Federal Decree-Law No. 33 of 2025 on the Regulation of the Capital Market rewrites the rulebook for UAE securities and financial activities. In force from 1 January 2026, it repeals the 25-year-old Federal Law No. 4 of 2000 and, alongside Federal Decree-Law No. 32 of 2025, replaces the Securities and Commodities Authority (SCA) with a new Capital Market Authority (CMA). The Decree-Law codifies the licensing regime for financial activities, modernises the market abuse framework, brings virtual assets within federal scope, and sharply increases the sanctions the regulator can impose.
Who should read this
Firms holding SCA licences, brokers, fund managers, custodians, financial advisers, market operators, virtual asset platforms, and any company that offers or issues securities to the public in the UAE. Foreign firms marketing financial products to UAE clients should also assess whether the Decree-Law reaches their activities.
Directly affected
Key facts
- Instrument: Federal Decree-Law No. 33 of 2025 on the Regulation of the Capital Market, enacted in 2025 and paired with Federal Decree-Law No. 32 of 2025 establishing the Capital Market Authority.
- In force: 1 January 2026.
- Repeals: Federal Law No. 4 of 2000 concerning the Emirates Securities and Commodities Authority and Market, in its entirety.
- Regulator: The Securities and Commodities Authority (SCA) is reconstituted as the Capital Market Authority (CMA), which succeeds to the SCA's rights, obligations and contracts.
- Scope: Applies to financial products and activities in the UAE, and reportedly extends to activities that target clients in the UAE even where carried on from outside the country.
- Licensing: Codifies a licensing regime requiring separate, renewable permissions for each discrete financial activity.
- Virtual assets & sanctions: Brings virtual assets within federal scope (trading limited to CMA-listed assets via licensed platforms) and materially increases administrative and criminal penalties.
Article-level references (numbers, exact deadlines and thresholds) should be confirmed against the enacted Arabic text and CMA implementing regulations, which prevail.
Executive summary
The 2025 reforms are the most significant reset of UAE federal securities regulation in a generation. Federal Decree-Law No. 33 of 2025 does not merely amend the old regime — it replaces Federal Law No. 4 of 2000 outright and rebuilds the framework around a reconstituted regulator. From 1 January 2026 the Securities and Commodities Authority becomes the Capital Market Authority, inheriting the SCA's rights and obligations but operating under materially broader powers to license, supervise, investigate and sanction. For firms already active in UAE capital markets, the practical effect is a mapping exercise onto a new licensing structure, tighter market conduct rules, and a substantially higher penalty ceiling.
Key provisions
A new regulator with a wider mandate. Read with its companion instrument, Federal Decree-Law No. 32 of 2025, this Decree-Law transitions the SCA into the CMA. The CMA is the SCA's legal successor and gains expanded supervisory, inspection, investigation and enforcement authority over the capital market.
A codified licensing regime. The Decree-Law consolidates and restates the rules for carrying on financial activities. Reports of the enacted text describe a requirement for separate, time-limited and renewable licences for each discrete activity, replacing the more fragmented approach under the former law.
Extraterritorial reach. The regime is described as applying not only to financial products and activities within the UAE but also to activities that target clients in the UAE, even where conducted from outside the country. Cross-border marketing into the UAE should therefore be reviewed against the new perimeter.
A modernised market abuse framework. The Decree-Law moves away from the older, principles-based approach and codifies clearer offences covering insider dealing (including indirect trading by informed persons), market manipulation, false statements, and the spreading of rumours that affect securities prices.
Virtual assets brought within scope. The definition of financial products is reported to extend to virtual assets, with trading confined to assets on a CMA-maintained list, conducted through licensed platforms and subject to CMA registration.
Issuer obligations and investor-protection funds. Issuers face disclosure and periodic reporting duties and must notify the CMA of material information. The framework also contemplates an Investor Protection Fund and a Settlement Guarantee Fund under CMA oversight.
Heavier sanctions. Practitioner analyses report administrative fines reaching into the hundreds of millions of dirhams (with multiples of illicit gains available), alongside criminal liability — including imprisonment and substantial fines — for unlicensed activity and serious misconduct. The precise thresholds and offence definitions are set by the enacted Arabic text, which prevails.
Practical implications
Existing SCA licensees cannot assume continuity of status. Permissions granted under Federal Law No. 4 of 2000 need to be mapped onto the CMA's licensing categories, and firms should confirm whether any activity now requires a fresh or additional permission. Compliance, surveillance and personal-account-dealing policies should be re-tested against the codified market abuse offences, because conduct that was previously assessed against broad principles is now measured against specific statutory triggers.
Virtual asset businesses face the sharpest change in posture: federal recognition brings both legitimacy and a defined gatekeeping regime — listing, platform licensing and registration — that did not previously sit at this level. Issuers and listed companies should revisit disclosure calendars and material-information escalation procedures. Foreign managers and distributors marketing into the UAE should take advice on whether the extraterritorial reach captures their current activity. Across all categories, the enlarged penalty exposure raises the stakes of getting classification and conduct wrong.
Action points
- Inventory every current SCA authorisation and map it to the CMA licensing categories under the new Decree-Law; identify any gaps requiring a new or supplemental licence.
- Confirm the transitional deadline against the enacted text and CMA implementing regulations, and build a remediation timeline that lands before it expires.
- Re-baseline market-conduct, surveillance and inside-information controls against the codified market abuse offences.
- For virtual asset activity, assess listing, platform-licensing and registration requirements before continuing to trade.
- Review cross-border marketing into the UAE for extraterritorial exposure, and update issuer disclosure and material-information procedures.
Enforcement and transition
The transitional window is the immediate pressure point. Firms that let existing authorisations lapse without re-mapping to the CMA regime risk operating unlicensed once the grace period ends — now against a penalty framework that reaches administrative fines in the hundreds of millions of dirhams and criminal liability for serious breaches. Historic conduct will also be tested against the new, more granular market abuse offences. Where classification, licensing scope, or a live or anticipated CMA inquiry is in question, take advice early; the enacted Arabic text and CMA regulations govern the specifics.
Sources and authorities
Federal Decree-Law No. 33 of 2025 on the Regulation of the Capital Market — repeals Federal Law No. 4 of 2000 (Emirates Securities and Commodities Authority and Market); read with Federal Decree-Law No. 32 of 2025 establishing the Capital Market Authority (CMA), successor to the SCA.
UAE Legislation Portal: https://uaelegislation.gov.ae/en/legislations/4002
Cross-checked against leading practitioner analyses of the 2025 CMA Decree-Laws. Original-source date: 2025 · Captured: 2026-05-26T10:27+00:00Z
Instrument details
Full title: Federal Decree-Law No. 33 of 2025 on the Regulation of the Capital Market.
Companion instrument: Federal Decree-Law No. 32 of 2025 concerning the Capital Market Authority.
Repeals: Federal Law No. 4 of 2000 concerning the Emirates Securities and Commodities Authority and Market.
In force: 1 January 2026, with a reported transitional period (approximately one year) for existing licensees.
Note: This is a plain-English summary prepared from the UAE Legislation Portal record and leading practitioner analyses. Specific article numbers, deadlines and penalty thresholds must be confirmed against the enacted Arabic text and CMA implementing regulations, which prevail.
Based on Federal Decree-Law No. 33 of 2025 on the Regulation of the Capital Market and cross-checked against leading practitioner analyses. General information only — it does not constitute legal advice, and the enacted Arabic text prevails. For advice on a specific matter, please contact us. Last updated: 2 July 2026.