When a corporate entity buys property, a UAE real estate broker must look through the company structure to identify and verify the ultimate beneficial owner, meaning the natural person who ultimately owns or controls the buyer. This prevents shell companies from being used to hide the real party behind a transaction.
The broker starts by obtaining the buyer incorporation documents and shareholder register, then identifies each natural person who owns or controls 25 percent or more of the shares or voting rights. Where no such person exists or can be identified, the broker moves to any natural person exercising control by other means, and failing that treats a senior managing official as the beneficial owner. The identity of the beneficial owner is then verified using reliable documents and screened against sanctions and PEP lists. These steps must be documented and kept on file. If ownership cannot be established, the broker should not proceed and should consider filing a suspicious transaction report.
Work down the ownership chain in the order the Executive Regulations set out. First, identify the natural person who ultimately owns, individually or jointly, an actual controlling ownership interest or shares of 25% or more in the buying company. Where there is doubt about that person’s identity, doubt that the holder of the interest is really the beneficial owner, or where no natural person exercises control through ownership at all, identify the natural person who exercises legal or actual control by any other means, directly or indirectly. Only if neither step produces a name do you fall back on the relevant natural person holding a senior management position.
Identification is not the end of it. The broker must take reasonable measures to verify that identity using documents, data or information from a reliable and independent source, and must be satisfied that the beneficial owner has actually been determined rather than merely asserted by the buyer. It must also understand the nature of the customer’s business and its ownership and control structure. There is one narrowing rule: where the customer or the controlling owner is a company listed on a securities market subject to disclosure requirements that ensure sufficient transparency about beneficial ownership, or a controlled subsidiary of one, identifying shareholders and beneficial owners is not required.
· Cabinet Resolution No. 134 of 2025, Article 11, which disapplies shareholder and beneficial owner identification where the customer or controlling owner is a sufficiently transparent listed company or its controlled subsidiary.
For your own circumstances, check your internal AML policy or speak to your compliance officer.