Dubai's private school sector is experiencing significant growth, with a 6% increase in student enrolment for the 2024-25 academic year. This expansion is driven by rising demand in the Emirate and a push to enhance the city's education sector. The UAE’s Knowledge and Human Development Authority (KHDA) aims to license over 100 private schools by 2033, aligning with Dubai's Education Strategy 2033.
While Dubai, and the UAE generally, continues to attract foreign investment into its fast-growing education sector, international investors, including private equity funds, school operators, and global education brands, looking to capitalise on the boom in this sector must consider a range of legal and regulatory frameworks. Whether investment is into an existing school group, the establishment of a new campus, or the entering into of franchise or management models, understanding the UAE’s legal environment is essential for investors to ensure smooth market entry, long-term success, and, ultimately, a healthy ROI.
Foreign education investors considering the UAE market should be aware of several key legal regimes and regulatory bodies that significantly affect operations and compliance, which we discuss in this article.
1. Regulatory Authorities: KHDA, ADEK, and MOE
Compliance with the licensing and operational frameworks of the relevant education regulators in the UAE is fundamental for any education provider, these include:
- The KHDA, which oversees private schools, higher education institutions, and training providers in Dubai. New schools must apply for operational approval and meet standards related to curriculum, governance, and teacher licensing;
- The Abu Dhabi Department of Education and Knowledge (ADEK), which licenses and inspects private schools and academic institutions in Abu Dhabi. All new schools must meet minimum financial, facility standards, and staffing requirements, and comply with marketing and tuition policies;
- The Sharjah Private Education Authority (SPEA), which is the regulatory and licensing body for private education in Sharjah. The SPEA is responsible for overseeing private schools and other educational institutions in the Emirate; and
- The Ministry of Education (MOE), which oversees public education and private schools in Emirates other than Dubai, Abu Dhabi and Sharjah. The MOE also issues national policies affecting K–12 and higher education across the UAE.
The UAE education regulatory authorities usually require:
- Local corporate structuring of academic institutions (which often involves incorporating a UAE ‘onshore’ corporate entity, unless operating in a free zone);
- Compliance with moral, religious and cultural standards; and
- Annual reporting and inspections, which influence license renewal and quality assessments.
2. Competition Law
Federal Decree-Law No. 36 of 2023 on the Regulation of Competition and its related regulations (Competition Law) applies to education operators, particularly in the context of:
- Mergers and Acquisitions: Transactions leading to an ‘economic concentration’ and market dominance (e.g. a market share of over 40% of the total transactions in the ‘relevant market’ within the UAE, or AED 300 million in combined sales for the last fiscal year) may require pre-transaction notification to, and clearance by the Ministry of Economy and Tourism (MOET) in order to proceed; and
- Conduct oversight: Exclusive distribution of textbooks, software platforms, or facility services must not involve anti-competitive practices which harm the market, such as price fixing or supply restrictions.
3. Commercial Agency Law
For investors introducing franchise or branded school models into the UAE, the Federal Commercial Agencies Law No. 3 of 2022 and its related resolutions (Commercial Agency Law) may have significant implications on the operation of these institutions. The Commercial Agency Law regulates the relationship between foreign ‘principals’ and local ‘commercial agents’ (which include franchisees and licenses) in the UAE. It is designed to protect local agents and applies, potentially, to any arrangement where a foreign principal authorizes a UAE entity to act on its behalf in selling, promoting, or offering goods/services in the UAE, including education services. Key points to note include:
- Commercial Agent Registration: With limited exceptions, only UAE nationals, companies wholly owned by UAE nationals, or PJSCs majority owned by UAE nationals can be registered as commercial agents; and
- Exclusivity and Compensation: Once an agency is registered, the local agent is afforded exclusivity, and may be entitled to compensation if the contract with the principal is terminated early or not renewed.
Foreign investors should be mindful of granting exclusive rights in any brand licensing, franchising or curriculum licensing arrangements with local partners, as these may create an agency relationship under UAE law which would be capable of rendering the terms of the Commercial Agency Law implied into the contract.
4. Consumer Protection Law
UAE Federal Law No. 15 of 2020 on Consumer Protection and its related regulations (Consumer Protection Law) applies to both B2B and B2C transactions, which means that, not only the relationship between parents/students and schools, universities and training centres will be regulated by the Consumer Protection Law, but also the relationship between education institutions and third-party education service providers, such as EdTEch firms. Key obligations under the Consumer Protection Law to bear in mind include:
- Ensuring transparency in fees and clear contracts: Tuition and any extra charges should be fully disclosed in straightforward, accessible terms;
- Fair Refund Policies: Schools should offer clear withdrawal and refund terms;
- Invoices: Invoices for school fees, etc. must be provided in Arabic (in addition to any other elected language);
- Harmful Terms: Schools and other education services providers must not include terms in their agreements that are ‘harmful’ to the ‘consumer’ (this includes the unilateral right to amend a contract);
- Advertising Compliance: Misleading claims such as guaranteed results or inflated academic rankings are prohibited; and
- Complaint Handling: Education providers must have systems in place for effectively resolving parent and student complaints.
Education investors should ensure that institutions’ enrolment contracts, fee disclosures, and marketing materials (whether online or in print) comply with the Consumer Protection Law, to avoid potentially significant regulatory penalties and, potentially, the revocation of the trade license.
5. Data Protection Regimes
Handling personal data, especially sensitive student and parent information, is a core compliance area for education providers.
Federal Data Protection Law (‘Onshore’ UAE)
Federal Decree-Law No. 45 of 2021 concerning the Protection of Personal Data (PDPL) applies to all UAE entities, including schools, universities, and EdTech platforms, as well as to non-UAE entities that are processing personal data of UAE data subjects (such as online education or education service providers based outside of the UAE). Key obligations include:
- The requirement for lawful consent to data processing (especially in respect to minors);
- Notification and transparency in data collection and use;
- Security protocols and cross-border transfer controls (including within the UAE’s boundaries, so transfers between ‘onshore’ UAE, the DIFC and the ADGM); and
- Appointing a data protection officer in high-risk circumstances.
In addition to compliance with the PDPL, education institutions must also meet any data governance expectations from the relevant local regulators (mentioned above).
DIFC & ADGM Free Zones
Entities operating in these financial free zones, such as EdTech firms or other IT service providers, must adhere to the relevant data protection laws, namely:
- DIFC Data Protection Law No. 5 of 2020 and its related regulations (including ‘Regulation 10’ which specifically regulates AI tools); and/or
- ADGM Data Protection Regulations 2021 and its related rules.
Both of these data protection regimes are GDPR-aligned and include compliance measures such as mandatory breach reporting, conducting impact assessments, and data transfer requirements.
6. E-Commerce Law
Federal Law No. 14 of 2023 concerning Trading by Modern Technological Means (E-Commerce Law) regulates commercial activity conducted through digital platforms, websites, apps, and AI-driven tools. Educators often permit parents and students to electronically sign terms and conditions and may also permit the payment of deposits or school fees online, both of which would fall within the broad definition of ‘trading by technological means’ under the law. The key takeaways of the E-Commerce Law for education investors include:
- The E-Commerce Law sets out comprehensive requirements for the terms and conditions of online contracts, including those relating to digital identity and party verification;
- Digital marketing, sales practices, and data usage are all regulated, with a strong emphasis on transparency and consumer rights, which are critical when dealing with students and parents; and
- For the E-Commerce Law to apply, the “commercial activity” need only be received inside the UAE (this indicates that transactions for products and services delivered by digital merchants based outside the UAE will be subject to the E-Commerce Law).
Foreign and regional education brands planning to deliver services through websites, apps, or platforms in the UAE must ensure compliance with the E-Commerce Law.
Conclusion
The UAE’s education sector presents a highly attractive opportunity for international investors, driven by population growth, government support, and the rising demand for international curriculum. However, success depends on a well-planned legal and regulatory strategy.
Understanding the interplay of federal laws, regulators, and sector-specific legal risks, such as data handling, market conduct, and structuring, is vital for entering and succeeding in the UAE’s education ecosystem.
For additional insights, please refer to our articles on:
- the UAE Consumer Protection Law here;
- the UAE E-Commerce Law here; and
- the UAE Data Protection Legislation here.
For any queries related to this article, please contact Julie Beeton, Senior Counsel, at j.beeton@hadefpartners.com.