DFSA Representative Office Module (REP)chapter by chapter

2.1.12.1 Licence application

Prepare and submit the Representative Office Licence application through the DFSA's AFN electronic filing system.

2.2.2(a)2.2 Consideration and assessment of applications

Compile and submit evidence supporting the applicant's fitness and propriety as part of the Licence application.

2.2.2(b)2.2 Consideration and assessment of applications

Prepare and submit fitness and propriety evidence (CV, references, regulatory history) for the nominated Principal Representative.

2.2.32.2 Consideration and assessment of applications

Prepare and submit a written variation request to the DFSA describing the proposed change in Licence scope/conditions.

2.3.12.3 Withdrawal of a Licence

Draft and submit a Licence withdrawal request letter addressing each of the required elements (a)-(e).

3.2.13.2 Principles for Representative Offices

Embed an integrity and fair-dealing standard into the firm's conduct policies/code of conduct and monitor adherence.

3.2.23.2 Principles for Representative Offices

Establish operating procedures/training that ensure marketing and referral activities are carried out with due skill, care and diligence.

3.2.33.2 Principles for Representative Offices

Maintain a resourcing/business plan and periodically assess adequacy of staff, systems and financial resources.

3.2.43.2 Principles for Representative Offices

Maintain a regulatory-notification protocol ensuring prompt, open disclosure to the DFSA of significant events.

4.1.14.1 General

Maintain a registered DIFC office address/premises as the Rep Office's place of business.

4.1.2(a)4.1 General

Verify and document that any office-sharing arrangement is only with a Group-affiliated Authorised Firm.

4.1.2(b)4.1 General

Ensure all marketing/referral activity is limited to representing the Rep Office itself or its own Group members.

4.1.2(c)4.1 General

Screen employees' outside employment/directorships to ensure no staff member is simultaneously employed by another Authorised Person.

4.2.14.2 Fitness and Propriety

Perform periodic fitness-and-propriety self-assessments of the firm (financial standing, conduct record, controllers) to confirm continued eligibility.

4.2.2(1)4.2 Fitness and Propriety

Maintain a UAE-resident Principal Representative approved by the DFSA at all times; monitor residency and approval status.

4.2.2(2)4.2 Fitness and Propriety

Trigger a Principal Representative succession process immediately upon departure, completing designation within 28 days.

4.2.2(4)4.2 Fitness and Propriety

Upon receiving a DFSA fit-and-proper objection notice, appoint a replacement Principal Representative and notify the DFSA within 28 days.

4.2.34.2 Fitness and Propriety

Implement pre-employment screening and ongoing fitness-and-propriety monitoring for all staff.

4.3.1(1)4.3 Dealing with property

Prohibit acceptance of client/third-party money or property; restrict any related-party funds held to ordinary operating-expense purposes only.

4.4.14.4 Solvency

Establish an escalation and immediate DFSA notification process for solvency concerns affecting the Rep Office or its head office/institution.

4.5.1(a)4.5 Disclosure of regulatory status

Review all external communications/materials to ensure the firm does not represent itself as authorised for any Financial Service beyond Operating a Representative Office.

4.5.1(b)4.5 Disclosure of regulatory status

Implement a review process for all communications to prevent express or implied misrepresentation of regulatory status.

4.5.24.5 Disclosure of regulatory status

Embed the prescribed disclosure wording into all key business document templates (letterhead, marketing materials, business cards, website).

4.5.34.5 Disclosure of regulatory status

Obtain DFSA written permission before using the DFSA logo and ensure use complies with any conditions imposed.

4.6.24.6 Clear, fair and not misleading

Implement a review/approval process for all client communications to check they are clear, fair and not misleading before issue.

4.6.34.6 Clear, fair and not misleading

Prohibit liability-limitation/exclusion wording in client communications and review templates to remove any such clauses.

4.6.5(1)4.6 Clear, fair and not misleading

Build a marketing-material content checklist covering identity, regulatory-status disclosure, and investor-class targeting statements, and apply it before any material is issued.

4.6.5(2)4.6 Clear, fair and not misleading

Attach the prescribed foreign-jurisdiction disclosure statement and DFSA non-approval warning (verbatim) to any marketing material containing standard contract terms, a prospectus or offering document.

4.6.5(3)4.6 Clear, fair and not misleading

Establish a process to halt distribution of marketing material immediately upon becoming aware of a provider's regulatory/legal breach.

4.6.64.6 Clear, fair and not misleading

Control distribution/use of marketing material by third parties (e.g., agents, Group staff) through agreements and monitoring to prevent misuse.

4.6.74.6 Clear, fair and not misleading

Insert the prescribed past-performance warning into all marketing material referencing past performance or forecasts, and check such content for fairness/clarity.

4.7.1(1)4.7 Marketing of Foreign Funds

Implement a Foreign Fund eligibility gate requiring documented verification against 4.7.2 or 4.7.3 criteria before any Foreign Fund is marketed.

4.7.24.7 Marketing of Foreign Funds

Verify and document that the Foreign Fund is listed as a Designated Fund in a jurisdiction on the DFSA's published Recognised Jurisdictions Notice before marketing under this route.

4.7.3(1)(a)(i) and 4.7.3(4)4.7 Marketing of Foreign Funds

Perform and document custodian eligibility due diligence against the four alternative tests in Rule 4.7.3(4) before marketing the Fund.

4.7.3(1)(a)(i) and 4.7.3(5)4.7 Marketing of Foreign Funds

Perform and document investment manager eligibility due diligence against the three alternative tests in Rule 4.7.3(5) before marketing the Fund.

4.7.3(1)(a)(ii) and 4.7.3(6)4.7 Marketing of Foreign Funds

Where custody and investment management are performed by the same Person, perform and document due diligence against the three alternative eligibility tests in Rule 4.7.3(6).

4.7.3(1)(a)(iii) and 4.7.3(7)4.7 Marketing of Foreign Funds

Obtain and document current investment-grade (or better) rating evidence from an eligible rating agency before marketing the Fund on this basis.

4.7.4(1)4.7 Marketing of Foreign Funds

Verify and document, for any Foreign Fund meeting the Property Fund asset threshold, that it is closed-ended and either exchange-listed in a Recognised Jurisdiction or offered solely by Private Placement, before marketing.

4.8.14.8 Record keeping

Implement a records-retention system that captures all activity/function records and marketing material and retains them for at least six years.

4.10.1(1)4.10 Restricted Speculative Investments

Verify and document that any RSI marketed is offered by a related party and that the related party's regulatory regime is substantially similar to the DIFC RSI regime before marketing.

4.10.24.10 Restricted Speculative Investments

Review any incentives, fee discounts, or benefits offered in connection with RSIs to ensure they do not influence or are not reasonably likely to influence a person to trade in RSIs.

5.1.15.1 Notifications

Maintain a change-notification procedure to alert the DFSA promptly of any change in name, legal status, controllers, or address.

5.1.2(a)5.1 Notifications

Maintain a breach-identification and DFSA-notification process for any Rule/legislative breach.

5.1.2(b)5.1 Notifications

Maintain a process to identify and promptly notify the DFSA of materially adverse fitness-and-propriety information concerning the firm or its Principal Representative.

5.2.15.2 Lead regulation

Maintain the ability to retrieve and provide, on DFSA request, information previously supplied by the firm or Group to another Financial Services Regulator.

5.3.15.3 Accuracy of information

Implement a review/verification step for all DFSA submissions to confirm accuracy and completeness before filing.

5.3.2(1)-(3)5.3 Accuracy of information

Maintain an immediate correction-notification process for any DFSA submission later found to be false, misleading, incomplete, inaccurate, or materially changed.