Questions & Answers
Questions & Answers
5 available 5 • View allTransferring shares to a partner while being outside the UAE

2
Q: I am a partner in an LLC company in the UAE. I am in India now and do not wish to continue association with the company there.
I have told my partner to take over the company and remove my name from the license, but my partner is insisting that I visit the UAE to transfer the business to his name.
Kindly advise!


Jan 24, 2020
769
Revocation of share transfer agreement by one of the shareholders
0
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 These documents were then submitted to the Free Zone Authority but then were subsequently withdrawn without my knowledge.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.

Jul 4, 2017
1210
Non-payment of share value and claiming the shares back


1
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?



Oct 4, 2018
1272
An equal partner is being maltreated by other partners. What to do?
1
Q: Hello Ahmed,
Perhaps you can help me! I am an equal partner in an LLC company. There are in total 3 partners. All of us are equal on the MOE (we are all managers).
While I was away on a vacation, the partners got together to try to push me out. They have done this by trying to make my life an uncomfortable nightmare in the office, blocking my work, started hiding emails, and instructing an employee of ours to do the same.
They also fired our accountant and moved our 4 years of books to a new accountant, who I've been told by them is "cleaning up". For 5 months, I've been getting excuses on why I have not been given access codes to see the new books or bank statements, etc.
I'm locked out of various platforms. I am very worried now as I'm also responsible for what they do. They cannot buy my shares and I am concerned that they are scheming a way to get rid of me in another way.
Can they shut down and open again for instance? What can you suggest about my rights here?
Thank you!

Jun 13, 2022
15
An equal partner is being maltreated by other partners. What to do?

1
Q: Hello sir/madam,
Perhaps you can help me!
I am an equal partner in an LLC company. There are in total 3 partners. All of us are equal on the MOE (we are all managers).
While I was away on a vacation, the partners got together to try to push me out. They have done this by trying to make my life an uncomfortable nightmare in the office, blocking my work, started hiding emails, and instructing an employee of ours to do the same.
They also fired our accountant and moved our 4 years of books to a new accountant, who I've been told by them is "cleaning up". For 5 months, I've been getting excuses on why I have not been given access codes to see the new books or bank statements, etc.
I'm locked out of various platforms. I am very worried now as I'm also responsible for what they do. They cannot buy my shares and I am concerned that they are scheming a way to get rid of me in another way.
Can they shut down and open again for instance? What can you suggest about my rights here?
Thank you!


Jun 14, 2022
240
Legal blog
1 available 1 • View allWhat Can I Do If I Have a Dispute With My Joint Shareholder? 5
An interview-format article covering the topic of shareholder disputes in the UAE and pre-emptive measure to be considered. This is from the legal podcast of lawyer Ludmila Yamalova, the founder of Lawgical with LYLAW.
Mar 24, 2020
5940
Laws & Regulations
1 available 1 • View allFederal Law No. (2) of 2015 On Commercial Companies 15
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.
Mar 25, 2015
29581

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Other answers by
How to liquidate a free zone company after the death of one partner 2
I am a company owner In Shams free zone of 50 per cent share and have a partner visa. My partner was a Russian who went to Russia and died.
When I went to the free zone to cancel my visa and close the company, they have asked me to get his attested death certificate and NOC from his heirs.
The problem I am facing is his family doesn’t want to give the death certificate nor they want to give NOC. Now my resident visa validity is over and I am on fine every day.
Neither the free zone is cooperating nor the partner's family. What is the other way I can cancel my visa and close the company?
Can someone guide me, please?
Apr 19, 2021
729
How the objection of a client be dealt with after being notified for termination by DLD? 2
I have been notified by DLD that I am in breach of an off-plan sales agreement, and the developer wishes to terminate the agreement.
The date on the notice is March 9, 2021, and I received it from the developer on March 11, 2021. The notice says I have 30 days "from the date of being notified" to make the outstanding payment.
On the termination notice from DLD, a list of objections is present. One of the objections states that the developer must hand over the final SPA to me.
In this case, I have not received the final SPA from the developer. I made an objection in writing to the DLD pointing this fact out and sent it via email, and received a confirmation of the same from DLD by return e-mail on April 6, 2021.
30 days from March 9th is April 8th, or from March 11th is April 10th. Does the developer have to respond to my objection before the DLD will allow them to terminate the agreement?
In this case, will the time I have to make the payment be extended by any period?
Apr 19, 2021
1453
Opening a trustee with wife and signing a postnuptial agreement 1
I would like to open a trustee with my wife and sign a postnuptial agreement.
Apr 19, 2021
496
Closing a business while the local service agent is not reachable 2
Hi,
We have a professional services license (2 partners) + 1 local service agent registered with DED, Dubai.
The partners wish to close the business because of unavoidable circumstances. We wish to proceed with all the necessary paperwork for cancellation.
Unfortunately, the local service agent is not available. We have been trying to connect to him multiple times but have not been able to reach him.
The due date for the renewal of the company is coming up and we want to proceed with all the paperwork for cancellation prior to that.
Kindly advise us about the options if the local service agent is unavailable.
Apr 19, 2021
833
Returning to the UAE to run business after being convicted with a crime 6
Hi,
I want some information regarding my uncle. He was arrested in November 2015 and was in prison until 13 June 2016 when he was deported to Pakistan.
The reason for the arrest was that my uncle had his own business in Sharjah and he was involved in a case where his employee accused him of attacking him and other allegations. He was arrested and convicted.
He needs to reenter the country as he has his business in Sharjah but I believe he is blacklisted/banned. How can I find out if he is blacklisted/banned and how can it be removed to allow my uncle to reenter the country and take over his business?
Is there any way of helping to resolve this issue?
I know that if he enters on a visa, he could be arrested at the airport, and don’t want that to happen.
Thank you!
Apr 5, 2021
540
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