UAE Crypto Treasury, Brokerage or VASP: Choosing the Structure

German-speaking founders searching for the bitcoin price, the Kurs, usually have one of three plans in mind. Some want a corporate vehicle that holds bitcoin as a treasury asset. Some want to trade for their own account. Some want to serve other people, as a broker, an over-the-counter desk or a platform.

The first two use only the owners' money. The third does not. That single difference is where the regulatory conversation begins.

A holding vehicle that never takes a client's money and never executes a client's order is mainly a corporate structuring question: where to incorporate, who the shareholders are, how the bank will read the source of funds. Trading its own capital adds one regulatory step, a VARA No Objection Certificate. A company that does take instructions or custody from others is a licensing question first and an incorporation question second. For a plain primer on the corporate layer, see what a UAE trade licence is.

VARA's rulebook page splits its material into two groups. The compulsory rulebooks apply to every licensed firm: Company, Compliance and Risk Management, Technology and Information, and Market Conduct. Then come the activity rulebooks: Advisory Services, Broker-Dealer Services, Custody Services, Exchange Services, Lending and Borrowing Services, VA Management and Investment Services, and VA Transfer and Settlement Services. A separate Virtual Asset Issuance Rulebook covers token issuance.

Read that list as a checklist against your business plan. VARA treats each activity as discrete, so each one is applied for explicitly. A desk that quotes prices to clients and executes against a liquidity provider maps to broker-dealer. A company that holds client keys maps to custody. A firm that pools client money into a strategy maps to management and investment. A company that only recommends maps to advisory. Every one of these except advisory needs a private office in Dubai, with no minimum size set by VARA.

Founders often blur these. Calling a client-facing desk "proprietary trading" does not change which rulebook it lands in, because the rulebook follows the function, not the label. The reverse needs care too. VARA's FAQ says no virtual asset activity is exempt from supervision, and that proprietary trading needs a No Objection Certificate (NOC) confirming it may run without a licence. Above AED 1 Billion in monthly rolling trading volume, it must also be registered with VARA.

On 13 April 2026 the SCA announced a virtual assets framework, described on its site as an integrated regulatory regime with five main components and eight licensable activities. A founder planning a UAE-wide offering should read the full publication, not the headline, before choosing a jurisdiction.

The practical point is that the map has more than one regulator on it. Any entity carrying out regulated virtual asset activities in or from Dubai applies for a VARA licence through its commercial licensor, which is DET on the mainland or the free zone itself. The Dubai International Financial Centre (DIFC) sits outside VARA's remit. A business seeking to serve clients across the UAE may also need to understand the SCA regime. Free-zone financial centres such as ADGM have their own supervisor, the Financial Services Regulatory Authority (FSRA). Which of these applies depends on where the company is established and where its customers are.

Do not infer from the headline how any of the eight activities line up with the VARA list above. The two frameworks were written separately, and the overlap should be checked against the primary text, activity by activity.

If the plan stays on the own-account side, the usual options are a mainland company, a free-zone company, or a holding structure in a financial centre. The deciding factors are ordinary ones: who the shareholders are, where decisions are made, which bank will take the account, and whether the team needs residence visas through the company.

For a treasury vehicle, the bank conversation is the real gate. A bank will want to see where the capital came from, why it is being converted to bitcoin, which exchange or custodian will hold it, and who can move it. Prepare that story before the company is formed, not after the first account application is declined.

If the plan includes clients, form the company around the licence, not around the cheapest formation route. VARA prefers an LLC or FZ-CO and does not accept sole proprietorships. It expects two Responsible Individuals, each a full-time employee approved by VARA as a fit and proper person, and each either a UAE resident or a UAE passport holder. That, plus a private office and written policies the regulator can inspect, shapes premises, hiring and timeline far more than the incorporation step does. How we frame this work is set out in how Velarozone works.

Many groups want all three models eventually. Putting treasury, proprietary trading and a client desk into one company means the client business can pull the whole company into regulatory scope, and the treasury assets sit next to client risk.

Separate companies keep the unregulated activity apart from the regulated one. They also cost more: intercompany agreements, separate accounts, separate audits and a governance trail that shows each company really makes its own decisions. A regulator or bank looking at the group will ask why the split exists, so it should rest on a real commercial reason such as asset protection or a different customer base.

Software is a related edge case. A company that licenses trading technology to an operator is not automatically doing what the operator does. But if it also runs the platform, holds the wallets or touches client funds, the label "technology provider" stops protecting it.