Questions & Answers
Questions & Answers
5 available 5 • View allWinding down an LLC company and the liability of the manager after absconding
3
Q: Hi there Michael,
I am a 24% shareholder in an LLC wherein the other shareholders are our local partner with 51% shares and the partner who is listed as manager on the trade license with 25% shares.
The manager has absconded leaving behind unpaid VAT and other debts that are well over 30 days due (up to a year). No proceedings by creditors have been filed against the company and the MOA contains a general POA in favor of the Manager.
I would like to wind down the company without going through bankruptcy procedures. My understanding is that the listed manager of an LLC is personally liable for the Company's debts.
I need advice about the procedures required to wind down the company. I do not wish to go through bankruptcy procedures as the finances and management of the company were being handled by the manager. I am just the creative director of the LLC.
Please advise as soon as possible.

Jun 18, 2020
1990
Should the performance order case be filed against the company only or manager also?



2
Q: I have documents to prove that a civil company owes me AED 285,700 and they have unconditionally acknowledged this debt amount in writing and promised me payment of this amount.
They, however, refuse to pay me. I want to start a PERFORMANCE ORDER court case to recover my dues.
Question: Should I make the case against the civil company only? (One respondent)
Or should I make the case against the civil company and its Manager? (Two respondents)
I cannot prove any mistake or error of the manager, but should I add his name into case, so that the execution can be against him personally as well?
During execution case, will it help me to get detention order against the Manager if I add manager's name in the main case itself?




Jan 19, 2022
376
The liability of a partner for the labor dues of an employee
0
Q: I’m a 50% shareholder and director in an FZ-LLC company in Dubai Development Authority. One of our employees made an unpaid salary case against us and won it in court. We have appealed the decision.
My partner, the owner of the remaining 50% and a local has his name as the general manager of the company on the license. Since our company is not in a financial position to pay these dues, I want to understand what my maximum liability will be.
A quick reading online shows that the court can place travel bans on the general manager and hold him personally liable. Does the liability extend to me as well?
Are there any other liabilities?

Oct 27, 2021
339
The liability of a manager for bank loans after resignation

1
Q: Dear sir/madam,
Please advise me in regards to my commercial banks!
A partial case in Dubai Courts in which my company (first defendant) took a property loan from a bank (plaintiff) in January 2015.
I had signed all bank-related documents including the personal guaranty form as a manager (second defendant) of the company holding 40% shares along with my partner (third defendant) holding 60% shares in a Free Zone Company.
I was asked to resign with immediate effect in December 2016 and left the company completing all necessary handovers of 40% shares to a natural person.
I hold all transfer documents attested by the free zone authority and their legal translation which were submitted to the court as a memorandum.
Today was my first hearing and the court decided and ended the litigation obligating all defendants jointly and severally to pay the balance amount to the plaintiff and 5% legal interest and attorneys fees.
Please advise on the next procedure I can follow to request the court to remove my name. Should I approach the bank?


Jun 14, 2022
358
How can I maintain a travel ban on an LLC manager in a labor case despite claims of independence?




1
Q: Dear Lawyers,
A labor case has been in the execution phase for the past eight months. I have pursued various enforcement actions, including blocking bank accounts, placing inquiries and holds on properties, and blocking the traffic file.
I’ve also requested inquiries and holds on trade licenses. However, the defendant did not respond. Eventually, I requested a travel ban on the manager, which the court approved.
This prompted the defendant to argue that, as an LLC, the court cannot impose a travel ban on the manager, citing independence issues and similar arguments. Now, the court has asked me to respond.
Could you advise me on how to argue to keep the travel ban in effect?
The manager’s personal accountability as a representative of the LLC and the prolonged non-response from the company.
Evidence showing that the defendant’s non-responsiveness justifies such measures to ensure enforcement.
Legal precedents or arguments demonstrating that the travel ban is a legitimate enforcement action under similar circumstances.





Nov 15, 2024
157
Legal blog
4 available 4 • View allOnline POA and Other Notary Public Services in the UAE 28
With the introduction of the new procedures for obtaining a power of attorney (POA) remotely in the UAE, after it was mandatory to appear in person in front of the notary public as a global rule to ensure the identity and intention of the person requesting a POA, we put between your hands this brief guide for how you get it done.
Jun 8, 2021
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Payment Orders in the UAE 4
An interview-format article covering the topic of payment orders in the UAE. This is from the legal podcast of lawyer Ludmila Yamalova, the founder of Lawgical with LYLAW.
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How to Get Paid if You Are a Small Business? 6
An interview-format article covering the topic of getting paid for small businesses in the UAE. This is from the legal podcast of lawyer Ludmila Yamalova, the founder of Lawgical with LYLAW.
Feb 15, 2021
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How to Increase Chances of Getting Your Invoices Paid in the UAE 0
An interview-format article covering the topic of how to increase chances of getting your invoices paid in the UAE. This is from the legal podcast of lawyer Ludmila Yamalova, the founder of Lawgical with LYLAW.
Feb 24, 2021
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Laws & Regulations
2 available 2 • 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
29618
Federal Law No. (5) of 1985 On the Civil Transactions Law of the United Arab Emirates 96
The provisions of this law, promulgating UAE Civil Code, govern the civil transactions in the United Arab Emirates. The commercial transactions remain subject to the laws and regulations applicable in their regard.
Dec 15, 1985
148644

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إثبات صورية شراكة كفيل إماراتي 1
السلام عليكم،
نحن شركة ذات مسؤولية محدودة ولدينا كفيل إماراتي صوري، ولكن بالرخصة التجارية هو شريك. هذا الكفيل صاحب أخلاق عالية ولا خوف منه ويعرف نفسه بأنه ليس بشريك فعلي.
السؤال: إذا، لا سمح الله، توفي فقد نخوض مشاكل قانونية مع عائلته، فما الحل القانوني الذي يمكن أن ننجزه معه الآن ضمانًا لحقوقنا مستقبلاً؟
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السلام عليكم،
هل يحق للبنك في إمارة دبي أن يرفع دعوى جنائية أو مدنية ضد عميل لم يسدد مبالغ الفائدة بل سدد فقط المبالغ التي قدمها البنك أصليًا (مبلغ القرض فقط)؟
منحه البنك بطاقة ائتمانية بحجة أنه "قرض حسن بدون فوائد"، وبعدما استخدم العميل البطاقة الائتمانية بفترة زمنية قصيرة وفجأةً تم إرسال رسالة إلى العميل تفيد بأن هناك مبالغ متراكمة بسبب الفائدة البنكية بقيمة ٤٠٪ من القرض الأساس المُقدم إليه.
علمًا بأنه تم تزويد العميل بالبطاقة الائتمانية عن طريق البريد السريع لعنوان منزله بدون طلب رسمي من العميل بذلك، بالإضافة إلى أنه لا يوجد أي من المستندات التالية بين البنك والعميل:
١- عقد. ٢- اتفاقية. ٣- شيكات كضمان. ٤- سند أو شريعة أو قبول خطي أو غير خطي أو توثيق يتضمن أي توقيع من الأطراف؛ بمعنى آخر، لا يوجد أي اتفاق على الإطلاق.
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الرجاء الإفادة ولكم جزيل الشكر!
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