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 These documents were then submitted to the Free Zone Authority but then were subsequently withdrawn without my knowledge.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.

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.

Q: I have co-founded a UAQ FZ this year and I am in a dispute with my co-founder. We had several discussions on discontinuing the partnership after our license expires. I had an uneven share of responsibilities and have voiced this for a while, even to our advisor during mediation sessions. We built our community, social media, and email database together. I said we should leave with the partners we brought in and go our separate ways once our license expired. All costs for the business have been paid equally. With few months left of our license, my partner blocked me from my email and access to our database. The domain and email are in his name, and he is holding these as a hostage even though I am 49% owner. I understand he is 51% owner and manager, but does he has the right to do this and hold the company domain and email under his account? He is abusing his role as a manager and domain owner, and I wanted to know what my legal rights are here as co-owner.

Q: Hi, I invested AED 75,000 with a company that intended a takeover of CCTV installation, and the company is located in DAFZA with 4 partners. They made me sign an internal contract which wasn't signed by all the partners and I never got a copy of the same signed by all 4 partners. I kept chasing them for the same as well as for MOA from DAFZA and name change on Trade Licence but got only excuses. Finally, after 3 months of chasing them, they informed me that they don't intend to take over the company and wanted to divert my funds elsewhere. I refused and asked for a refund. They gave me a fraud cheque that got bounced due to the unauthorized signatory. I filed a police complaint, after which the authorized signatory was summoned by police. Later the signatory contacted me and wanted to settle it in 4 PDCs across 3 months but on a condition that I return him the fraud cheque which is the only proof I have proving his fraud intentions. Kindly advise if his demand for the return of fraud cheque is valid?

Q: Process/Steps and Documents required to complete simple share transfer between minority shareholders in an LLC ( Shop)?

Q: My company is located in Dubai as an LLC. We have two shareholders, 1. UAE national shareholder with 95% 2. A foreign shareholder with 5% The UAE national shareholder transferred this 5% shares to the foreign shareholder through a share sales agreement, which was notarized at the notary public in Dubai and submitted it to the DED to amend the trade license etc. This happened in 2014. But till this date, the foreign shareholder did not pay the value of 5% shares to the UAE national shareholder or to the company. Also, the foreign shareholder was not actively involved with the company's operation and as per Article 17 of the Commercial Companies Law: "2. The partner may not contribute in work rendered unless he is a joint partner. The contribution of the partner may not consist of his having reputation or influence." Under these circumstances, is it possible for the UAE national shareholder to request from the court to cancel the 5% shares of the foreign shareholder and transfer back to him?

Q: We have a restaurant partnership in Deira, Dubai. My share is 16%, the second partner's share is 21% and the third partner's share is 12%. I have not applied for the Emirates ID, I am currently in Pakistan. Can my partners sell or lease that restaurant without my permission? Regards

Q: Dear All, Warm greetings! We are in the process to create a joint venture company in Dubai, between a company from Europe (Named EU) and an existing company in the UAE (name UAE). The name of the new company is EU, UAE LLC. The new trade license mentions: - New company name is: UAE-EU LLC company - Shares are 51% to UAE partner and 41% to EU partner However, the foreign partner from Europe is asking me and another person to be part of the new JV Company as managing partners of the new company (COO and CTO). The shares would be: 20% for UAE partner + 40% for the EU partner and 20% for COO + 20% for CTO, but we will not have any salary; only 20% commission as COO and 20% as CTO, because we are not employees. Our names as managing partners are not mentioned in the new trade license. Can you please advise if this is enough to protect ourselves as COO/CTO? and also is the side contract taken into consideration by the UAE law in case of payment issues? Kind regards,

Q: I left the company last January 19, 2023. I was the authorized person with a power of attorney and MOA, my name was also in the trade license as the Manager. I was the authorized person in the company's bank or the bank account is in my name. 1 week after I left the company, they changed the MOA and trade license. However, the bank's name or the authorized person is still not yet change. I have suggested closing the bank account, however, the company did not allow me to. They are using it and calling the bank using my name. What should I do?

Over the years the UAE has become a centre of trade and commerce for the Middle East, thanks to its strategic location, excellent connectivity and extensive services to assist with all aspects of business. According to the World Bank's 2016 report, the UAE has ranked 31st in the global index of ease of doing business. This encourages more entrepreneurs to set up different kinds of business entities in the country.

The UAE government has announced important changes to the federal Commercial Companies Law, the most significant is related to the foreign ownership of mainland companies. This will grant foreign investors the full ownership of share capital in companies carrying out certain activities specified to that effect by the competent authorities. This means that foreign investors’ shares will not be limited anymore to a maximum of 49% like before, but can be up to 100% instead.

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.