DMCC Establishes Foundations Regulations: Reserved Powers, Foreign-Law Protections and DIFC Courts Oversight

On 23 September 2026, the Dubai Multi Commodities Centre Authority (DMCCA) announced that it had formally established its Foundations Regulations 2026, adding a private wealth and succession structure to the DMCC Free Zone. Commentary describes DMCC as the fourth UAE jurisdiction with a dedicated foundation regime, alongside the DIFC, ADGM and RAK ICC.

The Regulations set out how a DMCC Foundation is formed, governed and dissolved. They also contain provisions on foreign laws, creditor challenges and confidentiality that families with cross-border assets should read closely. This article summarises the main features and the points that remain open.

Key features

Governance and Founder control

The Regulations allow the Charter or By-Laws to reserve powers to the Founder or any other person. The listed powers include amending the Charter or By-Laws, changing the Foundation’s objects or dissolving it, directing investment activity, appointing and removing Councillors and the Guardian, adding or removing Beneficiaries, and changing their rights. Any disposition of assets must still be made through a Resolution of Councillors that gives effect to the exercise of a reserved power.

A Guardian is optional while a Founder survives and mandatory once there is no surviving Founder. A Guardian cannot also be a Councillor or the sole Beneficiary. The Guardian supervises the Council, receives notice of its meetings and may attend them, but has no vote. A Guardian may also permit Council actions that the Charter or By-Laws would not otherwise allow, if satisfied that they are in the Foundation’s best interests and that the Council is acting in good faith.

Councillors owe duties of honesty, care and independent judgement and are liable for loss caused by a breach of duty. The Charter or By-Laws cannot relieve a Councillor of liability arising from their own fraud, wilful misconduct or gross negligence.

Foundation property and Beneficiaries

Assets transferred to a Foundation become its assets with full legal and beneficial title and cease to be the Founder’s property. They do not become a Beneficiary’s assets until distributed. Beneficiaries have no rights in specie against Foundation assets, notwithstanding any foreign law. Subject to the Charter and By-Laws, assets available for distribution to a Beneficiary cannot be alienated in that Beneficiary’s insolvency or seized in execution.

Foreign law, creditors and time limits

A transfer to a Foundation cannot be set aside by reference to a foreign forced-heirship rule or any other foreign law, including where that law does not recognise foundations. The Regulations define “Foreign Law” as a rule that does not apply in the DMCC Free Zone. They define a “foreign rule of forced heirship” so as to exclude rules under applicable UAE law. Foreign court judgments that are inconsistent with these protections are not recognised or enforced. How these provisions interact with UAE succession rules should be assessed on the facts.

If a foreign court orders a Foundation Official to act inconsistently with the Regulations, that person immediately ceases to hold office or have authority over the Foundation.

The Regulations also address creditors. A transfer is not void or voidable merely because of the transferor’s bankruptcy, insolvency or creditor claims. However, the Court may declare a transfer void to the extent of a creditor’s claim if the transferor was bankrupt or insolvent at the time of the transfer, or intended to defraud a creditor, and the burden of proof rests with the creditor. No action to set aside a Foundation’s registration or a disposition of property to it, or for an order under this part of the Regulations, may be started more than three years after the relevant act.

Confidentiality, courts and disputes

“Confidential Disclosed Information” covers Councillors’ names and addresses, the Guardian, any specified Beneficiaries, and the beneficial owners of any Founder that is a legal person. The Registrar may disclose it to DMCCA, anti-money-laundering authorities, financial and professional regulators and law enforcement. The Register of Foundations itself records each Councillor’s name and address. The Regulations do not say whether the Register is open to public search.

Any person with appropriate standing may apply to the Court to protect or enforce rights under the Regulations. Court applications are specifically contemplated for confirming Charter amendments, appointing or removing Councillors and Guardians, and dissolution. The Charter or By-Laws may instead send disputes to arbitration, and the tribunal then has the powers of the Court in relation to administering the Foundation.

Corporate Tax

The Regulations do not determine tax treatment. Under FTA guidance on the taxation of family foundations (CTGFF1, updated in June 2026), a Family Foundation meeting the conditions of Article 17(1) of the Corporate Tax Law may apply to the FTA to be treated as an Unincorporated Partnership. Whether and how a given DMCC Foundation qualifies needs separate analysis.

Rollout status

DMCC said on 23 September 2026 that guidance and digital onboarding would follow “in the coming weeks”. Registration fees are set by the Registrar. The Regulations take effect on the date notified by DMCCA. DMCC’s foundations page currently invites registrations of interest.

Practical Takeaways

• Treat the Charter as the key document. Decide which reserved powers to include and how Councillors and any Guardian are appointed.
• Remember that reserved powers operate through Council resolutions, and that a two-member Council needs both members to agree.
• Assess assets and family members by location. The forced-heirship protection excludes rules under applicable UAE law, and creditor challenges remain possible within the limits above.
• Plan for disclosure to the Registrar and, where permitted, to regulators and authorities.
• Review tax separately before transferring assets.
• Await DMCC’s guidance and fee schedule before committing to a timetable.