DMCC Officer Regulationschapter by chapter

Rule 3.3Officer Minimum Standards Cannot Be Contractually Reduced

Any contractual provision that restricts or reduces an officer's minimum standards of responsibility under the Officer Rules is deemed unenforceable, so these standards cannot be contractually reduced.

Rule 2.1Monitor for Rule Amendments and Updates

Each DMCC Entity must regularly check for amendments and updates to the Officer Rules and any new or amended notices, policies and procedures issued by DMCCA.

Rule 2.2Sanctions for Breach of Officer Rules

DMCC Entities breaching Officer Rules or causing disturbances may face sanctions from DMCCA.

Rule 4.1Director Eligibility and Minimum Board Composition

Directors must meet Company or CLG Regulation eligibility criteria and be natural persons unless the Registrar approves otherwise; every Company must keep at least one Director.

Rule 4.4Comply With the Eight Statutory Director Duties

Each company director must comply with eight statutory duties, including acting within powers, promoting company success, exercising independent judgement, reasonable care and skill, and declaring and managing conflicts of interest.

Rule 4.5Director Confidentiality and Legal Compliance Duties

A director owes the company a duty of confidentiality, using confidential information solely for its benefit, and must ensure the company complies with environmental, health, safety and anti-corruption laws.

Rule 4.7(c)Notify the Registrar of Director Changes

Any change in a company director must be notified to the DMCC Registrar under the Company Regulations or the CLG Regulations, as applicable.

Rule 4.8(c)Do Not Act as a Disqualified Director

A person must not act as a company director if disqualified by the DMCCA, with any disqualification period not exceeding fifteen years.

Rule 5.1Appoint a Secretary Where Required

A Company must appoint a Secretary who is a natural person or corporate entity meeting eligibility criteria; a Branch or Special Purpose Vehicle need not have one.

Rule 5.2, 5.3Perform Secretary Filing and Administrative Duties

Secretaries must file required corporate documents with the Registrar, including resolutions, notices and audited statements, and maintain minutes and security registers.

Rule 5.4(c)Notify the Registrar of Secretary Changes

Any change to a DMCC Entity's Secretary must be notified to the Registrar under the applicable Company Regulations or CLG Regulations.

Rule 5.5(c)Do Not Act as a Disqualified Secretary

A person must not act as a Secretary if disqualified by DMCCA from acting as Secretary, with disqualification periods not exceeding fifteen years.

Rule 6.1Appoint an Eligible Manager

A DMCC Entity must appoint a Manager who is a natural person meeting eligibility criteria, not excluded under the Company or CLG Regulations, and named on the Licence as primary contact.

Rule 6.2, 6.3Fulfil Manager Responsibilities

DMCC managers must run day-to-day operations per directors' requirements, act within granted powers, ensure legal and licence compliance, handle staff reasonably, and update directors.

Rule 6.4(c)Notify the Registrar of Manager Changes

Any change to a DMCC Entity's Manager must be notified to the Registrar under the Company Regulations or CLG Regulations, as applicable.

Rule 6.5(c)Do Not Act as a Disqualified Manager

A person must not act as a Manager while disqualified from doing so under the Company Regulations or CLG Regulations, with disqualification periods not exceeding fifteen years.

Rule 6.6Notify Registrar of Manager Vacancy Within 5 Business Days

A DMCC entity must promptly notify the Registrar of a manager's resignation, removal, death or incapacity, and no later than five business days, while directors automatically assume the manager's responsibilities until replacement.