If you operate in the UAE, criminal exposure isn’t just a “people” problem. It’s a corporate problem, too. Under the UAE Penal Code, a company can be held liable when a director, manager, or employee commits a crime in the company’s name or for its benefit while performing their duties—or by misusing their position. That doesn’t shield the individual wrongdoer; it simply adds the company to the charge sheet.
What this looks like in practice
Here’s the context. Article 66 of Federal Decree-Law No. 36 of 2022 lets prosecutors pursue the legal entity when the conduct ties back to the business. Think economic crimes (money laundering, bribery, corruption), commercial offenses (fraud, misleading advertising, IP violations), and even data-related breaches connected to operations.
And the consequences? Fines that can reach AED 5 million (or more depending on the offense), license suspension or cancellation, temporary or permanent shutdowns of business activities, asset forfeiture, and confiscation of the tools or proceeds used. Victims can also chase civil compensation alongside the criminal case. That’s real, multi-front risk.
Honestly, I’ve seen companies underestimate this—thinking only individuals face the heat. But here’s the thing: the law is designed to drive corporate accountability and align the UAE with international best practices.
What prosecutors must prove (in plain English)
When the Public Prosecution builds a corporate case, the core elements are straightforward—yet strict:
- A responsible actor tied to the company. A director, executive, or authorized employee must have committed the offense on the company’s behalf or for its benefit, within the scope of their duties.
- A defined criminal act. There must be evidence of a crime recognized by UAE law—fraud, money laundering, corruption, etc.
- A link to company operations or benefit. The conduct needs to connect to the business’s activities or interests.
- Fault: intent or negligence. Prosecutors typically show intent—or that the company (or its people) was negligent in preventing the offense, depending on the crime.
- Failure to prevent (where relevant). In areas like AML or regulatory breaches, the absence of adequate controls can be central to liability.
Bottom line? Liability hinges on showing an authorized person acted within their role, committed a crime, and did so in connection with the company’s activities or benefit.
How smart companies reduce the risk (do this now)
I’ll be blunt: policies that “sit on the shelf” won’t help you. You need living controls that prosecutors respect.
- Map decision-makers and approvals. Clarify who can bind the company; document authority and escalate exceptions. (Supports element 1 above.)
- Criminal-risk register. Identify your exposure points for fraud, bribery, AML, data misuse, and misleading advertising. (Targets elements 2–3.)
- Controls that actually operate. Tone-from-the-top, vendor due diligence, payment controls, gifts/hospitality registers, and AML/KYC tailored to your sector. (Addresses intent/negligence and failure-to-prevent.)
- Training with teeth. Role-based sessions for sales, finance, and procurement; test comprehension and track completion. (Helps negate negligence.)
- Speak-up + response playbook. Confidential reporting, triage protocols, evidence holds, and rapid internal investigations. (Shows proactive prevention.)
- Civil exposure planning. Coordinate insurance and litigation strategy early because victims can seek damages in parallel.
The takeaway
Yes, corporate criminal liability in the UAE is real—and enforceable. But with clear accountability, targeted controls, and disciplined response, you can dramatically cut risk and protect both the company and its people. That’s the work worth doing today.
Disclaimer: This article is for general information only and does not constitute legal advice. The author assumes no responsibility or liability for actions taken based on its contents. For advice on your specific situation, consult a qualified lawyer.
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