RAK ICC Par Value and Shares: How to Change Both Together

What does it mean to change RAK ICC par value and the number of shares together?

Changing par value with the number of shares is a single RAK ICC amendment that moves both levers of share capital at the same time — the value of each share and how many shares there are. It is handled on the registry as a Changes to Share Capital amendment and, like every RAK ICC filing, must be submitted by an approved registered agent rather than by the company directly.

A company’s share capital is the par value of each share multiplied by the number of shares in issue. You can change the total by moving just the share count, just the par value, or — as covered here — both at once. RAK ICC keeps these as separate amendment types: this guide covers the combined Par Value with No. of Shares route in both directions (increase and reduction). If you only need to change how many shares exist, see our guide to a RAK ICC share capital change (number of shares) instead, and if you are separating rights into classes, see RAK ICC share classification. Our team can plan the change as part of your RAK ICC par value and company setup service.

What is RAK ICC par value (nominal value)?

Par value — also called nominal value — is the fixed value assigned to each share in a RAK ICC company’s constitution, and it is not the same as what an investor pays for a share. It is an accounting and legal figure rather than a market price.

The link that matters is simple: share capital = par value × number of shares. So a company with 100 shares of USD 1.00 par value has USD 100 of share capital. Raise the par value to USD 2.00 and the same 100 shares now represent USD 200. RAK ICC capital is denominated in the currency set out in the company’s Articles — commonly US dollars, though other currencies are possible, and the RAK ICC portal example even shows a par value of AED 2.00. Because par value and the share count both feed the total, the combined amendment is the tool you reach for when you want to reset both at once.

Which amendment type do you choose?

For a combined change you select “Increase in Capital – Par Value with No. of Shares” or “Reduction of Capital – Par Value with No. of Shares” — the two types that move both figures. The RAK ICC “Changes to Share Capital” menu lists several options; the table shows where the combined route sits.

Choosing the combined type makes sense when a restructuring moves both figures at once — for example, resetting the par value to a new standard while also issuing or cancelling shares. If only one figure is moving, pick the single-lever type instead; using the combined route unnecessarily just adds fields you do not need to touch.

How does the capital maths work?

Because share capital is par value multiplied by the number of shares, changing both compounds the effect — the total can move sharply even from modest changes to each figure. Working the numbers before you file keeps the result predictable.

In the increase example, doubling the par value and doubling the share count multiplies the capital fourfold, from USD 100 to USD 400 — not double. A reduction works the same way in reverse. This compounding is exactly why the combined amendment exists as its own type, and why it is worth modelling both figures together rather than changing them in your head.

How do you change par value and shares in the portal (step by step)?

The change is filed by your registered agent through the RAK ICC portal, under Company Amendments → Changes to Share Capital, entering both a new par value and a new number of shares. Here is the sequence your agent follows.

1. Open the amendment — the registered agent goes to Company Services → Company Amendments → Changes to Share Capital and searches for the company.
2. Select the combined amendment type — choose “Increase in Capital – Par Value with No. of Shares” to raise capital, or the matching Reduction type to lower it. Enter the details of the amendment, the meeting date, Normal or Urgent processing, and the signature verification status.
3. Enter the new par value and share count — on the Share Details page, enter both the new Par Value and the new Number of Shares (and any Unissued Shares), then add the correspondence email and mobile.
4. Review shareholders — check existing shareholders and, if needed, use Add Individual / Corporate / Joint Shareholder to add new ones.
5. Reallocate the shares — on Share Allocation, click Manage for each shareholder, then Edit, set their number of shares and Save. The total allocated must equal the new number of shares defined.
6. Upload documents — attach the documents the portal lists (typically the approving resolution and supporting records) and confirm the uploads.
7. Confirm and submit — review the Confirmation page, checking the new Par Value (for example AED 2.00) and Number of Shares are shown correctly, review the Price Items, then submit the application for RAK ICC processing.

What documents does the change need?

The change is supported by a resolution approving it, amended constitutional documents reflecting the new par value and capital, and an updated share register — with the portal listing the exact uploads for your filing. The paperwork has to evidence that the company properly authorised the change to both figures.

The exact set is determined by RAK ICC and confirmed by your registered agent on the portal’s Upload Documents step. A standard portal example can display transfer-style documents (an instrument of transfer and a directors’ resolution), so the labels you see may differ from a pure capital change — your agent maps the correct uploads to the amendment. Adding a new shareholder can also trigger ultimate beneficial owner (UBO) checks, which overlap with your wider UBO and AML compliance obligations. [VERIFY] the precise upload list, and for a reduction any solvency, creditor-protection or approval requirements, against the current RAK ICC guidance.

How does share allocation reconcile afterwards?

After you set the new par value and share count, every share must be allocated to a shareholder — and the totals must reconcile exactly, or the portal will not submit. Changing the par value alone does not change how many shares a holder has, but because this amendment also changes the share count, you reallocate to match the new total.

Suppose a company moves from 100 shares to 200 shares (alongside the par-value change) with two shareholders holding 60/40. The allocation must be reset so it totals 200 — for example 120 and 80 if both subscribe pro-rata, or 60, 40 and 100 if a new investor takes the extra shares. The RAK ICC system compares the total you allocate with the new Number of Shares defined and blocks submission if they differ. Getting the par value, the allocation, the register and the Articles to agree is essential; our accounting and corporate records support keeps them aligned after filing.

How much does it cost and how long does it take?

You pay the RAK ICC amendment fee from the current schedule of fees, plus your registered agent’s professional fee — and if you need it fast, urgent (expedited) processing adds AED 1,000. The confirmation page’s Price Items section sets out the charge and any VAT before you submit.

Worked cost example. If your capital change is not time-critical, choose Normal and you avoid the AED 1,000 urgent surcharge entirely. If a bank, investor or licensing deadline means you need it expedited, budget the standard fee plus AED 1,000 for urgent processing, and rely on the live Price Items figure rather than the illustrative amounts shown in RAK ICC’s walkthrough. Because base fees can change, we confirm the current figure with RAK ICC before quoting.

Do these changes affect UAE Corporate Tax?

Being a RAK ICC (“offshore”) company does not place it outside UAE Corporate Tax, and changing par value and share count is a structural change rather than a taxable event in itself. A company incorporated in the UAE is generally a Resident Person under Federal Decree-Law No. 47 of 2022 and is within the scope of UAE Corporate Tax at 9% on taxable income above AED 375,000 (0% below that).

Two practical points follow. First, if the company meets the registration thresholds it must register for Corporate Tax and file, regardless of its capital structure. Second, capital structure is not tax-neutral in every respect — how a business is funded can affect matters such as interest deductibility, and whether any 0% Free Zone treatment could apply depends on the strict conditions for a Qualifying Free Zone Person, whose status differs from that of a RAK ICC entity. [VERIFY] the precise Corporate Tax and any Free Zone Person position with the FTA or your adviser, and do not assume “offshore” means tax-free. For the wider framework, see our UAE Corporate Tax guide, and note that companies confirming UAE tax residency may need a tax residency certificate.

Common mistakes when changing RAK ICC par value and share count

Most problems come from choosing the wrong amendment type or leaving one of the two figures out of step — both are avoidable. Watch for these:

Key terms: RAK ICC par value glossary

A quick reference for the terms used above.