Corporate Law

We guide clients in setting up companies in mainland, free zones, or offshore jurisdictions in the UAE. Our services include: Advising on the optimal corporate structure (LLC, PJSC, branch, subsidiary, partnership), Registration, licensing, and compliance with local authority requirements, Share capital structuring, founders’ agreement design, and capital raising, Conversion, branch establishment, or cross-jurisdiction structuring, Drafting articles of association, bylaws, shareholder agreements, and corporate policies. This foundational work ensures your business begins on the right legal footing and avoids structural pitfalls.

Strong governance underpins investor confidence and operational integrity. We assist in: Board charters, committee terms of reference, and director obligations, Shareholders’ agreements, minority protection mechanisms, rights and duties, Internal corporate policies – compliance, codes of conduct, risk escalation, Conflict of interest policies, related party transactions, and internal controls, Corporate secretarial support, record-keeping, meeting compliance, and resolutions. Our governance advice helps maintain transparency, accountability, and alignment among stakeholders.

Corporate growth or realignment often requires strategic transactions. We advise on: Target selection, structuring deals (asset vs share sale), and investment vehicles, Due diligence (legal, regulatory, operational) and risk assessment, Drafting acquisition agreements, share purchase agreements, and SPA schedules, Integration of business units, carve-outs, spin-offs, and cross-border M&A, Regulatory filings, approvals, and stakeholder consents. Our approach ensures your transactions are legally robust, commercially viable, and strategically sound.

When shareholders wish to exit, restructure stakes, or change equity ownership, our support includes: Drafting share transfer agreements, option agreements, calls/put mechanisms, Valuation, pricing mechanisms, and minority protection , Tag-along, drag-along, and pre-emptive rights planning , Exit structuring, including IPO readiness, trade sale, or internal buyouts, Ensuring compliance with free zone or regulatory restrictions on share transfers. This helps safeguard shareholder value while enabling flexibility in ownership transitions.

To optimize operations, tax efficiency, or regulatory alignment, businesses may need to reorganize. We offer: Mergers, demergers, reorganizations, spin-offs, and internal restructuring , Group reorganization, holding/subsidiary realignment, and cross-jurisdictional planning , Capital reduction, recapitalization, and restructuring of debt vs equity. Re-domiciliation, conversion of company types, or changes in business model. We ensure restructuring is executed with minimal legal friction and business disruption.

Operating within the UAE’s evolving regulatory regime requires continuous compliance. We advise on: Economic Substance Regulations, Ultimate Beneficial Ownership (UBO) reporting, Anti-Money Laundering (AML) & Counter-Terrorism Financing (CTF) obligations, Data protection and privacy compliance (e.g. UAE PDPL), Anti-corruption, anti-bribery, and ethics policies, Licensing renewals, regulatory audits, inspections, and governmental liaison. Our preventive compliance focus helps minimize exposures and ensures sustainable operations.

Collaborative business models often require sophisticated legal frameworks. We assist in: Structuring joint ventures, strategic alliances, and consortiums, Joint venture agreements, governance, exit provisions, profit sharing, Risk allocation, governance in joint control settings, and exit triggers, Minority and majority protections, dispute resolution frameworks. We craft balanced, resilient structures that align interests and minimize conflict risk.

Corporate operations require sound commercial relationships. We support with: Drafting and reviewing commercial contracts, supply or service agreements, distribution, licensing, Negotiation support, commercial terms, warranties, indemnities, limitation clauses, Corporate guarantee, umbrella agreements, cross guarantees, and intercompany arrangements, Ensuring alignment of contracts with corporate policies and group structures. This ensures consistency between your corporate framework and business transactions.

Disagreements among shareholders or business counterparties require strategic resolution. Without relying on court litigation, we provide: Mediation, negotiation, and alternative dispute resolution support, Internal conflict management: deadlock resolution, shareholder veto, exit clauses, Advice on remedy strategies, settlement structuring, enforcement of contractual rights, Preparation of legal claims, notices, and enforcing internal governance mechanisms. Our goal is to resolve conflicts efficiently, protect value, and preserve business continuity.

When business operations cease or need winding up, we manage: Voluntary dissolution, liquidation planning, asset realization, and creditor settlement , Distribution of remaining assets, share cancellation, statutory closure, Regulatory notifications, tax compliance, deregistration, and final filings, Exit of joint ventures or partnerships in a legally clean, well-documented manner. We help you exit gracefully, securely, and with minimal residual liabilities.