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We need a shareholders’ agreement that details shareholding percentages, voting rights, profit-sharing

I am joining a consortium investing in a real estate development project in the UAE.

We need a shareholders’ agreement that details shareholding percentages, voting rights, profit-sharing, exit strategies, and non-compete obligations.

Could your legal team draft a clear, enforceable agreement that aligns with UAE commercial and property laws?

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Abdulhamid Yousuf Albulooshi Advocates & Legal Consultants
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22 Aug 2025, 13:19

Greetings

I’m glad to provide some guidance on this matter.

However, I must clarify that this is not a substitute for professional legal advice.

Drafting a shareholders’ agreement for a consortium investing in a real estate development project in the UAE involves several important considerations under UAE law. Here are some key points to consider:

1. Shareholding Percentages: Clearly define the ownership structure and percentage of shares held by each party. This should align with any relevant UAE laws, including those related to foreign ownership if applicable.

2. Voting Rights: Specify how decisions will be made, including the voting rights of each shareholder. Consider whether certain decisions require a supermajority or unanimous consent.

3. Profit-Sharing: Outline how profits and losses will be distributed among shareholders. This should be consistent with the shareholding percentages unless otherwise agreed.

4. Exit Strategies: Define the process for a shareholder to exit the consortium, including any rights of first refusal, buyout provisions, or drag-along and tag-along rights.

5. Non-Compete Obligations: Include clauses that prevent shareholders from engaging in competing activities that could undermine the consortium’s interests.

6. Compliance with UAE Law: Ensure that the agreement complies with UAE Federal Law No. 2 of 2015 on Commercial Companies (as amended) and any other relevant regulations, such as those pertaining to real estate and foreign investment.

7. Dispute Resolution: Specify the mechanism for resolving disputes, such as arbitration or litigation, and the applicable jurisdiction.

8. Governing Law: Clearly state that the agreement is governed by UAE law.

To draft a legally sound and enforceable agreement, it is essential to engage a legal team with expertise in UAE commercial and property law.

They can tailor the agreement to your specific needs and ensure compliance with all applicable regulations.

Consider reaching out to a reputable law firm in the UAE that specializes in corporate and real estate law for assistance.

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Future Vision Advocates Legal Consultancy
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22 Aug 2025, 13:27

Dear Inquirer,

Thank you for reaching out.

Yes, our legal team can draft a comprehensive and enforceable shareholders’ agreement tailored to your consortium’s needs, covering shareholding percentages, voting rights, profit-sharing, exit strategies, and non-compete obligations, all in line with UAE commercial and property laws.

To proceed and ensure the agreement fully protects your interests, we recommend booking a consultation through our website or appointing our firm to handle the drafting and execution on your behalf.

Best regards,

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Al Nassar Advocates & Legal Consultants
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22 Aug 2025, 14:56

Dear Client,

Greetings from Al Nassar Advocates & Legal Consultants!

We can assist in drafting a comprehensive and enforceable Shareholders’ Agreement for your real estate development consortium in the UAE.

The agreement will cover shareholding percentages, voting rights, profit-sharing, exit strategies, non-compete obligations, and dispute resolution, while ensuring full compliance with UAE commercial and property laws.

To proceed, book an initial meeting at our office via email to discuss your requirements in detail.

Best regards,

Adv. Rihan Raheem

Senior Legal Consultant

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