Assets
DIFC Foundations Law
DIFC Law No. 3 of 2018
In short
DIFC Law No. 3 of 2018 creates the Foundation as a legal person with no shareholders or members. Assets transferred to it belong to the Foundation itself. It is directed by a charter and private by-laws, administered by a council, and protected by firewall provisions that limit the reach of foreign forced heirship and certain foreign judgments.
- Instrument
- DIFC Law No. 3 of 2018
- In force
- 21 March 2018
- Regulator
- DIFC Registrar of Companies
- Applies to
- Foundations registered in the DIFC, including those migrated in from another jurisdiction.
What it requires
| Obligation | What it means in practice |
|---|---|
| Register a charter | Name, objects, initial assets, council composition and duration, filed with the Registrar and publicly available. |
| Maintain by-laws | Private document dealing with qualified recipients, distributions and reserved powers. |
| Appoint a council | At least two members, or one where that member is a corporate service provider. |
| Appoint a guardian where required | Mandatory for charitable objects and where the charter reserves powers. |
| Maintain a registered office and registered agent | Inside the DIFC, with statutory records kept there. |
| Keep accounting records | Proper records of the Foundation's assets and transactions. |
How the roles fit together
The founder establishes the Foundation and endows it. The council administers it and owes duties to the Foundation and its objects. The guardian, where appointed, supervises the council and can hold consent rights over specified decisions. Qualified recipients are those who may benefit, and their rights are defined by the by-laws rather than by a general entitlement.
Founders can reserve powers, including over amendment of the by-laws, appointment and removal of council members and approval of distributions. Reserve too much and the separation between founder and Foundation weakens, which is exactly the thing an aggressive claimant will attack.
The firewall provisions
Articles in the Law limit the effect of foreign law on assets properly transferred into a DIFC Foundation. Foreign forced heirship claims are not given effect, and foreign judgments that would set aside a transfer on grounds unknown to DIFC law are restricted.
The protection is strong but conditional. It does not defeat a creditor who was being avoided when the transfer was made, and it does not cure a transfer that was itself invalid under the law governing the asset. Transfers made in calm conditions, properly documented, with solvency evidenced at the time, hold up. Transfers made after a claim appears do not.
Migrating a foundation into the DIFC
The Law allows foundations and similar entities from other jurisdictions to continue into the DIFC, keeping their legal identity and their assets rather than dissolving and re-establishing. That matters where the entity already holds shares, property or bank accounts, since a transfer would trigger a chain of consents and possibly tax.
Continuation needs consent from the original jurisdiction, evidence of good standing and a charter that complies with DIFC requirements. Families moving from older offshore structures use this route regularly.
Common questions
How many council members does a DIFC Foundation need?
At least two, unless the sole council member is a corporate service provider licensed to act in that capacity. The founder can be a council member.
Is the DIFC Foundation charter public?
Yes, the charter is filed and available. The by-laws, which identify qualified recipients and set out distribution terms, stay private.
Can an existing offshore foundation move to the DIFC?
Yes, through continuation. The entity keeps its legal identity and its assets, provided the original jurisdiction permits the migration and the DIFC requirements for the charter are met.
Check the source
This page summarises the position as at September 2026. Laws and regulations change. The authoritative text is published by the regulator: DIFC laws and regulations. Nothing here is legal advice.Compliance is a calendar, not a project
Six recurring obligations across four different bodies, and nobody sends a reminder. We track them for DIFC entities so renewal is never the moment you discover a gap.