RAK ICC Transfer of Shares: The Share-Only Amendment

What Is the RAK ICC “Transfer of Shares” Service?

The “Transfer of Shares” service is the RAK ICC Agent Portal amendment for moving shares between holders when nothing else about the company’s officers is changing. It sits under Amendment, Liquidation & Charge → Company Amendment, immediately below its bigger sibling, “Transfer of Shares with changes to Director/Secretary.”

The difference between the two is exactly what the names say. The plain service handles the cap table and the beneficial ownership that flows from it — shareholders and UBOs — and stops there. It does not appoint or remove directors, does not touch the secretary, and does not add a power of attorney. If your transaction is a clean share sale or gift with no board consequence, this is the service you want; if a director is also joining or leaving, you want the combined service instead, which we cover in our guide to the RAK ICC transfer of shares with a director or secretary change.

Like every RAK ICC filing, it runs through a Certified Registered Agent; a company officer cannot lodge it directly. This guide assumes you already know who qualifies as a beneficial owner — for the full 25% test and the eleven Nature of Ownership options, see our RAK ICC UBO filing guide, and for the ongoing duty to keep the register current, our guide to the Add/Remove UBO Details service. Here we focus on the share-only workflow. If you would rather hand it over, our team handles RAK ICC share transfers and corporate amendments end to end.

Plain Transfer of Shares vs Transfer with a Director Change — Which Do You Need?

Choose the plain Transfer of Shares when only the shareholding is changing, and the combined service when a director or secretary is joining or leaving as part of the same deal. The two are separate Company Amendments with different fields, different documents and different fees — picking the right one first saves a wasted portal session.

The practical read: if the person leaving the cap table was also a director, or the person joining wants a board seat, the board change is part of the transaction and the combined service keeps everything together — see the combined-service guide. If the shares are simply moving between people who are (and remain) shareholders only, the plain service is faster, needs fewer documents and costs less. Everything below applies to the plain service.

How Do You Complete the Shareholder and UBO Page?

Because this is an amendment, the Shareholder / Director / Secretary / UBO / POA page opens with the company’s existing parties already listed. But in the plain Transfer of Shares service the action buttons are pared back to three — Add Individual Shareholder, Add Corporate Shareholder and Add New UBO. There is deliberately no Add Director/Secretary and no Add POA button here, because this service does not touch those roles.

That reduction carries through to the individual records. When you open a shareholder, the only role you can additionally assign is UBO — the prompt reads “Please Select Roles if the individual is also a UBO.” Ticking UBO opens the UBO Information block with a Nature of Ownership dropdown and a field for the date on which the beneficial owner became such. Complete the Company Details page first; the parties page will not accept changes until it is filled.

How Do You Add the Incoming Shareholder (the Transferee)?

To bring in a new buyer, click Add Individual Shareholder and complete their details — full name, nationality, house name and street, residential city and country, resident-in-UAE flag, date of birth, passport number and expiry, and occupation. Tick Has dual Nationality? or Has additional Home Country Address? where they apply, and add the corresponding fields.

Then decide the beneficial ownership question immediately: if the incoming shareholder will hold 25% or more, tick UBO and complete the Nature of Ownership and the date they became a beneficial owner — which, for a transferee, is the date the transfer takes effect. Save the record, and the new shareholder joins the list ready to receive shares on the Share Transfer Details page.

How Do You Add a Standalone UBO Who Isn’t a Shareholder?

Where a beneficial owner sits behind a corporate shareholder rather than holding shares personally, use Add New UBO to record them directly. This is the person you reach by looking through a holding company — a company can never be the UBO itself, so the individual controlling it is declared here.

The Add New UBO record captures the same identity fields as a shareholder, plus a Nature of Ownership and the date the person became a beneficial owner. Where you select “Control through other means”, the portal opens an Ownership via other means explanation box that you must complete — describe the actual veto or decision right rather than leaving it blank. For the full menu of eleven Nature of Ownership options and when each applies, see our RAK ICC UBO filing guide.

How Do You Remove a UBO When a Transfer Drops Someone Below 25%?

When a transfer takes a holder below the 25% threshold and they hold no other control right, you remove their UBO status by end-dating it. Click Edit against the shareholder or existing UBO, untick the UBO box, and enter the End Date for the role — the effective date they ceased to be a beneficial owner. RAK ICC closes the role rather than deleting it, so the register keeps a start-to-end history.

Because the plain service touches only the UBO role, end-dating here is specifically about beneficial ownership — there are no director or POA roles to close in this service. Set the end date to the date the transfer takes effect, not the date you happen to be filing, so the register shows when control actually moved. And end-date only after confirming the drop is real: a seller who keeps even a right to appoint a director stays a UBO on control grounds despite falling below 25% on shares.

1. Open the record — click Edit against the shareholder or existing UBO whose stake has fallen.
2. Confirm the drop is genuine — re-run the 25% and control tests; a residual control right keeps them a UBO.
3. Untick UBO and enter the End Date — the effective date they ceased to be a beneficial owner.
4. Save — the grid shows the UBO role removed, with its start and end dates preserved.

How Does the RAK ICC Share Transfer Details Page Work?

After the parties page, the service opens the Share Transfer Details page — where the shares actually move. It lists each shareholder with their Current Number of Shares and Proposed Number of Shares, alongside Treasury Shares and Unissued Shares rows and a Joint Shareholder section, and you record each movement through an Add / Manage Transfers control.

Each transfer line records four things: the Transfer From holder, the No of Shares Transferred, the Transfer To recipient, and a Reason / Justification for Transfer such as a sale, gift or partner change — with the share classification alongside. As you add lines, the Proposed Number of Shares recalculates per holder, and the totals must reconcile against issued, treasury and unissued shares before the page will progress. Shares can also be moved out of Treasury or issued from the Unissued pool, so the source of a transfer is not always another shareholder.

What Is the UBO Popup on the Share Transfer Page?

When you click Next on the Share Transfer Details page, RAK ICC shows a popup: “Please ensure that UBO Register is up to date in accordance with Regulation.” It is a reminder, not a filing. Click OK to continue to the Document Upload page, or Cancel to stay — and go Back to add or amend UBO details before proceeding.

The reminder is tied to UAE Federal Law No. 20 of 2018 on Anti-Money Laundering and Combating the Financing of Terrorism and the Financing of Illegal Organisations, and to Cabinet Decision No. 10 of 2019 on its implementation. Because a share transfer is one of the most common ways a beneficial owner changes, the prompt is a cue to confirm you have added any new UBO and end-dated anyone who has dropped out. We cover the popup and the underlying obligation in depth in our RAK ICC UBO register guide.

Which Documents Does a Plain Transfer of Shares Need?

The plain Transfer of Shares has a deliberately light document set. For a UBO, RAK ICC asks for a copy of passport; the only extra document is proof of the nature of ownership, and only where a nominee or trust is involved. There is no consent letter and no address proof here — those belong to the director and secretary side, which this service does not touch.

Two words still carry weight even on this shorter list. RAK ICC asks for a copy of a passport that is in force on the submission date, and any proof of ownership for a nominee or trust must actually evidence the arrangement rather than merely assert it. If your transaction does involve a director joining or leaving, and you find yourself needing a consent letter or address proof, that is the signal you should be using the combined service instead — see the transfer-with-director-change guide.

What Does a RAK ICC Transfer of Shares Cost in 2026?

A plain RAK ICC transfer of shares carries a single registry line item. RAK ICC’s own Confirmation-page example shows RC-Change of info – Shareholders at AED 1,000.00 with AED 0.00 VAT, for a Total Cost of AED 1,000.00 debited from the agent’s portal wallet — one line, because only the shareholding is changing.

That is the clean way to see the difference from the combined service, which adds a second AED 500 line for the director/secretary change to reach AED 1,500. Treat the figure as illustrative — [VERIFY] the current amount against RAK ICC’s published schedule of fees before relying on it, since registry pricing varies by service and is revised periodically. The registry fee carries no VAT in that example, but your Registered Agent’s service fee is a taxable supply and will normally carry 5% VAT where the agent is VAT-registered.

Does a Share Transfer Change Your UBOs and Your Tax Position?

A share transfer changes your UBOs only where it moves someone across the 25% ownership or voting-rights line, or changes who controls the board — and it does not change the company’s tax status at all. Re-run the beneficial ownership test on the post-transfer cap table, then update the register: add anyone who has newly crossed 25%, and end-date anyone who has fallen below it without a residual control right.

On tax, nothing about the transfer removes the company from the net. A RAK ICC company remains a UAE-incorporated juridical person and a taxable person under Federal Decree-Law No. 47 of 2022; its corporate tax registration stands, and tax still applies at 0% up to AED 375,000 and 9% above. Where revenue is at or below AED 3 million, Small Business Relief under Ministerial Decision 73 of 2023 may apply for tax periods ending on or before 31 December 2029, elected annually and never backdated; a new controlling owner may want to revisit that election.

Two myths to retire: Economic Substance Regulations are abolished (Cabinet Decision No. 98 of 2024 ended ESR for financial years ending after 31 December 2022), so a transfer triggers no ESR notification; and 100% foreign ownership has been the mainland default since Federal Decree-Law No. 32 of 2021, so an incoming foreign buyer is not a reason to restructure. The follow-through after the transfer is short — confirm the UBO register, update the AML file and goAML documentation if the company carries out DNFBP activity, and let the new share register flow into the bookkeeping so the next return is clean.

Key Terms on the RAK ICC Transfer of Shares Screens

The plain Transfer of Shares service uses a compact set of fields. Reading them correctly keeps the filing clean.