Q: Assalamu Alaikum We are 4 partners in a business and one of the partners wants to sell his shares to two existing partners in the business without the consent of the 4th partner. There is no provision made in the MoA regarding the sale/transfer of shares. So can this be done without violating any law in the UAE? Thanks

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 These documents were then submitted to the Free Zone Authority but then were subsequently withdrawn without my knowledge.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: Hello, We have a buyer for a small business for sale. The buyer wants to purchase the company at a discounted price but pays months after the purchase. We are concerned he may sell the materials, some other nefarious activity, or not pay at all. What would be your legal advice on this matter? Thank you

Q: I have an FZ company with my partner. In the MOA, it is written that for the General Assembly Meeting, the partners have to be informed about the date of the meeting through a registered letter to the address registered in the List of Partners. However, my partner asked me (by WhatsApp) not to send the meeting announcement through a registered letter to his address. Is it legal to send it by email instead of a registered letter?

Q: Dear Sir/Madam, I am currently facing a complex situation involving a business partnership gone sour. Two years ago, a friend and I embarked on a bed space business venture without obtaining a trade license. While I covered the full investment, my friend took responsibility for managing the flat. We agreed to split the profits 50-50. However, over the past 8 months, he has been withholding profits and not contributing to utility payments, leaving me to bear the losses. Despite my repeated requests for reimbursement, he consistently delays payment. Recently, he renewed the flat in his name and is claiming ownership. Furthermore, he has replaced me with another partner and refuses to compensate me for my share of the goodwill amount, which amounts to approximately AED 30,000. Additionally, he is spreading false accusations about me to mutual friends, tarnishing my reputation. My question is, do I have any legal rights to claim from him? If so, what would be the appropriate legal procedure to pursue in this case?

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?

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.

It is the first article in a series of articles written by the author to give a better insight to the readers about the corporate governance practices under the best practice principles and the UAE legal system through innovative suggestions of its implementation for your organisation. Next series will be on the UAE regulatory framework on corporate governance.

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.