Key Takeaways
4 insights · 13 min readA UBO (Ultimate Beneficial Owner) of a RAK ICC company is always a natural person who ultimately owns or controls it — typically anyone holding 25% or more of the shares or voting rights.
If no individual meets the ownership or control tests, the beneficial owner defaults to the company’s non-corporate director(s).
UBOs are filed through the portal’s “Add/Remove UBO Details” service, choosing a Nature of Ownership from 11 categories; new UBOs need a passport copy, and trust/nominee arrangements need proof.
Beneficial ownership isn’t a one-off: records must be kept current and changes notified, with fines for late or false filings.
A RAK ICC UBO is the natural person(s) who ultimately owns or controls a RAK ICC company — someone who owns or controls 25% or more of the shares or voting rights, can appoint or remove the majority of the board, or exercises significant influence or control. If nobody meets those tests, the UBO is the non-corporate director(s). UBOs are filed via the portal’s Add/Remove UBO Details service, where you pick a Nature of Ownership, add supporting documents and declare the information — and the records must be kept up to date.
In this guide
What is a UBO? Why RAK ICC requires it The 25% rule & three tests Nature of Ownership (11 types) How to add a UBO How to remove a UBO Documents required Declaration, deadlines & penalties Keeping records current Your wider complianceEvery RAK ICC company must identify and record its beneficial owners — the real people behind the company — and file that information through the RAK ICC portal. Getting RAK ICC UBO (Ultimate Beneficial Owner) reporting right matters, because it’s a core part of the UAE’s anti-money-laundering and transparency framework, and late or inaccurate filings carry fines. This guide explains who counts as a UBO, the all-important 25% rule, the eleven “Nature of Ownership” categories, the exact portal steps to add and remove a UBO, the documents and declaration involved, and the ongoing obligation to keep records current. Because the source guidance dates from the regime’s launch, we flag anything that may have changed — especially deadlines and penalty amounts — as [VERIFY].
What is a UBO (Ultimate Beneficial Owner) at RAK ICC?
A UBO is the natural person (or persons) who ultimately owns or controls a company. The key word is natural — a beneficial owner is always a real individual, never a company. Behind any corporate shareholder, you keep looking through the ownership chain until you reach the people who truly own or control the business.
For a RAK ICC company, an individual is a beneficial owner if they meet any one of three tests: they own or control 25% or more of the shares or voting rights (directly or indirectly); they hold the right to appoint or remove the majority of the board; or they exercise (or have the right to exercise) significant influence or control over the company or its management. And there’s a fallback: if no individual meets any of these tests, the beneficial owner is treated as the company’s non-corporate director(s).
This is why UBO reporting sits at the heart of AML and beneficial-ownership compliance — it makes sure there is always a real, identifiable person on record as being ultimately responsible for the company.
Why does RAK ICC require beneficial ownership information?
RAK ICC requires beneficial ownership information under its Beneficial Ownership Regulations, first introduced in 2019, which oblige certified registered agents to file this information for the companies on their books. The purpose is transparency: knowing the real people behind every company is central to the UAE’s anti-money-laundering effort and its alignment with international (FATF) standards.
When the regime launched, registered agents were asked to file beneficial ownership for their existing companies during an initial window (between 1 September and 30 November 2019). That was the start of an ongoing obligation, not a one-time exercise — the requirement to identify UBOs, file the information, and keep it up to date is a continuing one. Because the regulations may have been updated since 2019, confirm the current position with RAK ICC or your adviser [VERIFY].
Not sure who your RAK ICC company’s UBO is?
We identify beneficial owners against all three tests, file the UBO details correctly, and keep your register compliant.
Who counts as a UBO — the 25% rule and the three tests
The most-used test is ownership: an individual who owns or ultimately owns or controls 25% or more of the shares or voting rights — directly or indirectly — is a beneficial owner. But ownership isn’t the only route to being a UBO. The three tests are:
The three beneficial-ownership tests
• Ownership / voting rights — owns, ultimately owns or controls 25% or more of the shares or voting rights, directly or indirectly.
• Board control — holds the right, directly or indirectly, to appoint or remove the majority of the board of directors.
• Significant influence or control — has the right to exercise, or actually exercises, significant influence or control over the company or its management.
Meeting any one of these makes a natural person a UBO. If, after applying all three, no individual qualifies, the beneficial owner is deemed to be the non-corporate director(s) of the company — so there is always a UBO to report.
Worked example
Say Jerry directly owns 30% of the shares of a RAK ICC company as an individual. He’s over the 25% threshold, so he’s a UBO. You add him, tick the UBO checkbox, choose “Direct Ownership of Shares – Sole Personal Capacity” as the Nature of Ownership, set the date he became a UBO, and upload his passport. If instead no one held 25% and no one otherwise controlled the company, the UBO would be the company’s non-corporate director(s).
What is “Nature of Ownership”? The 11 categories
When you file a UBO, you must select a “Nature of Ownership” that describes how that person is a beneficial owner. There are eleven options — choosing the right one is important, because some require an explanation or supporting proof.
| # | Nature of Ownership | When it applies |
|---|---|---|
| 1 | Direct Ownership of Shares – Sole Personal Capacity | Most companies with a natural person as the sole shareholder select this. |
| 2 | Direct Ownership of Voting Rights – Sole Personal Capacity | Direct control of 25%+ of the voting rights, held personally. |
| 3 | Direct Ownership of Right to Appoint/Remove Directors – Sole Personal Capacity | A direct, personal right to appoint or remove the majority of directors. |
| 4 | Direct Ownership of Shares – Joint Arrangement | Only where a shareholder has agreed with other shareholders to exercise their rights the same way, totalling 25%+ — having more than one shareholder is not automatically a joint arrangement. |
| 5 | Direct Ownership of Voting Rights – Joint Arrangement | As above, for voting rights held under a joint arrangement. |
| 6 | Direct Ownership of Right to Appoint/Remove Directors – Joint Arrangement | As above, for the right to appoint or remove directors under a joint arrangement. |
| 7 | Indirect Ownership through a Chain | Holding 25%+ of shares or voting rights, or the right to appoint/remove directors, through another entity or chain of entities. |
| 8 | Control through Other Means | E.g. holding decision or veto rights, or controlling others’ rights — you must add an explanation in the box that appears. |
| 9 | Senior Managing Official | Where nobody meets the categories above, the person controlling strategic decisions (e.g. a Managing Director); also applies to State-Owned Enterprises / Listed Entities. |
| 10 | Through a Trust or Other Legal Arrangement | Details of the arrangement must be provided, with supporting proof. |
| 11 | As a Nominee | Both the nominee and the nominator must be declared, with supporting proof. |
A common trap is category 4: more than one shareholder is not, by itself, a “joint arrangement.” A joint arrangement only exists where shareholders have actually agreed to exercise their rights in the same way and together reach 25% or more. When in doubt, take advice before selecting.
How do you add a UBO on the RAK ICC portal?
UBO filings are made through a dedicated service, and (as with all RAK ICC filings) they’re lodged by a licensed registered agent. The steps are:
- Open the service — on the home page, select Company Services, then choose Add/Remove UBO Details.
- Select the company — enter and select the company name, complete the correspondence details, and click Next.
- Review the individuals — the UBO Details page shows the existing individuals (shareholders, directors, secretaries). Click Add New UBO for a new person, or Edit an existing individual to mark them as a UBO.
- Tick the UBO checkbox — on the individual’s record, tick UBO, then complete the required details.
- Choose the Nature of Ownership — select the correct category and set the date on which the beneficial owner became such (it defaults to today and can’t be a future date; leave it as today if the exact date is unknown). Add any dual-nationality or additional home-country address details, then Save.
- Upload documents — upload a passport copy for a new UBO, plus proof of nature of ownership for a trust or nominee arrangement.
- Declare and submit — tick the declaration, review the confirmation page, and Submit.
Expert Tip
If no UBO exists for the company when you click Next, the portal shows a confirmation pop-up (“This company doesn’t have a UBO. Do you want to proceed?”). Click OK only if you’ve genuinely applied all three tests — remember the fallback to non-corporate directors means most companies will have a reportable UBO.
How do you remove a UBO?
Removing a UBO is done on the same page, and the mechanism depends on whether the person was already filed or is one you’re currently adding.
To remove an existing (already filed) UBO, click Edit against that individual, untick the UBO checkbox, enter an End Date, and click Save. The end date records when the person stopped being a beneficial owner. By contrast, the Delete (Del) option only appears for a contact you are currently adding in this session — so you can drop a new entry before submitting, but you cannot simply delete a previously filed UBO (you end-date it instead). After adding or removing UBOs, click Next to proceed to document upload, the declaration and submission.
What documents does a RAK ICC UBO filing require?
The documents depend on who the UBO is and how they own or control the company. If you’re simply marking an existing individual as a UBO, the portal asks for nothing extra; new people and certain ownership types need supporting files.
| Scenario | Document required |
|---|---|
| An existing individual (shareholder / director / secretary) selected as UBO | None — no documents requested. |
| A new individual added as UBO | Passport copy. |
| Nature of Ownership = Through a trust or other legal arrangement | Passport copy + proof of nature of ownership. |
| Nature of Ownership = As a nominee | Passport copy + proof of nature of ownership (declare both nominee and nominator). |
In short: keep a clear passport copy ready for any newly added UBO, and be prepared to evidence the arrangement if the ownership runs through a trust or a nominee. Having these to hand before you start avoids a half-finished filing.
The declaration, deadlines and penalties
Before submitting, you complete a declaration confirming that all reasonable steps have been taken to verify the information, that it is true to the best of your knowledge and belief, and that you are aware of the fines for providing false or misleading information. This is not a formality — it carries real consequences.
⚠️ Deadlines and penalties
• Changes must be notified to the Registrar within the required timeframe — the guidance refers to amending the records within 15 days of being notified of a change [VERIFY current timeframe].
• A certified registered agent that fails to file on time or fails to amend records within the timeframe is liable to a fine.
• Providing a statement or information that is false, misleading or deceptive is liable to a fine (the regulations reference a fine not exceeding level 5) [VERIFY current amount].
• Because penalty amounts and deadlines can be updated, confirm the current figures with RAK ICC before relying on them. We keep clients compliant →
The practical message is simple: verify before you declare, and treat any change in ownership or control as something that must be reported promptly — not at the next renewal.
Keeping your UBO records current — an ongoing obligation
The single biggest misunderstanding about beneficial ownership is that it’s a one-off filing. It isn’t. Once your UBO information is on record, you have a continuing duty to keep it accurate — and to update it whenever ownership or control changes (a share transfer, a new investor, a board change, a restructuring).
A well-maintained UBO register
- ✓ UBO(s) identified against all three tests, not just 25% shareholding
- ✓ Changes notified within the required timeframe
- ✓ Correct Nature of Ownership and supporting documents on file
- ✓ Reviewed whenever ownership or control changes
A neglected register
- × A UBO missed because only the shareholding test was checked
- × Changes left unreported past the deadline
- × Wrong nature-of-ownership category, or missing proof
- × Register never revisited after a share transfer or restructuring
This is exactly the kind of ongoing monitoring a registered agent or AML adviser handles — keeping the UBO register aligned with reality so you’re never caught out by a late or inaccurate filing.
How UBO reporting fits your wider UAE compliance
RAK ICC UBO reporting is one strand of a broader AML and transparency framework that applies to companies and their advisers across the UAE. For many corporate-services providers, it sits alongside DNFBP obligations — goAML registration, AML policies, sanctions screening and the appointment of a compliance officer — which our AML and UBO compliance team handles end-to-end.
It’s worth keeping beneficial ownership distinct from tax, which is a separate obligation. A RAK ICC company is a UAE-incorporated juridical person that can be a resident person within scope of UAE Corporate Tax under Federal Decree-Law No. 47 of 2022, and being registered with RAK ICC does not automatically grant the 0% Free Zone rate [VERIFY specifics for your structure]. The corporate tax guide for UAE businesses and our corporate tax team cover how residence, the AED 375,000 threshold and the 9% rate apply, while accounting and bookkeeping keep the records behind it in order. From incorporation and UBO filings to AML, tax and accounting, we manage the full RAK ICC compliance picture on your behalf.
Fastlane Tax Team
FTA-registered tax agents and corporate-services specialists handling UAE mainland, free-zone and RAK ICC structures — company formation, beneficial ownership and AML compliance, corporate tax, audit and accounting. Every guide is reviewed against current regulations before publishing.
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