The Securities and Commodities Authority (SCA) is the primary federal financial regulatory body overseeing capital markets, commodity exchanges, and listed companies across the onshore jurisdictions and non-financial free zones of the United Arab Emirates. Tasked with maintaining market integrity, investor protection, and financial stability, the SCA ensures that licensed market participants conform to rigorous international standards.
Through its legislative framework, the SCA regulates the Abu Dhabi Securities Exchange (ADX), Dubai Financial Market (DFM), and Nasdaq Dubai, supervising brokerages, investment managers, financial advisors, custodians, and public offerings. For foreign investors, financial institutions, and innovative fintech firms, securing an SCA license is the premium pathway to legally distributing financial products, raising capital, and managing assets onshore within the UAE's rapidly expanding financial ecosystem.
Regulatory Functions of the SCA
Operating as an independent regulatory authority directly linked to the UAE Cabinet, the SCA is equipped with supervisory, legislative, and enforcement powers. The authority's mandate is structured around promoting fair market conditions and building investor trust.
Supervising trading systems, clearing houses, and depositories to protect market transactions and prevent systemic manipulation.
Authorizing and licensing investment managers, advisors, market makers, and brokers after rigorous fit and proper evaluations.
Establishing and enforcing rules governing the formation, registration, and distribution of public and private mutual funds, REITs, and private equity.
Approving prospectuses, managing corporate listings, and supervising IPO processes for local and cross-border companies on the ADX and DFM.
Fintech & Market Development: In alignment with the UAE Capital Markets Strategy, the SCA promotes market transparency, board-level corporate governance standards, and fintech innovation frameworks through the SCA Fintech Lab Sandbox.
Core SCA Licensing Options
We provide full-scope advisory, structuring, and licensing support across all regulated SCA categories:
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๐ผInvestment & Asset Management Authorizes discretionary portfolio management (DPM), asset allocation modeling, wealth management advisory, and public or private fund management.
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๐Financial Advisory & Corporate Finance Covers investment advisory services, corporate finance arranging, M&A advisory, debt/equity capital raising, and structured finance advisory.
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๐Brokerage & Market Operations Enables securities brokerage, introducing brokerage, derivatives dealing, and designated market making on regional mainland exchanges.
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๐ก๏ธCollective Investment Funds Advises on the structuring and registration of domestic public mutual funds, private placement funds, REITs, venture capital (VC) funds, and private equity (PE) funds.
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๐Custody & Fund Administration Supports setups for licensed custodians, institutional asset safeguarding, securities depositories, and independent fund administration structures.
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๐คFintech & Innovation Permits Navigates the SCA Fintech Lab Sandbox for digital wealth managers, robo-advisors, equity crowdfunding platforms, and tokenized investment managers.
SCA Licensing Roadmap
We lead financial services clients through a structured, 10-step authorization roadmap to ensure compliance from inception to launch:
Compliance & Governance Obligations
Licensed financial institutions must maintain compliance with ongoing SCA supervisory requirements to protect client assets and ensure market stability:
- AML/CFT Compliance: Mandatory registration on the federal goAML portal, appointing a dedicated Compliance Officer/MLRO, conducting customer due diligence (CDD/EDD), and submitting Suspicious Transaction Reports (STRs).
- Ultimate Beneficial Ownership (UBO): Strict recordkeeping of beneficial owners and reporting updates under Cabinet Decision No. 109 of 2023 on UBO transparency.
- Internal Controls & Segregation: Installing clear Chinese walls to prevent insider trading, managing conflicts of interest, and ensuring absolute segregation of client cash from proprietary accounts.
- Board-Level Governance: Meeting board composition rules, establishing independent audit committees, and protecting minority shareholder voting rights.
- Investor Protection Rules: Enforcing suitability and appropriateness assessments for all clients, and offering transparent disclosure of fees, risks, and performance.
- CISI Accreditation: Ensuring all "Approved Persons" (CEO, Compliance, Finance Manager, Portfolio Manager) pass the required exams and hold SCA-approved certifications.
- Prudential & Financial Audit: Submitting quarterly capital adequacy metrics, monthly accounting returns, and annual financial statements audited by SCA-approved external auditors.
- Record Retention Policies: Keeping all trade logs, correspondence, client onboarding records, and financial books for a minimum of 10 years under UAE federal corporate laws.
Capital adequacy & Soundness
Capital adequacy is a central pillar of the SCA's prudential regulatory framework. Licensed firms must hold sufficient capital and reserves to absorb market shocks and protect client investments:
Initial paid-up capital requirements vary significantly based on the chosen license tier and the risk profile of the activities (e.g., higher for asset management and brokerage; lower for advisory and arranging).
Firms must maintain liquid asset reserves to meet short-term operational overhead, ensuring they remain solvent during market downturns.
Active professional indemnity insurance (PII) coverage is mandatory, with policy limits scaled in proportion to assets under management (AUM) or transaction volumes.
Target Sectors & Strategic Opportunity
SCA licensing and compliance frameworks are critical for regional and international financial market participants:
- Asset & Wealth Managers Establishing local retail or private placement funds, REITs, or managing discretionary portfolios for onshore investors.
- Fintech Startups & Platforms Launching robo-advisory tools, equity crowdfunding networks, and tokenized investment solutions under Fintech Lab rules.
- Family Offices & Advisors Advising ultra-high-net-worth individuals, structuring private wealth wrappers, and corporate finance arrangements onshore.
- Private Equity & Venture Capital Structuring private investment funds to invest directly in local mainland startups, tech ecosystems, or real estate assets.
- Institutional Investors & Brokers Providing securities brokerage, clearing services, introducing client accounts, and listing Public Joint Stock Companies (IPOs).
- Corporate Finance Advisors Advising local businesses on capital structures, debt issuances (Sukuk), mergers, acquisitions, and cross-border transactions.
Strategic Value of SCA Authorization
SCA licensing allows firms to directly market services and products onshore in the UAE, avoiding financial free zone boundary limitations.
Demonstrating compliance with federal financial regulations instills confidence in local sovereign wealth funds and corporate treasuries.
The UAE holds one of the highest densities of affluent individuals globally. An SCA license unlocks legal marketing access to local HNWIs.
Structuring operations under SCA rules establishes robust internal controls, mitigating structural, operational, and reputational risks.
Key Regulatory Deliverables
We supply comprehensive, institutional-grade compliance deliverables during the licensing process:
Detailed analysis of business activities, activities mapping, and recommended license tiers.
Analysis of your current capital structures, corporate records, and compliance profiles against SCA rules.
Tailored compliance policies, conflict management guidelines, Chinese wall boundaries, and internal control manuals.
Comprehensive goAML-compliant policies, customer risk rating models, and screening registers.
Board committee structures, disclosure standards, and codes of conduct aligned to SCA regulations.
Comprehensive risk registers, liquidity monitoring protocols, and ISO 31000-aligned risk policies.
Completed official application forms, detailed business plan drafts, financial forecasts, and corporate resolutions.
Coordinating all clarifications, formal submissions, and meeting requests with the SCA regulatory officers.
Outsourced compliance advisory, regulatory audit preparation, goAML portal filing support, and updates on regulatory changes.
Frequently Asked Questions
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