CORPORATE SERVICES

ADGM Financial Licensing Categorisation ADGM Financial Licence

There are two main onshore financial centers within the UAE where financial licenses can be obtained, alongside several authorities responsible for regulating the financial services companies’ activities in the UAE. All financial companies operating in Dubai must comply with licensing requirements imposed by the Central Bank. Also, all financial companies set up within the onshore financial centers must adhere to the rules and regulations set forth by the independent regulators, depending on the jurisdiction.

The ABU DHABI GLOBAL MARKET (ADGM) is one of the two Financial Free Zones within the UAE. At the heart of the ADGM model is an independent risk-based regulator, the Financial Services Regulatory Authority (FSRA), which grants licenses and regulates the activities of all banking and financial institutions in ADGM. The ADGM is a broadly based recognized and renowned international financial center serving local, regional and international institutions, and serves in the obtainment of Financial Licensing Categories 1, 2, 3A, 3B, 3C, 4 & 5.

General Rules of ADGM Financial Licensing Categories

In each ADGM Financial category, the Authorised Firm, may only conduct the activities for which it has been specifically authorised.

For example, an Authorised Firm which is a Category 2 licensed entity can only conduct the activities for which it was authorised at the time of licensing – it is not automatically allowed to conduct Category 3A, 3B, 3C and 4 activities.

Authorised Firms must observe the rules in the FSRA Rulebook, in particular, the following restrictions:

may only offer products or services to clients in accordance with the FSRA’s Conduct of Business client classification requirements; and
may not take deposits or deal in UAE Dirhams, and may not accept deposits from the State’s markets.

Breaching the rules and regulations may result in withdrawal of authorisation of the Authorised Firm by the FSRA. This can be in respect of one or more of its Financial Services. If the FSRA considers it necessary, such consequences may also extend to the Authorised Individuals or other persons performing any functions in the Authorised Firm. Any breach of obligations on the part of the aforesaid persons entitles the FSRA to restrict them from performing their functions or in the case of Authorised Individuals, suspend or withdraw their status.

The Three Financial Independent Authorities in ADGM:

The ADGM Registration Authority (ADGM RA) is responsible for the registration, incorporation and licensing of legal entities in ADGM and supports all government-related services.
The Financial Services Regulatory Authority (FSRA), which has two independent bodies (the Regulatory Committee and the Appeals Panel) is a signatory to 88 bilateral MoUs with foreign regulators and international financial centers and a member of the International Organisation of Securities Commissions (IOSCO) & Basel Committee Consultative Group (BCG);. Financial services entities registered in ADGM need to meet specific obligations set out by the FSRA. These obligations are in addition to standard obligations that all ADGM registered entities are required to meet.
ADGM Courts and its judiciary are modeled on the English judicial system. The direct application of English common law (including the rules and principles of equity plus well-established English statutes on civil matters) makes ADGM the first jurisdiction in the Middle East to adopt a similar approach to that of Singapore and Hong Kong: The foundation of the civil and commercial law in ADGM is provided by the Application of English Law Regulations 2015.

ADGM Category 1 License – Accepting Deposits / Managing an Unrestricted Profit Sharing Account

ADGM Category 1 License Authorised Firm is a firm that is licensed to carry out the Financial Service of Accepting Deposits or Managing a Profit Sharing Investment Account (received on an unrestricted basis). The Authorised Firm under this category may be authorised to conduct other Financial Services, but its authorisation for Accepting Deposits and/or Managing a Profit Sharing Investment Account is what determines it as a Category 1 Authorised Firm, rather than another. A Category 1 firm may apply for an Islamic Window to conduct certain aspects of its business in a Sharia-compliant manner.

Base Capital – US$ 10,000,000.

Risk-based Capital minimum based on the totality of risks – CET1, 6%; Tier 1, 8%.

Capital Requirement is not applicable to a Branch set-up of existing regulated bank.

Capital Plan must be captured in Internal Capital Adequacy Assessment Process Report.

Note that additional capital requirements may be imposed by FSRA on the review of the application.

ADGM Category 1 License - Licensing Process

An applicant is required to submit an application to the ADGM’s regulatory body, the FSRA, which will consider the merits and suitability of the applicant, and the category of license for which the application is made.

The Application Process

The FSRA will informally review a draft Regulatory Business Plan and projected financial and, if satisfied, allow a full formal application (which includes a finalised Regulatory Business Plan to be submitted).

Wincore will assist you in the following:

Introduction to the Regulator
Draft of Regulatory Business Plan (RBP) (Application Forms, Business flow processes & charts)
Preparation of Financial model for 3 years and draft of ICAAP and IRAP report.
Preparation of policies and manuals (Compliance, AML, Risk Management, Remuneration, Governance, Conflicts of Interests, Business Continuity Plan)
- AUT – CORE: this form must be submitted by all applicants applying for a licence to carry out one or more financial services in or from ADGM. It covers information on the applicant, its activities, prospective clients and controllers;
- AUT – IND: this form must be submitted by the individuals holding a mandatory function including directors, senior executive officer, finance officer, compliance officer and money laundering reporting officer; and
- AUT-AMS: this form must be submitted by applicants applying to conduct financial services relating to arranging credit or deals in investment. The applicant will be required to submit this form as one of the Proposed Activities of ADGM CO includes arranging credits and deals in investment.
Draft of regulatory application for the company and individuals
Submission of Regulatory Application (with Policies and appointment of SEO, FO, MLRO, RO, CO)
Provision of full-time functions
- SEO – Senior Executive Officer
- FO – Finance Officer
- RO – Risk Officer
- MLRO – Money Laundering Reporting Officer
- CO – Compliance Officer
Office lease
Introduction to the UAE Bank for opening an Account
Issuance of Regulator’s financial services license

DOWNLOAD ADGM FINANCIAL LICENSE CATEGORY 1 HERE TO READ MORE

Wincore Advisory Group helps businesses to articulate their objectives and aspirations to set up ADGM Category 1 Financial Licence. Contact us at contact@wincoreadvisory.com

ADGM Category 2 License – Principal Investor (not matched) / Providing Credit

This is an Authorised Firm licensed to carry out the Financial Service of Dealing In investments as Principal, and Providing Credit. In addition to this activity, the Authorised Firm under this category may also be authorised to conduct other Financial Services found in Category 3A, 3B, 3C or 4, provided that it cannot be authorised to conduct the Financial Services set out in Category 1.

Base Capital – US$ 2,000,000

Risk-based Capital minimum based on the totality of risks – CET1, 6%; Tier 1, 8%.

Capital Requirement not applicable to a Branch set-up of existing regulated bank.

Capital Plan must be captured in Internal Capital Adequacy Assessment Process Report.

Note that additional capital requirements may be imposed by FSRA on review of the application.

ADGM Category 2 License - Licensing Process

The Application Process

The FSRA will informally review a draft Regulatory Business Plan and projected financial and, if satisfied, allow a full formal application (which includes a finalised Regulatory Business Plan to be submitted).

Wincore will assist you in the following:

Introduction to the Regulator
Draft of Regulatory Business Plan (RBP) (Application Forms, Business flow processes & charts)
Preparation of Financial model for 3 years and draft of ICAAP and IRAP report.
Preparation of policies and manuals (Compliance, AML, Risk Management, Remuneration, Governance, Conflicts of Interests, Business Continuity Plan)
- AUT – CORE: this form must be submitted by all applicants applying for a licence to carry out one or more financial services in or from ADGM. It covers information on the applicant, its activities, prospective clients and controllers;
- AUT – IND: this form must be submitted by the individuals holding a mandatory function including directors, senior executive officer, finance officer, compliance officer and money laundering reporting officer; and
- AUT-AMS: this form must be submitted by applicants applying to conduct financial services relating to arranging credit or deals in investment. The applicant will be required to submit this form as one of the Proposed Activities of ADGM CO includes arranging credits and deals in investment.
Draft of regulatory application for the company and individuals
Submission of Regulatory Application (with Policies and appointment of SEO, FO, MLRO, RO, CO)
Provision of full-time functions
- SEO – Senior Executive Officer
- FO – Finance Officer
- RO – Risk Officer
- MLRO – Money Laundering Reporting Officer
- CO – Compliance Officer
Office lease
Introduction to the UAE Bank for opening an Account
Issuance of Regulator’s financial services license

The FSRA will carry out a review of the application and enter into an ongoing dialogue with the applicant, which may involve interviews with the nominated authorised individuals.
Once the FSRA is satisfied with the application and the applicant, it will issue an In-Principle approval to the applicant which will contain a number of conditions to be satisfied before granting of the final license, including:

- incorporation or registration of the entity with the ADGM Registrar of Companies;
- opening a local bank account and providing the FSRA with proof of remittance of capital; and
- evidence of office space from which it will conduct its financial activities.

Once the conditions on the in-principle approval are fulfilled, the FSRA will issue the formal license.

DOWNLOAD ADGM FINANCIAL LICENSE CATEGORY 2 HERE TO READ MORE

Wincore Advisory Group helps businesses to articulate their objectives and aspirations to set up ADGM Category 2 Financial Licence. Contact us at contact@wincoreadvisory.com

ADGM Category 3A License – Dealing in Investments as Principal / Dealing in Investments as Agent

In this category, an Authorised Firm is licensed to carry on one or more of the Financial Services of: Dealing in Investments as Principal where it does only so as a Matched Principle; Dealing in Investments as Agent. An Authorised Firm grouped under this category may be authorised to conduct other Financial Services found in Category 3B, 3C or 4, but it cannot be 23 The Structure of the ADGM authorised to conduct any of the Financial Services in Categories 1 or 2.

Base Capital – US$ 500,000

Risk-based Capital minimum based on the totality of risks – CET1, 6%; Tier 1, 8%.

Capital Requirement is not applicable to a Branch set-up of existing regulated bank.

Capital Plan must be captured in Internal Capital Adequacy Assessment Process Report.

Note that additional capital requirements may be imposed by FSRA on the review of the application.

ADGM Category 3A License - Licensing Process

The Application Process

The FSRA will informally review a draft Regulatory Business Plan and projected financial and, if satisfied, allow a full formal application (which includes a finalised Regulatory Business Plan to be submitted).

Wincore will assist you in the following:

Introduction to the Regulator
Draft of Regulatory Business Plan (RBP) (Application Forms, Business flow processes & charts)
Preparation of Financial model for 3 years and draft of ICAAP and IRAP report.
Preparation of policies and manuals (Compliance, AML, Risk Management, Remuneration, Governance, Conflicts of Interests, Business Continuity Plan)
- AUT – CORE: this form must be submitted by all applicants applying for a licence to carry out one or more financial services in or from ADGM. It covers information on the applicant, its activities, prospective clients and controllers;
- AUT – IND: this form must be submitted by the individuals holding a mandatory function including directors, senior executive officer, finance officer, compliance officer and money laundering reporting officer; and
- AUT-AMS: this form must be submitted by applicants applying to conduct financial services relating to arranging credit or deals in investment. The applicant will be required to submit this form as one of the Proposed Activities of ADGM CO includes arranging credits and deals in investment.
Draft of regulatory application for the company and individuals
Submission of Regulatory Application (with Policies and appointment of SEO, FO, MLRO, RO, CO)
Provision of full-time functions
- SEO – Senior Executive Officer
- FO – Finance Officer
- RO – Risk Officer
- MLRO – Money Laundering Reporting Officer
- CO – Compliance Officer
Office lease
Introduction to the UAE Bank for opening an Account
Issuance of Regulator’s financial services license

The FSRA will carry out a review of the application and enter into an ongoing dialogue with the applicant, which may involve interviews with the nominated authorised individuals.
Once the FSRA is satisfied with the application and the applicant, it will issue an In-Principle approval to the applicant which will contain a number of conditions to be satisfied before granting of the final license, including:

incorporation or registration of the entity with the ADGM Registrar of Companies;
opening a local bank account and providing the FSRA with proof of remittance of capital; and
evidence of office space from which it will conduct its financial activities.

Once the conditions on the in-principle approval are fulfilled, the FSRA will issue the formal license.

DOWNLOAD ADGM FINANCIAL LICENSE CATEGORY 3A HERE TO READ MORE

Wincore Advisory Group helps businesses to articulate their objectives and aspirations to set up Category 3A Financial License ADGM. Contact us at contact@wincoreadvisory.com

ADGM Category 3B License – Providing Custody (for a Fund) / Acting as Trustee of a Fund

An Authorised Firm in this category is licensed to Provide Custody (but only for a Fund) and act as trustee for a Fund. An Authorised Firm in this category can carry on financial services in Category 3C and 4 but cannot carry on financial services in Categories 1, 2 or 3A.

Base Capital – US$ 4,000,000

Capital Requirement is not applicable to a Branch set-up of an existing regulated bank.

Capital Plan must be captured in Internal Capital Adequacy Assessment Process Report.

Note that additional capital requirements may be imposed by FSRA on the review of the application.

ADGM Category 3B License – Licensing Process

The Application Process

The FSRA will informally review a draft Regulatory Business Plan and projected financial and, if satisfied, allow a full formal application (which includes a finalised Regulatory Business Plan to be submitted).

Wincore will assist you in the following:

Introduction to the Regulator
Draft of Regulatory Business Plan (RBP) (Application Forms, Business flow processes & charts)
Preparation of Financial model for 3 years and draft of ICAAP and IRAP report.
Preparation of policies and manuals (Compliance, AML, Risk Management, Remuneration, Governance, Conflicts of Interests, Business Continuity Plan)
- AUT – CORE: this form must be submitted by all applicants applying for a licence to carry out one or more financial services in or from ADGM. It covers information on the applicant, its activities, prospective clients and controllers;
- AUT – IND: this form must be submitted by the individuals holding a mandatory function including directors, senior executive officer, finance officer, compliance officer and money laundering reporting officer; and
- AUT-AMS: this form must be submitted by applicants applying to conduct financial services relating to arranging credit or deals in investment. The applicant will be required to submit this form as one of the Proposed Activities of ADGM CO includes arranging credits and deals in investment.
Draft of regulatory application for the company and individuals
Submission of Regulatory Application (with Policies and appointment of SEO, FO, MLRO, RO, CO)
Provision of full-time functions
- SEO – Senior Executive Officer
- FO – Finance Officer
- RO – Risk Officer
- MLRO – Money Laundering Reporting Officer
- CO – Compliance Officer
Office lease
Introduction to the UAE Bank for opening an Account
Issuance of Regulator’s financial services license

The FSRA will carry out a review of the application and enter into an ongoing dialogue with the applicant, which may involve interviews with the nominated authorised individuals.

Once the FSRA is satisfied with the application and the applicant, it will issue an In-Principle approval to the applicant which will contain a number of conditions to be satisfied before granting of the final license, including:

incorporation or registration of the entity with the ADGM Registrar of Companies;
opening a local bank account and providing the FSRA with proof of remittance of capital; and
evidence of office space from which it will conduct its financial activities.

Once the conditions on the in-principle approval are fulfilled, the FSRA will issue the formal license.

DOWNLOAD ADGM FINANCIAL LICENSE CATEGORY 3B HERE TO READ MORE

Wincore Advisory Group helps businesses to articulate their objectives and aspirations to set up ADGM Category 3B Financial Licence. Contact us at contact@wincoreadvisory.com

ADGM Category 3C License – Managing a Collective Investment Fund / Managing Assets

An Authorised Firm in this category may be licensed to carry on one or more Financial Services of Managing a Collective Investment Fund, Managing Assets, Providing Trust Services as a trustee of an express trust, Providing Custody (other than for a fund) and Managing a Profit Sharing Investment Account (received on a restricted basis). An Authorised Firm that has a 3C licence can also provide Financial Services in Category 4 but cannot provide Financial Services in Categories 1, 2, 3A or 3B.

Base Capital – US$ 500,000

Base capital requirement 3C Fund Manager – US$ 140,000 (to manage a Public Fund US$ 70,000 to manage exempt funds/QIFs).

Expenditure based capital requirement of 18/52 of annual operating expenditure (as the Fund Manager will hold or control Client Money)

Capital Plan must be captured in Internal Capital Adequacy Assessment Process Report.

Note that additional capital requirements may be imposed by FSRA on the review of the application.

ADGM Category 3C License – Licensing Process

The Application Process

The FSRA has will informally review a draft Regulatory Business Plan and projected financial and, if satisfied, allow a full formal application (which includes a finalised Regulatory Business Plan to be submitted).

Wincore will assist you in the following:

Introduction to the Regulator
Draft of Regulatory Business Plan (RBP) (Application Forms, Business flow processes & charts)
Preparation of Financial model for 3 years and draft of ICAAP and IRAP report.
Preparation of policies and manuals (Compliance, AML, Risk Management, Remuneration, Governance, Conflicts of Interests, Business Continuity Plan)
- AUT – CORE: this form must be submitted by all applicants applying for a licence to carry out one or more financial services in or from ADGM. It covers information on the applicant, its activities, prospective clients and controllers;
- AUT – IND: this form must be submitted by the individuals holding a mandatory function including directors, senior executive officer, finance officer, compliance officer and money laundering reporting officer; and
- AUT-AMS: this form must be submitted by applicants applying to conduct financial services relating to arranging credit or deals in investment. The applicant will be required to submit this form as one of the Proposed Activities of ADGM CO includes arranging credits and deals in investment.
Draft of regulatory application for the company and individuals
Submission of Regulatory Application (with Policies and appointment of SEO, FO, MLRO, RO, CO)
Provision of full-time functions
- SEO – Senior Executive Officer
- FO – Finance Officer
- RO – Risk Officer
- MLRO – Money Laundering Reporting Officer
- CO – Compliance Officer
Office lease
Introduction to the UAE Bank for opening an Account
Issuance of Regulator’s financial services license

The FSRA will carry out a review of the application and enter into an ongoing dialogue with the applicant, which may involve interviews with the nominated authorised individuals.

Once the FSRA is satisfied with the application and the applicant, it will issue an In-Principle approval to the applicant which will contain a number of conditions to be satisfied before granting of the final license, including:

incorporation or registration of the entity with the ADGM Registrar of Companies;
opening a local bank account and providing the FSRA with proof of remittance of capital; and
evidence of office space from which it will conduct its financial activities.

Once the conditions on the in-principle approval are fulfilled, the FSRA will issue the formal license.

DOWNLOAD ADGM FINANCIAL LICENSE CATEGORY 3C HERE TO READ MORE

Wincore Advisory Group helps businesses to articulate their objectives and aspirations to set up Category 3C Financial License ADGM. Contact us at contact@wincoreadvisory.com

ADGM Category 4 License – Arranging Credit or Deals in Investments / Advising on Financial Products

Authorised Firms in this category can do one or more of Arranging Deals in Investments, Advising on Financial Products, Arranging Custody, Insurance Intermediation, Insurance Management, Operating an Alternative Trading System, Providing Fund Administration, Arranging Credit and Advising on Credit, Operating a Crowdfunding Platform and/or Providing Trust Services (other than as a trustee of an express trust). In Categories 2-4, Authorised Firms may apply to conduct their business in a wholly Sharia Compliant manner or through an Islamic Window.

Base Capital – US$ 10,000

Operating a crowdfunding platform while holding client money –$140,000

Expenditure-based capital requirement of 6/52 of annual operating expenditure (18/52 if will holding or controlling Client Money).

Note that additional capital requirements may be imposed by FSRA on the review of the application.

ADGM Category 4 License – Licensing Process

The Application Process

The FSRA has will informally review a draft Regulatory Business Plan and projected financial and, if satisfied, allow a full formal application (which includes a finalised Regulatory Business Plan to be submitted).

Wincore will assist you in the following:

Introduction to the Regulator
Draft of Regulatory Business Plan (RBP) (Application Forms, Business flow processes & charts)
Preparation of Financial model for 3 years and draft of ICAAP and IRAP report.
Preparation of policies and manuals (Compliance, AML, Risk Management, Remuneration, Governance, Conflicts of Interests, Business Continuity Plan)
- AUT – CORE: this form must be submitted by all applicants applying for a licence to carry out one or more financial services in or from ADGM. It covers information on the applicant, its activities, prospective clients and controllers;
- AUT – IND: this form must be submitted by the individuals holding a mandatory function including directors, senior executive officer, finance officer, compliance officer and money laundering reporting officer; and
- AUT-AMS: this form must be submitted by applicants applying to conduct financial services relating to arranging credit or deals in investment. The applicant will be required to submit this form as one of the Proposed Activities of ADGM CO includes arranging credits and deals in investment.
Draft of regulatory application for the company and individuals
Submission of Regulatory Application (with Policies and appointment of SEO, FO, MLRO, RO, CO)
Provision of full-time functions
- SEO – Senior Executive Officer
- FO – Finance Officer
- RO – Risk Officer
- MLRO – Money Laundering Reporting Officer
- CO – Compliance Officer
Office lease
Introduction to the UAE Bank for opening an Account
Issuance of Regulator’s financial services license

The FSRA will carry out a review of the application and enter into an ongoing dialogue with the applicant, which may involve interviews with the nominated authorised individuals.

Once the FSRA is satisfied with the application and the applicant, it will issue an In-Principle approval to the applicant which will contain a number of conditions to be satisfied before granting of the final license, including:

incorporation or registration of the entity with the ADGM Registrar of Companies;
opening a local bank account and providing the FSRA with proof of remittance of capital; and
evidence of office space from which it will conduct its financial activities.

Once the conditions on the in-principle approval are fulfilled, the FSRA will issue the formal license.

DOWNLOAD ADGM FINANCIAL LICENSE CATEGORY 4 HERE TO READ MORE

Wincore Advisory Group helps businesses to articulate their objectives and aspirations to set up Category 4 Financial License ADGM. Contact us at contact@wincoreadvisory.com

ADGM Category 5 License – Islamic Financial Institution

An Islamic Financial Institution carries out its entire business in accordance with the principles of Sharia and manages a profit-sharing investment account (received on an unrestricted basis).

Base Capital – US$ 10,000,000

Risk-based Capital minimum based on the totality of risks – CET1, 6%; Tier 1, 8%.

Capital Requirement is not applicable to a Branch set-up of an existing regulated bank.

Capital Plan must be captured in Internal Capital Adequacy Assessment Process Report.

Note that additional capital requirements may be imposed by FSRA on the review of the application.

ADGM Category 5 License - Licensing Process

The Application Process

The FSRA has will informally review a draft Regulatory Business Plan and projected financial and, if satisfied, allow a full formal application (which includes a finalised Regulatory Business Plan to be submitted).

Wincore will assist you in the following:

Introduction to the Regulator
Draft of Regulatory Business Plan (RBP) (Application Forms, Business flow processes & charts)
Preparation of Financial model for 3 years and draft of ICAAP and IRAP report.
Preparation of policies and manuals (Compliance, AML, Risk Management, Remuneration, Governance, Conflicts of Interests, Business Continuity Plan)
- AUT – CORE: this form must be submitted by all applicants applying for a licence to carry out one or more financial services in or from ADGM. It covers information on the applicant, its activities, prospective clients and controllers;
- AUT – IND: this form must be submitted by the individuals holding a mandatory function including directors, senior executive officer, finance officer, compliance officer and money laundering reporting officer; and
- AUT-AMS: this form must be submitted by applicants applying to conduct financial services relating to arranging credit or deals in investment. The applicant will be required to submit this form as one of the Proposed Activities of ADGM CO includes arranging credits and deals in investment.
Draft of regulatory application for the company and individuals
Submission of Regulatory Application (with Policies and appointment of SEO, FO, MLRO, RO, CO)
Provision of full-time functions
- SEO – Senior Executive Officer
- FO – Finance Officer
- RO – Risk Officer
- MLRO – Money Laundering Reporting Officer
- CO – Compliance Officer
Office lease
Introduction to the UAE Bank for opening an Account
Issuance of Regulator’s financial services license

The FSRA will carry out a review of the application and enter into an ongoing dialogue with the applicant, which may involve interviews with the nominated authorised individuals.

Once the FSRA is satisfied with the application and the applicant, it will issue an In-Principle approval to the applicant which will contain a number of conditions to be satisfied before granting of the final license, including:

incorporation or registration of the entity with the ADGM Registrar of Companies;
opening a local bank account and providing the FSRA with proof of remittance of capital; and
evidence of office space from which it will conduct its financial activities.

Once the conditions on the in-principle approval are fulfilled, the FSRA will issue the formal license.

DOWNLOAD ADGM FINANCIAL LICENSE CATEGORY 5 HERE TO READ MORE

Wincore Advisory Group helps businesses to articulate their objectives and aspirations to set up ADGM Category 4 Financial Licence. Contact us at contact@wincoreadvisory.com

ADGM Representative Office

An ADGM representative office is an Authorised Firm and is regulated by the FSRA. However, it is not included in the above Authorised Firms categorisation table because it does not have any capital requirements as per the FSRA. This is because ADGM Representative Office can only be set up as a branch of an already established firm.

Any firm in a financial services sector can apply to be a Representative Office in ADGM but they must be regulated in an acceptable home jurisdiction (other than the ADGM). A representative office’s activities are confined to the general marketing of financial services and financial products already being offered from a location outside the ADGM by its head office or a member of its group.

What can the ADGM Representative Office do?

The ADGM Representative Office is only allowed to promote financial products and services offered by its parent company and by other group financial services providers(if any).
The ADGM Representative Office is a branch of its foreign parent company.
The ADGM Representative Office can make introductions/referrals to the parent entity.
The ADGM Representative Office can distribute marketing material (including fund prospectuses).
The ADGM Representative Office can distribute investment research.
The ADGM Representative Office can provide information on the products and services of the parent entity.
The activity of the ADGM Representative Office can be changed after 1 year of operation and it can be upgraded to a financial license, however, it will always remain a branch of the foreign company.

What you cannot do with the Representative Office

The ADGM Representative Office is not allowed to advise on products or arrange deals in investment.
The ADGM Representative Office cannot provide opinions, recommendations, or specific investment advice.
The ADGM Representative Office cannot receive or transmit orders.
The ADGM Representative Office cannot market funds that do not meet the stipulated criteria.
The ADGM Representative Office cannot invoice clients for services.

An ADGM Representative Office has no regulatory capital requirements and has also no share capital (being a branch of a foreign company).

ADGM Representative Office - Licensing Process

The Application Process

The FSRA has will informally review a draft Regulatory Business Plan and projected financial and, if satisfied, allow a full formal application (which includes a finalised Regulatory Business Plan to be submitted).

Wincore will assist you in the following:

Regulatory Applications for the entity and for the authorized individuals (Principal Representative, MLRO, Directors)
Preparation of policies and manuals
- Compliance Manual (including Policy of Independence, Outside Business Interests Policy, Personal Account Dealing Policy, Code of Ethics, and template forms and registers)
- Anti-Money Laundering 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
Provision of full-time/part-time functions
- ED/NED – Executive Director/Non-Executive Director
- PR- Principal Representative
- MLRO – Money Laundering Reporting Officer
Office lease assistance
Introduction to the UAE Bank for opening an Account
Liaison with the Regulator to address the queries and project management until the in-principle approval is obtained from the Regulator
Liaison with the Regulator until Issuance of Regulator’s financial services license

The FSRA will carry out a review of the application and enter into an ongoing dialogue with the applicant, which may involve interviews with the nominated authorised individuals.

Once the FSRA is satisfied with the application and the applicant, it will issue an In-Principle approval to the applicant which will contain a number of conditions to be satisfied before granting of the final license, including:

incorporation or registration of the entity with the ADGM Registrar of Companies;
opening a local bank account and providing the FSRA with proof of remittance of capital; and
evidence of office space from which it will conduct its financial activities.

Once the conditions on the in-principle approval are fulfilled, the FSRA will issue the formal license.

DOWNLOAD ADGM REPRESENTATIVE OFFICE SETUP HERE TO READ MORE Wincore Advisory Group helps businesses to articulate their objectives and aspirations to set up ADGM Category 4 Financial Licence. Contact us at contact@wincoreadvisory.com

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ADGM Financial Licensing Categorisation ADGM Financial Licence

General Rules of ADGM Financial Licensing Categories

The Three Financial Independent Authorities in ADGM:

ADGM Category 1 License – Accepting Deposits / Managing an Unrestricted Profit Sharing Account

The Application Process

Wincore will assist you in the following:

ADGM Category 2 License – Principal Investor (not matched) / Providing Credit

The Application Process

Wincore will assist you in the following:

ADGM Category 3A License – Dealing in Investments as Principal / Dealing in Investments as Agent

The Application Process

Wincore will assist you in the following:

ADGM Category 3B License – Providing Custody (for a Fund) / Acting as Trustee of a Fund

The Application Process

Wincore will assist you in the following:

ADGM Category 3C License – Managing a Collective Investment Fund / Managing Assets

The Application Process

Wincore will assist you in the following:

ADGM Category 4 License – Arranging Credit or Deals in Investments / Advising on Financial Products

The Application Process

Wincore will assist you in the following:

ADGM Category 5 License – Islamic Financial Institution

The Application Process

Wincore will assist you in the following:

ADGM Representative Office

The Application Process

Wincore will assist you in the following:

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