VARA Licence in Dubai
End-to-End Licensing Advisory

Secure your Virtual Asset Service Provider licence under Dubai's VARA framework. From pre-approval to operational licence, with complete legal and regulatory advisory from a team with direct VARA expertise. Law No. 4 of 2022 · current VARA Rulebooks · all eight regulated activities. Led by our crypto lawyers in Dubai.

Specialist tracks: crypto & VA derivatives licensing · RWA tokenisation.

Neo Legal advised Animoca Brands on securing its Virtual Asset Service Provider licence from Dubai’s VARA (announced February 2026), covering VA Broker-Dealer and VA Management & Investment Services, and the first regulated VASP licence obtained by the Animoca Brands group globally.

Building a trading venue? Start with the end-to-end guide: licensing a crypto exchange in the UAE.

VA Exchange LicenceCustody LicenceBroker-DealerLending & BorrowingVA IssuanceAdvisory LicenceInvestment ManagementAML/CFT Frameworks
Quick answer

What do you need for a VARA licence in Dubai?

Any business carrying on a virtual asset activity in or from Dubai, outside the DIFC, needs a VARA licence under Article 15 of Dubai Law No. 4 of 2022. You need a Dubai company on the mainland or in a Dubai free zone, a dedicated office, two VARA-approved Responsible Individuals, paid-up capital of at least AED 100,000, a full set of policies and VARA's fees. In Neo Legal's experience a well-prepared application takes eight to twelve months.

VARA licence requirements

What VARA asks for,
one requirement at a time.

  • The activity

    VARA licenses seven service activities: Advisory, Broker-Dealer, Custody, Exchange, Lending and Borrowing, VA Management and Investment, and VA Transfer and Settlement. It also regulates token issuance under the VA Issuance Rulebook. You apply for each activity you will carry on, and VARA looks at what the business actually does, not what it calls itself.

  • The company and office

    The applicant must be a Dubai company, on the mainland or in a Dubai free zone other than the DIFC. DMCC is the most common choice but is not required. The company needs a dedicated physical office in Dubai, and in practice VARA does not accept virtual offices or flexi-desks. Custody must sit in its own separate legal entity (Custody Rulebook III.B.5). See VARA office requirements.

  • The people

    Two Responsible Individuals who are full-time, UAE resident or UAE passport holders and approved by VARA (Company Rulebook I.C). A full-time Compliance Officer with five years' compliance experience who reports directly to the Board, and an MLRO with two years' AML/CFT experience (Compliance and Risk Management Rulebook I.C.1 and III.A.1). See key personnel.

  • The capital

    Paid-up capital from AED 100,000 for Advisory up to AED 1.5 million for an Exchange that does not use a VARA-licensed custodian, with fiat-referenced token issuers higher still. On top of that, net liquid assets of at least 1.2 times monthly operating expenses, plus professional indemnity, directors' and officers' and crime insurance (Company Rulebook VI.B.1). See capital by activity.

  • VARA's fees

    AED 40,000 on application and AED 80,000 a year for Advisory and VA Transfer and Settlement. AED 100,000 on application and AED 200,000 a year for every other activity. Each additional activity adds an extension fee of 50 percent of the lower application fee (Schedule 2). See the VARA licence cost guide.

  • The documents

    An Initial Disclosure Questionnaire and business plan first, then the full licensing package: AML/CFT, compliance, risk management, technology and cyber security, client onboarding, outsourcing and, where relevant, custody policies, with the board and governance documents. See the IDQ.

  • The timeline

    In Neo Legal's experience, eight to twelve months from the IDQ to the operational licence for a well-prepared application. That is our practice observation, not a VARA-published figure. Incomplete applications frequently take 12 to 18 months or longer. See how long a VARA licence takes.

Reviewed by Harly Zappino, Founder & Managing Partner · Updated

8
VARA-regulated activities, including issuance
8 to 12
Months, typical licensing timeline
AED 100K
Application fee for most activities
AED 10M
Maximum fine for unlicensed marketing
Why a VARA licence matters

Dubai is the world's most
advanced virtual asset jurisdiction.

Dubai has emerged as a global leader in virtual asset regulation. With the enactment of Law No. 4 of 2022 Regulating Virtual Assets in the Emirate of Dubai, the Dubai Virtual Assets Regulatory Authority (VARA) was established to provide a dedicated, world-class framework for all Virtual Asset Service Providers operating in or targeting the Emirate.

A VARA licence is no longer optional for serious operators. Whether you are launching an exchange, DeFi platform, custody solution or NFT marketplace, licensing is a legal requirement. As of 1 October 2024, the Marketing Regulations prohibit all marketing of VA Activities in or targeting Dubai unless conducted by, or on behalf of, a VARA-licensed VASP. Fines reach AED 10 million per violation for unauthorised marketing alone.

Direct VARA Expertise

Neo Legal's Director of Licensing, Manpreet Kaur, previously served at VARA itself and was directly involved in developing and implementing the UAE's virtual asset regulatory framework. This gives Neo Legal an unmatched understanding of VARA's internal expectations, assessment criteria, and supervisory approach.

Full Lifecycle Coverage

From initial IDQ submission through pre-approval, entity incorporation, full compliance package preparation, and post-licensing ongoing supervision, Neo Legal covers every stage of the VARA licensing journey as a single point of contact.

VARA-Regulated Virtual Asset Activities

Eight regulated activities.
One licensing framework.

Any entity conducting the following Virtual Asset Activities in or targeting the Emirate of Dubai must obtain a full VARA licence. VARA assesses activities based on their economic function, not their label. If your product or platform touches any of these categories, independent legal analysis of your licensing obligations is essential.

01
VA Exchange Services

Centralised or decentralised trading platforms; order books; spot VA trading; stablecoins and tokenised instruments; derivatives (futures, options, perpetuals) subject to leverage restrictions; wallet integration and staking mechanisms subject to custody segregation standards.

02
VA Broker-Dealer Services

OTC trading; agency-based execution; proprietary market-making; distribution of structured products. Must implement client order handling protocols, best execution policies, and conflicts of interest management.

03
VA Custody Services

Safekeeping of digital assets via hot, cold, or multi-sig wallets; escrow functions; reconciliation and segregation of client funds. Sub-custody arrangements permitted subject to VARA outsourcing and cyber-resilience requirements. Custody must be carried on by a separate legal entity (Custody Rulebook III.B.5).

04
VA Lending & Borrowing

Collateralised loans; margin trading support; yield-generating programmes through P2P or platform-based models. Clients must be appropriately classified with clear risk-return disclosure.

05
VA Management & Investment

Discretionary portfolio management; tokenised investment fund creation; collective investment schemes. Must meet disclosure obligations on valuation methods, fund structure, and client eligibility criteria.

06
VA Advisory Services

Financial advice or research relating to virtual assets; manual and automated advisory including token analysis; strategic structuring advice for token issuers or investors. Covers both human and robo-advisory models.

07
VA Issuance Services

Issuing or offering new tokens (fungible, stablecoins, NFTs with economic value, or Real World Assets (RWAs) including tokenised real estate) to the public or private investors in Dubai. Issuers must register whitepapers, disclose tokenomics, and establish vesting and treasury policies.

08
VA Transfer & Settlement

Transferring virtual assets between wallets or addresses for clients and settling virtual asset transactions. A separately licensed custodian may also hold this activity (Custody Rulebook III.B.6).

The VARA licensing process

Two phases.
One coordinated engagement.

VARA licensing is a phased process governed by the Virtual Assets and Related Activities Regulations 2023, the Company Rulebook, and sector-specific Rulebooks. No legal entity formation, public announcements, or client engagement may occur until VARA formally issues its Initial Approval to Incorporate.

01
Pre-Approval Phase: Before Incorporation
Before incorporating or reserving a trade name in Dubai, applicants must obtain initial regulatory clearance from VARA. Submit a completed Initial Disclosure Questionnaire (IDQ) covering ownership, governance, intended activities, and control functions. Accompany with a detailed Business Plan including: specific VA Activities, target markets and client base, proposed products, organisational chart, technology architecture, and revenue model with financial projections. VARA may request meetings with Responsible Individuals and early-stage controls documentation before issuing the No Objection to Incorporate.
02
Entity Incorporation
Once VARA issues the Initial Approval, the applicant is authorised to incorporate a Dubai legal entity on the mainland or in a Dubai free zone other than the DIFC. DMCC is the most common choice, but it is not required. The entity must establish its operational presence in Dubai, appoint two Responsible Individuals (full-time, UAE resident or UAE passport holders assessed as Fit and Proper and approved by VARA under the Company Rulebook), and begin the formal licensing submission process.
03
Full Compliance Package Submission
Submit the complete Licensing Package, including: all required policies and procedures (AML/CFT, compliance, custody, risk management, client onboarding, cybersecurity, outsourcing, governance); corporate governance documentation including Board composition and delegation matrices; technology risk and resilience plans per the Technology & Information Rulebook; outsourcing agreements in compliance with the Company Rulebook; internal audit and compliance programme details; and confirmation of systems readiness and business continuity plans.
04
VARA Review & Supervisory Engagement
VARA may conduct supervisory engagement meetings, test the VASP's compliance capabilities, and impose conditions on the licence depending on complexity or risk exposure. Applicants must demonstrate implementation readiness including secure IT infrastructure, preliminary onboarding controls, and staffing plans. Timelines vary by activity type. In Neo Legal's experience, well-prepared applications take eight to twelve months end to end.
05
Operational Licence Issuance
Once all materials are reviewed and additional requirements satisfied, VARA issues the final Operational Licence, authorising the VASP to commence regulated VA Activities in or from Dubai. The licence is activity-specific: each additional VA Activity requires separate authorisation and attracts an extension fee of 50 percent of the lower application fee.
VARA Licence Fees

Regulatory fees are set by VARA.
Neo Legal's fees are quoted separately.

The following fees are payable directly to VARA and are set by regulation. They do not include Neo Legal's professional fees for advisory, preparation, and submission services, which are scoped and quoted following an initial consultation.

Fee TypeAmountNotes
Application fee: Advisory, VA Transfer and SettlementAED 40,000Payable on application.
Application fee: all other activitiesAED 100,000Exchange, Broker-Dealer, Custody, Lending and Borrowing, VA Management and Investment, Issuance.
Extension fee: each additional activity50% of the lower application feePayable when more than one activity is applied for.
Annual supervision fee: Advisory, VA Transfer and SettlementAED 80,000Payable each year once licensed.
Annual supervision fee: all other activitiesAED 200,000Payable each year once licensed.

Source: Schedule 2, Virtual Assets and Related Activities Regulations 2023.

Ongoing Compliance Obligations

A licence is the beginning.
Not the end.

Licensed VASPs are subject to a wide range of ongoing obligations under the Company Rulebook, Compliance and Risk Management Rulebook, Market Conduct Rulebook, Technology and Information Rulebook, and activity-specific Rulebooks. Neo Legal provides ongoing retained legal advisory to manage these obligations throughout the licence lifecycle.

Governance & Ownership

Maintain transparent legal and governance structure; preserve accurate ownership register; disclose material changes; seek VARA written approval for restructuring involving Controlling Entities or UBOs; annual Fit and Proper assessments for Board and Senior Management; all Board changes notified to and approved by VARA.

AML/CFT & Compliance

Operate a fully functional compliance framework covering AML/CFT, risk management, client onboarding, transaction monitoring, sanctions screening, recordkeeping, and suspicious activity reporting. Conduct periodic Business Risk Assessments in line with FATF principles. All compliance functions must be appropriately staffed, documented, and subject to internal audit.

Technology & Cybersecurity

Comply with Technology and Information Rulebook: secure IT infrastructure, incident response plans, data protection, business continuity frameworks. Safeguard client data and private keys. Conduct ongoing penetration testing. Report material cyber incidents, service interruptions, or data breaches promptly to VARA.

Marketing Compliance

All promotional content must be fair, clear, not misleading, and approved by VARA where required. Keep a record of all marketing and how it was distributed for at least eight years after it last runs (Marketing Regulation I.C.4). Breaches carry fines of up to AED 10 million per violation, doubled for a repeat within a year (Marketing Regulations, Schedule 1).

How Neo Legal Can Help

End-to-end VARA advisory
from a team that knows VARA from inside.

①
Pre-Approval Advisory

IDQ preparation and submission; business model structuring aligned to VARA expectations; comprehensive Business Plan drafting covering governance, technology, compliance, and financial viability; direct VARA liaison on behalf of clients; facilitating pre-licensing consultations and risk-based clarifications.

②
Incorporation & Compliance Package

Entity incorporation aligned with approved licensing structure; drafting or reviewing Compliance Manuals, AML/CFT frameworks, Risk Management Policies, Client Onboarding and KYC protocols, and Outsourcing Agreements; Board composition advice; Fit and Proper assessments; technology risk programmes and data protection frameworks per the Technology and Information Rulebook.

③
Marketing Regulations Compliance

Pre-clearance of all promotional content, disclaimers, and influencer use under the 2024 Marketing Regulations; reviewing social media strategy and content against VARA requirements; ensuring promotional materials are approved before distribution; managing the 8-year record retention obligation for all marketing materials.

④
Post-Licensing Retained Advisory

Ongoing legal advisory as retained counsel; contractual agreements, Terms of Service, and platform disclaimers; regulatory reporting and VARA inspections; Material Event Disclosures; mock audits, gap analyses, and Board training on risk culture and enforcement trends; token issuance, DAO structuring, and cross-border operations advisory.

⑤
Penalties & Enforcement Defence

Where VARA initiates formal investigations, impositions of remedial directives, or licence conditions, Neo Legal provides immediate legal response and ongoing representation. We advise on cooperation obligations, self-reporting strategy, and mitigation of penalties, and coordinate specialist UAE litigation counsel where court proceedings are required.

⑥
ADGM & RAK DAO Alternatives

For operators whose business model or risk profile does not align with a VARA application, Neo Legal advises on alternative UAE regulatory pathways, including ADGM's Financial Services Permission for virtual asset activities, and RAK DAO for decentralised autonomous organisation structuring. Jurisdiction selection is the first critical decision in any UAE virtual asset strategy.

Frequently Asked Questions

VARA licensing
answered directly.

Who needs to obtain a VARA licence?

Any business conducting Virtual Asset Activities in or from Dubai, or marketing such services to UAE residents, must obtain a VARA licence. This includes exchanges, token issuers, custodians, lenders, advisors, and investment managers. Foreign firms must also comply if they target Dubai users.

Can I market a crypto project in Dubai without a VARA licence?

No. As of 1 October 2024, only VARA-licensed entities may market VA Activities in or targeting Dubai. Unauthorised marketing can result in fines of up to AED 10 million per violation, even if the entity is based outside the UAE.

How long does it take to obtain a VARA licence?

In Neo Legal's experience, a well-prepared application takes eight to twelve months across pre-approval, incorporation and the final compliance review. VARA may request additional documentation or clarification at any stage. Strong, well-prepared applications move faster.

Does VARA regulate NFTs or DeFi protocols?

Yes. VARA assesses activities based on their economic function and will determine what licence is required based on the nature of the activity. NFTs with economic value, DeFi lending protocols, and RWA tokenisation platforms all fall within VARA's regulatory perimeter in appropriate circumstances.

What is the difference between VARA, ADGM, and RAK DAO?

VARA regulates VA activities in and from the Emirate of Dubai specifically. ADGM (Abu Dhabi Global Market) provides its own Financial Services Permission framework for VASPs operating within or from Abu Dhabi, and is the preferred jurisdiction for fund managers and institutional operators. RAK DAO is a free zone specifically designed for decentralised autonomous organisations and Web3 native projects. The right choice depends entirely on your business model, target market, and operational profile.

Launching a token?

Neo Legal incorporates token issuers in the BVI, the Cayman Islands, Panama and the Marshall Islands without anyone needing to travel, then handles classification, sale documents and the exchange listing opinion as one fixed-fee engagement. Speak to a token issuance lawyer or see how remote incorporation works, or start your BVI company formation.

VARA licensing starts
with the right advice.

Contact Neo Legal for a confidential licensing readiness assessment. We advise on strategy, jurisdiction, and application approach before you commit. admin@neolegal.ae · +971585786357

Book a VARA Consultation
Frequently Asked Questions

Answers to the questions
clients actually ask.

The questions below are answered by Neo Legal practitioners. For tailored advice on your specific matter, please contact us directly.

What is a VARA licence and who issues it?

A VARA licence is an official authorisation issued by the Dubai Virtual Assets Regulatory Authority, established under Law No. 4 of 2022, permitting entities to conduct regulated Virtual Asset activities in or from the Emirate of Dubai (excluding DIFC). It is the mandatory legal requirement for any exchange, custodian, broker-dealer, lender, issuer, investment manager, or advisor operating in Dubai's virtual asset market.

Who needs to obtain a VARA licence?

Any business that conducts Virtual Asset activities in or from Dubai or markets VA products or services to UAE residents requires a VARA licence. This includes cryptocurrency exchanges, token issuers, custodians, lenders, advisors, and investment managers. Foreign companies that target Dubai users are also subject to the licensing requirement, even if the entity is incorporated outside the UAE. This includes proprietary trading of Virtual Assets.

Can I market a crypto project in Dubai without a VARA licence?

No. Since 1 October 2024, only VARA-licensed entities may market Virtual Asset activities in or targeting Dubai. Unauthorised marketing, including social media promotions, influencer campaigns and advertising, carries fines of up to AED 10 million per violation under Schedule 1 of VARA's Marketing Regulations, doubled for a repeat within a year, regardless of where the promoting entity is based. However, pursuant to VARA's market conduct rules there are specific ways in which you can promote your brand during events and similar contexts.

How long does it take to get a VARA licence?

In Neo Legal's experience, a well-prepared application typically takes eight to twelve months from the Initial Disclosure Questionnaire to the operational licence, across pre-approval, incorporation and the final compliance review. That is our practice observation, not a VARA-published figure. VARA may request additional documentation or meetings with Responsible Individuals at any stage, which can extend the timeline. Applications with incomplete documentation or weak business plans frequently take 12 to 18 months or longer.

What are the VARA application fees?

Under Schedule 2 of VARA's Regulations, Advisory and VA Transfer and Settlement pay AED 40,000 on application and AED 80,000 a year in supervision fees. Every other activity (Exchange, Broker-Dealer, Custody, Lending and Borrowing, VA Management and Investment, and Issuance) pays AED 100,000 on application and AED 200,000 a year. Each additional activity adds an extension fee of 50 percent of the lower application fee. These are regulatory fees payable directly to VARA and do not include legal advisory costs.

Does VARA require a physical office in Dubai?

Yes. VARA requires all licensed VASPs to have a physical presence in Dubai. Certain activity types, including exchange, custody and broker-dealer services, require a closed-door private office. In practice VARA does not accept virtual offices or flexi-desks. VASPs should check specific space requirements with their commercial licensor (Dubai Economy and Tourism or the relevant free zone) based on their staffing levels.

What are Responsible Individuals and why do they matter?

Responsible Individuals are the two designated senior employees that every licensed VASP must appoint as part of the post-incorporation licensing stage. Under Rule I.C of the Company Rulebook they must be full-time, UAE resident or UAE passport holders, assessed as Fit and Proper and approved by VARA. They are personally accountable to VARA for the firm's regulatory compliance. VARA will not issue an Operational Licence without approved Responsible Individuals in place.

What is the difference between VARA and ADGM for crypto businesses?

VARA regulates virtual asset activities specifically in the Emirate of Dubai (excluding DIFC). ADGM (Abu Dhabi Global Market) has its own Financial Services Permission framework for VASPs operating in Abu Dhabi, and is particularly well-suited for institutional operators and fund managers. The right choice depends on your business model, target market, and operational profile, and this selection decision is one of the most consequential early steps in any UAE virtual asset strategy.

Can an existing VASP with a free zone crypto licence continue operating without a VARA licence?

No. Entities that hold existing NFT Marketplace Commercial Licences or other free zone crypto licences must separately obtain the appropriate VARA licence (typically a VA Exchange and/or Broker-Dealer Licence) depending on their actual activities. Legacy operators who have not yet completed VARA licensing should seek immediate advice, as VARA's enforcement powers are broad and non-compliance can result in suspension of operations or criminal referral.

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