Company Memorandum And Articles Of Association Template for the United Arab Emirates

When establishing a company in the United Arab Emirates, you need a legally compliant Company Memorandum And Articles of Association that serves as your business's constitutional foundation. This document defines your company's structure, operational scope, and governance framework while establishing the legal relationships between shareholders, directors, and the company itself under UAE law.

When do you need this document?

You require this document when incorporating any type of company in the UAE, whether establishing a Limited Liability Company (LLC), Public Joint Stock Company (PJSC), or Private Joint Stock Company. It's essential when opening your first business bank account, applying for trade licenses, registering with government authorities, or when foreign investors join your company. You'll also need updated versions when changing your company's authorized activities, increasing share capital, or modifying ownership structures. Government entities, banks, and business partners will request this document to verify your company's legal status and operational authority.

Key legal considerations

Your memorandum must clearly define the company's authorized business activities using specific terminology recognized by UAE authorities, as operating outside these defined activities can result in legal penalties. The document must specify share capital requirements, with minimum thresholds varying by company type - AED 150,000 for LLCs and higher amounts for joint stock companies. Pay careful attention to ownership provisions, particularly foreign ownership limitations which vary by business sector and require compliance with the UAE's positive list of activities. Include comprehensive governance clauses covering board composition, voting rights, profit distribution, and decision-making procedures to prevent future disputes. The document must address local sponsor requirements where applicable, clearly defining rights and obligations of UAE national partners in restricted business sectors.

Legal requirements in United Arab Emirates

Under UAE Federal Law No. 2 of 2015, your memorandum and articles must be drafted in Arabic as the official language, though bilingual Arabic-English versions are commonly accepted for practical use. The document requires notarization by a UAE notary public and must be registered with the relevant economic department in your chosen emirate. You must include specific mandatory clauses such as company name in Arabic and English, registered office address within the UAE, detailed business objects using approved activity codes, and clear specification of share capital and ownership percentages. Foreign ownership provisions must comply with UAE Federal Law No. 19 of 2018 and Cabinet Resolution No. 16 of 2020, which expanded foreign ownership rights in many sectors. The document must also include dispute resolution mechanisms and specify the governing law as UAE federal and local legislation.