UAE Compliance: UBO, AML, and What Happened to ESR

What you are actually required to file, right now

UBO declarations

If you own or control 25 percent or more of a UAE company — or exercise effective control through other means — you need to be declared as an Ultimate Beneficial Owner. This is not optional and it is not a one-time filing you can ignore after year one: changes in ownership, shareholding, or company structure require an updated declaration. Miss it, and your DED or free zone authority will simply refuse to process trade name registrations, capital changes, or other corporate actions until it is filed — which is a worse practical problem than any fine, because it stops your business from doing the paperwork it needs to do.

AML: who this actually applies to

Anti-money laundering obligations, including registration on the UAE goAML platform, apply specifically to businesses in designated non-financial sectors — this covers real estate agents and brokers, dealers in precious metals and stones, accountants and auditors, and independent legal and corporate service providers, among others. If you are not in one of these sectors, AML registration does not directly apply to your license, though most banks will still expect standard KYC as part of account opening. If you are in a covered sector, penalties for non-compliance range from AED 50,000 to AED 1 million, with potential criminal liability for serious breaches.

ESR: what changed, and why your provider might not have told you

Economic Substance Regulations were introduced in 2019 to satisfy international tax transparency standards, requiring companies conducting certain "relevant activities" to file an annual notification and, in some cases, a substance report demonstrating real UAE presence. When it was in force, missing a notification carried a AED 20,000 penalty; missing a required report or failing the substance test carried AED 50,000.

Under Cabinet Decision No. 98 of 2024, ESR filing obligations were cancelled for financial years ending after 31 December 2022 — largely because the UAE corporate tax regime now includes its own substance requirements for free zone companies claiming the 0 percent rate, making a separate ESR filing redundant. Penalties issued for post-2022 periods were cancelled and refunded. Obligations and any disputes relating to the 2019 to 2022 period remain in force and unaffected by this change.

If you are still receiving an annual ESR filing service from another provider, it is worth asking exactly which period that filing covers — for most companies, there is nothing left to file.

What we handle & What you will need to provide

• UBO declaration filing and updates when ownership or structure changes
• AML/goAML registration and ongoing reporting for regulated-sector clients
• Assessment of any outstanding 2019 to 2022 ESR obligations, where relevant
• Corporate tax registration and filing, coordinated with your compliance calendar
• Annual compliance calendar tracking, so nothing is missed across UBO, tax, and license renewal

What you will need to provide

• Trade license and Memorandum of Association
• Shareholder register, including any beneficial owners above 25 percent
• Passport copies for all UBOs
• For regulated-sector clients: details of your AML compliance officer and existing policies, if any
• Any historical ESR filings from 2019 to 2022, if you are unsure of your status

Frequently asked questions