Clifford Chance advises UAE Ministry of Finance on sovereign retail treasury sukuk programme and initial issuances

Clifford Chance advised the Federal Government of the United Arab Emirates, represented by the Ministry of Finance, and advised i2 Capital in its capacity as delegate for the retail treasury sukuk. Clifford Chance assisted the Ministry of Finance in adapting its UAE dirham-denominated Treasury Sukuk Programme to permit retail offerings, enabling individual investors to participate directly in UAE sovereign sukuk for the first time. The expanded programme introduced an IPO-style subscription and allocation model, with investors subscribing through Dubai Financial Market channels — including its digital platform and brokerage applications — and through the digital platforms of approved receiving banks. The retail offering framework was developed in collaboration with Dubai Financial Market and Nasdaq Dubai and required new operational arrangements and infrastructure to enable platform-based investor participation and allocation. The resulting structure combines elements of IPO execution with traditional sukuk issuance methodologies and provides a repeatable platform for successive retail issuances. The programme is designed to enhance financial inclusion in the UAE, broaden access to sovereign Shariah-compliant investment instruments, support the continued development of the UAE dirham yield curve, and strengthen the domestic capital markets and Islamic finance ecosystem. The inaugural issuance in June attracted subscriptions of AED 445 million, nearly nine times the original target issuance size of AED 50 million; in response the Ministry of Finance increased the issuance size to AED 100 million. The second issuance in September attracted subscriptions exceeding AED 285 million, more than five times the AED 50 million issuance size. Stuart Ure, Head of Middle East Capital Markets, commented: “This programme breaks new ground in the UAE capital markets by enabling individual investors to subscribe directly to sovereign sukuk through the same digital channels they use for equity IPOs. The integration of retail subscription mechanics into a government debt programme required bespoke documentation, a new operational framework and unique collaboration with all stakeholders.” Clifford Chance represented the Federal Government of the United Arab Emirates, represented by the Ministry of Finance, with a team composed by: Stuart Ure (Partner and Head of Middle East Capital Markets, Dubai); Pearl Mahaga (Senior Associate, Dubai); Ali Gorji (Trainee, Dubai). Clifford Chance represented i2 Capital as delegate for the retail treasury sukuk with a team composed by: Bruce Kahl (Partner, London); Andrew Whelan (Senior Associate, London).

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Clifford Chance advises UAE Ministry of Finance on sovereign retail treasury sukuk programme and initial issuances

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Clifford Chance advises UAE Ministry of Finance on sovereign retail treasury sukuk programme and initial issuances

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