Assisting with roles such as Executive Director (ED), Non-Executive Director (NED), Principal Representative (PR), and Money Laundering Reporting Officer (MLRO).

  • Office Lease Assistance: Helping secure appropriate office space.

  • Bank Introduction: Facilitating the opening of a local bank account.

  • Regulator Liaison: Managing communications with the DFSA and overseeing the project until in-principle approval is obtained and the formal license is issued.

The DFSA will review the application and engage in ongoing dialogue with the applicant, including interviews with nominated individuals. Once the DFSA is satisfied with the application, it will issue an In-Principle approval with conditions that must be met before the final license is granted, including:

  • Incorporation or Registration: Completing registration with the DIFC Registrar of Companies.

  • Bank Account: Opening a local bank account and providing proof of capital remittance to the DFSA.

  • Office Space: Providing evidence of office space from which the financial activities will be conducted.

For expert guidance and comprehensive support in establishing your DIFC Representative Office, contact MVG Dubai Office. Our experienced team will ensure a smooth licensing process and help you navigate all regulatory requirements effectively.


MVG Dubai Office: Your Partner in DIFC Representative Office Setup

MVG Dubai Office is dedicated to facilitating your entry into the DIFC market. With our deep understanding of the regulatory landscape and extensive experience in handling DIFC licensing, we offer tailored solutions and strategic support for establishing your DIFC Representative Office. Trust MVG Dubai Office to provide you with expert assistance, from regulatory applications to office setup, ensuring a seamless and successful establishment of your representative office in the DIFC.


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