Managing Partner Agreement for United Arab Emirates

Managing Partner Agreement Template for United Arab Emirates

A comprehensive legal agreement governed by UAE law that establishes and regulates the relationship between a company and its managing partner. The document outlines the managing partner's duties, powers, compensation, and obligations in accordance with UAE Federal Law No. 32 of 2021 (Commercial Companies Law) and related regulations. It includes provisions for corporate governance, compliance requirements, confidentiality obligations, and dispute resolution mechanisms specific to UAE jurisdiction, while ensuring alignment with local business practices and legal requirements.

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What is a Managing Partner Agreement?

The Managing Partner Agreement serves as a crucial document for companies operating in the United Arab Emirates that need to formally establish the terms of engagement with their managing partner. This agreement is essential for compliance with UAE Federal Law No. 32 of 2021 and related regulations, providing a clear framework for corporate governance and management responsibilities. It is particularly relevant for both mainland UAE companies and free zone entities, addressing key aspects such as decision-making authority, profit sharing, compliance obligations, and succession planning. The document typically includes detailed provisions for operational control, financial arrangements, and risk management, while incorporating specific requirements of UAE commercial law and local business practices.

What sections should be included in a Managing Partner Agreement?

1. Parties: Identification of the company and the managing partner, including full legal names and addresses

2. Background: Context of the appointment, company structure, and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Term: Formal appointment as managing partner, term duration, and renewal provisions

5. Duties and Responsibilities: Comprehensive list of managing partner's duties, authorities, and responsibilities

6. Powers and Authority: Scope of decision-making powers and limitations on authority

7. Time Commitment: Expected time dedication and provisions regarding other business activities

8. Remuneration and Benefits: Compensation structure, profit sharing, and benefits package

9. Expenses: Guidelines for business expense reimbursement and approval process

10. Compliance and Governance: Obligations regarding legal compliance, corporate governance, and reporting

11. Confidentiality: Provisions for handling confidential information and trade secrets

12. Non-Competition: Restrictions on competing activities during and after the agreement term

13. Termination: Grounds and procedures for agreement termination

14. Post-Termination Obligations: Continuing obligations and handover requirements after termination

15. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction for disputes

What sections are optional to include in a Managing Partner Agreement?

1. Intellectual Property Rights: Required when the managing partner may develop or handle significant IP

2. International Operations: Needed when the company has operations outside the UAE

3. Performance Metrics: Include when specific performance targets are part of the arrangement

4. Share Options: Required when share options or equity participation is offered

5. Insurance and Indemnification: Include when specific insurance requirements or indemnification terms are needed

6. Family Business Provisions: Required for family-owned businesses with specific succession or family governance requirements

7. Free Zone Specific Provisions: Include when the company operates in a UAE free zone

8. Shariah Compliance: Required when the business operates under Islamic finance principles

What schedules should be included in a Managing Partner Agreement?

1. Schedule 1 - Duties and Responsibilities: Detailed list of specific duties, reporting requirements, and KPIs

2. Schedule 2 - Remuneration Package: Detailed breakdown of salary, bonuses, profit share, and benefits

3. Schedule 3 - Company Policies: Key company policies the managing partner must follow and enforce

4. Schedule 4 - Authorized Activities: List of specific activities and transactions the managing partner can approve

5. Schedule 5 - Board Reserved Matters: Decisions requiring board or shareholder approval

6. Appendix A - Power of Attorney: Formal power of attorney document if required

7. Appendix B - Confidential Information: Detailed list of what constitutes confidential information

8. Appendix C - Related Companies: List of group companies or affiliated entities covered by the agreement

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Publisher

Genie AI

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Professional Services

Financial Services

Real Estate

Manufacturing

Technology

Healthcare

Retail

Construction

Hospitality

Trading

Consulting

Energy

Logistics

Media and Entertainment

Education

Relevant Teams

Legal

Corporate Governance

Compliance

Human Resources

Finance

Board Secretariat

Risk Management

Corporate Affairs

Executive Office

Business Development

Strategy

Relevant Roles

Managing Partner

Chief Executive Officer

Managing Director

Executive Director

General Manager

Board Member

Senior Partner

Company Secretary

Chief Operating Officer

Chief Financial Officer

Legal Director

Compliance Officer

Corporate Governance Officer

Industries
UAE Federal Law No. 32 of 2021 (Commercial Companies Law): Primary legislation governing company structures, management roles, partner responsibilities, and corporate governance in the UAE. Particularly relevant for defining managing partner duties and authorities.
UAE Federal Law No. 5 of 1985 (Civil Code): Governs general contractual obligations and principles, including contract formation, validity, and termination, which are essential for the partnership agreement framework.
UAE Federal Decree-Law No. 33 of 2021 (Labor Law): Relevant for defining the managing partner's employment aspects if they have an executive role, including working hours, leave entitlements, and other employment terms.
UAE Federal Decree-Law No. 19 of 2018 (FDI Law): Pertinent for understanding foreign ownership restrictions and requirements if any partners are foreign nationals.
UAE Federal Decree-Law No. 20 of 2018 (Anti-Money Laundering Law): Important for defining partner compliance responsibilities and due diligence obligations in managing the company.
UAE Federal Decree-Law No. 9 of 2022 (Corporate Tax Law): Crucial for understanding tax implications on partnership profits, distributions, and partner responsibilities for tax compliance.
UAE Federal Decree-Law No. 8 of 2017 (VAT Law): Relevant for VAT obligations and partner responsibilities regarding tax compliance and reporting.
UAE Corporate Governance Resolution No. 3 of 2020: Establishes corporate governance guidelines affecting management responsibilities and decision-making processes.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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