Buying a company or regulated business

Buying an Existing Company in the UAE
Including Banks, Clinics and Schools: Regulator Approvals First

Buying an ordinary UAE company is a documented process, but buying a bank, clinic, school or other regulated business needs the regulator's approval before ownership changes. Approval is decided by the regulator, not by us, and nothing here is a promise.

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By Imran Mirza, Founder & CEO, Xillion Group UAE. Born and raised in the UAE, with 18+ years of professional working experience, including nearly seven years at Barclays and ADCB and 12 years in UAE business setup. Last reviewed 29 October 2026.

Short answer

For an ordinary company you choose a share deal or an asset deal, run due diligence, sign a sale agreement and transfer through the licensing authority. For regulated targets the regulator comes first: the Central Bank of the UAE (CBUAE) must approve in advance any acquisition of 5% or more of a bank, and health and education authorities approve ownership changes for clinics and schools. We coordinate introductions to licensed legal, valuation and tax partners and the company-side paperwork.

Who does the work

Xillion Group UAE is a business setup consultancy. It is not a business broker, a law firm, a valuer, a tax agent or a regulated financial institution, and it does not list, price or sell businesses. Legal, valuation and tax work is coordinated through independent licensed external professional partners, who are not Xillion employees. Approval is decided by the regulator.

Xillion Group UAE is a consultancy. It is not a licensing authority, a bank or a law firm, and approvals are decided by the authority. This page is general information, not legal, tax or investment advice, and nothing here is a guarantee.

Who it is for

Who this page is for

  • Buyers who want an operating company with licence, bank account or customers already in place.
  • Investors looking at a clinic, school, pharmacy or other regulated business who need to know which approvals apply.
  • Sellers who want the buyer's approval steps clear before signing.
  • Founders buying a licensed shell and wanting to understand what carries over. A ready-made shell is a different purchase from an operating business.
  • Anyone who has been offered a "bank" or "clinic" for sale and wants the approval question answered first.
Steps

How it works, step by step

  1. Define the target. Type of business, emirate or free zone, licence, activities and what you want from it.
  2. Check the regulator. Find out whether a regulator must approve the buyer. The table below shows what we found.
  3. Verify the licence. Check the trade licence on the official register and confirm the seller owns what they say they own.
  4. NDA and heads of terms. A lawyer prepares the confidentiality agreement and the main commercial terms. See contracts and legal drafting.
  5. Due diligence. Financial, legal and tax review by licensed partners. Check licence, establishment card, lease, labour file, owners, tax registrations and change-of-control clauses.
  6. Choose the deal type. Share deal or asset deal. In a share deal the licence, tax registration, contracts, staff and liabilities carry over. In an asset deal a new licence is needed and VAT may apply unless going-concern conditions are met, so a tax partner should confirm.
  7. Sale agreement and approvals. Signing, regulator approval where it applies, then transfer through the licensing authority.
  8. Update records. Update beneficial owner, bank, tax and visa records. See bank account and PRO services.
Documents

Documents usually asked for

  • Seller's trade licence, establishment card and Memorandum of Association
  • Lease or Ejari and labour file
  • Last three years of financial statements, where they exist
  • VAT and corporate tax registrations and returns
  • List of contracts, loans and guarantees
  • Passports and Emirates IDs of buyer and seller
  • For regulated targets: the regulator's application forms, buyer fitness and financial information, and any security clearance

Your case may need more or less. We confirm the exact list with the authority or partner before you spend time on it.

Time and cost

Timeline and cost, honestly

ItemWhat we can say
CostQuote on request. Price of the business is between buyer and seller. Our fee and partner fees are quoted separately. Regulator fees are published by each regulator.
Timeline for an ordinary companyThird-party guides put due diligence at about 3 to 6 weeks and a mainland share transfer at about 5 to 15 working days. These are estimates from competitor guides, not official figures.
Timeline for a regulated businessNo timeline we can promise. The regulator decides.
GuaranteeNone. Approval, price and completion are not guaranteed.
Regulators

Who must approve, by type of business

BusinessWho approvesWhat is published
BankCentral Bank of the UAE (CBUAE)Prior written CBUAE approval is required to acquire 5% or more of a bank's shares, and for any increase above 5%. The buyer must be fit and proper and show three years of financials. CBUAE may approve, approve with conditions or refuse.
Clinic or hospital (MOHAP emirates)Ministry of Health and PreventionOwnership change applied for through UAE PASS, with security clearance, NOC and final approval. The facility must have operated with a valid licence for more than 6 months. Published fees include AED 5,000 for a general clinic and AED 20,000 for a hospital of 1 to 50 beds. This applies to MOHAP-regulated emirates, not Dubai or Abu Dhabi.
Clinic or hospital in DubaiDubai Health Authority (DHA)Ownership change through the DHA Sheryan service, then an updated trade licence. Source is secondary and we did not read the DHA page. Ask DHA.
Private school in DubaiKHDAReview and amendment of the Educational Services Permit. Source is secondary and we did not read the KHDA page. Ask KHDA.
PharmacyHealth authority and licensing authorityExtra ownership rules apply and have changed over time. A lawyer must give the current position.
Virtual asset companyVARA (Dubai), FSRA (ADGM) or DFSA (DIFC)Change of control needs prior regulator approval. See VARA licence page.
Large dealsCompetition authorityMerger control filing may apply above certain combined sales or market share thresholds. A secondary source gives AED 300 million or 40%. A lawyer confirms.

Other regulators, such as securities, insurance or Abu Dhabi health and education authorities, may also apply. We have not published their rules here. Ask a licensed lawyer.

Common questions

FAQ

Can a foreigner buy a bank in the UAE?

Not without prior approval. CBUAE must approve in writing any acquisition of 5% or more of a bank's shares, and it may refuse or set conditions.

The health authority for the emirate must approve the change of owner. In MOHAP emirates the process uses UAE PASS and a security clearance. Dubai uses DHA. Ask a licensed lawyer about foreign ownership rules.

No. We do not list, price or broker businesses. We introduce licensed legal, valuation and tax partners and handle the company-side paperwork.

In a share deal the company and its liabilities move with it. In an asset deal you buy selected assets and usually need a new licence. A lawyer and tax partner should advise.

No. A ready-made shell has no operating history. An operating business brings contracts, staff, liabilities and possibly a bank account that banks will review again.

Quote on request. The regulator fees listed above are only the regulator's own filing fees.

Related guides

Related guides

Pages on this site that sit next to this topic:

Sources

Sources and checks

CBUAE and MOHAP are official. The other rows come from law firm and competitor guides and are marked as secondary. Check each regulator before you act.

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Ready to Begin

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Before You Commit.

Book a free 30 minute consultation with Imran Mirza, Founder & CEO. We look at your plans and set out the right route, the documents and the costs in plain words. Licences, visas and bank accounts remain subject to authority and bank approval.

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Please note: Government fees, regulations and processing timelines are subject to change by the relevant authorities without prior notice. Please contact us for the latest requirements applicable to your case.