Q: My husband was awarded shares in the company he works for. Now he is leaving and wants to sell them and the company refuses to acknowledge the fact that he holds shares even though it clearly states that he does in the 'Articles of Association'. What advice can you give to us? Thanks.

س: أنا شريك في شركة ذات مسؤولية محدودة في دولة الإمارات. أنا الآن في دولة الهند ولا أريد الاستمرار في الانضمام إلى الشركة هناك. لقد طلبت من شريكي تولي إدارة الشركة وحذف اسمي من الترخيص التجاري، ولكنه يُصر على أنه يجب علي زيارة دولة الإمارات لنقل ملكية أسهم الشركة إلى اسمه. يرجى تقديم المشورة.

Q: I hold a 25% stake in a Free Zone company in Dubai, with my business partner holding a 75% share and therefore being the majority shareholder. In April 2017, there was an agreement between myself and my partner, in which he agreed to transfer all of his shares to me. Upon this agreement, we both signed and stamped a request for transfer of shares document as well as a shareholders resolution. These documents were then submitted to the Free Zone Authority but then were subsequently withdrawn without my knowledge. As far as I was aware the documents were still being processed and I only found out about the withdrawal of the documents when I followed up with the Free Zone Authority. The Free Zone Authority has since acknowledged that they should not have returned the documents and are trying to mediate between myself and my business partner to submit the documents again but he is refusing to do so. I want to know what legal action I can take against my partner for his actions.

س: مرحبًا، لدينا مشترٍ لشركة صغيرة نبيعها. يريد المشتري شراء الشركة بسعر مخفض ولكنه سيدفع بعد أشهر من الشراء. نحن قلقون من أنه قد يبيع المواد، أو يقوم ببعض الأنشطة الشائنة الأخرى، أو لا يدفع على الإطلاق. ما هي نصيحتك القانونية في هذا الشأن؟ شكرًا لك.

Q: Dear Sir/Madam, We purchased an LLC company in 2018 for 300,000 dirhams. We invested an additional 200,000 dirhams, and I granted full executive power to the Managing Director in the memorandum of understanding, including the authority to buy, sell, and manage the company. However, the Managing Director recently sold the shop to another company without my knowledge or consent. We are four partners: the local partner holds a 51% stake with an 85,000 dirham investment, the Managing Director holds a 17% stake with an 80,000 dirham investment, the third partner holds a 16% stake with an 80,000 dirham investment, and I hold the remaining 16% stake with an 80,000 dirham investment. The problem is that the partners are now claiming that the company is losing money and cannot afford to pay rent or renew its license. However, I managed the shop until 2023 and calculated the profits every month. I received my share of the profits, and the other partners also received their share. However, when I went on vacation, they started claiming that the company was making losses and stopped paying me my share of the profits. I know that they sold the shop and received 120,000 dirhams, but they are still lying to me and refusing to pay me my share. I have requested the account statements for the past 11 months, but they have refused to provide them to me. Please advise me on my legal options!

Q: I currently have a company in the UAE with my partner. My partner hasn't been working or contributing to the company for the past year and is very difficult to deal with. I'm no longer able to work with him - my option is to start another similar company on the side, as dissolving the existing company or selling/buying each other's shares doesn't seem viable. Am I able to start another company in the same line of business on the side, without any risk of a civil case? Please note that We don't have any NDA or NOC agreement signed between us, and the MOU has no clause about non-competition.

Q: Dear Lawyers, Can a partner in an LLC company (Dubai Mainland) sell their shares to a third party without the consent of the other partners? If one partner wants to exit the company and the other shareholders are neither responding to this request nor giving permission, what is the way forward? We have sent an email to the other shareholders notifying them of the intention to sell the shares, but there has been no response. Please advise. Please advise!

Q: Hi I would like to get advice on Business Law 1. In a Partnership Business (civil company not LLC) of Partner A-50%, PartnerB-25%, and PartnerC-25% can Partner A who is the Managing Director of the Company authorize only one partner (eg: Partner C) as the sole Bank Signatory without the consent of Partner B? 2. How much would a process of evaluation of the Company asset and filing for a legal action to withdraw the partnership cost? And how long does it take to allocate the 25% share value to the quitting partner?

مقال في صورة مقابلة يغطي موضوع النزاعات بين الشركاء المساهمين في الإمارات والإجراءات الاستباقية الواجب اتخاذها. مقتبس من المدونة الصوتية القانونية للمحامية لودميلا يامالوفا، مؤسسة مشروع لوجيكال مع لايلو.

هذه هي المقالة الأولى في سلسلة المقالات التي كتبها المؤلف لإعطاء القراء نظرة أفضل حول أساليب حوكمة الشركات في ضوء مبادئ أفضل الممارسات والنظام القانوني الإماراتي من خلال اقتراحات مبتكرة لتطبيقها في مؤسستك. ستكون السلسلة التالية حول الإطار التنظيمي الإماراتي لحوكمة الشركات.

The provisions of this Law apply to the commercial companies established in the UAE and the foreign companies that have established in the UAE a base to conduct any activity therein or established a branch or representative office. The Law abrogates Federal Law No. (8) of 1984 Concerning Commercial Companies.