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Change of shareholders / shareholders structure in Dubai company

Change of shareholders /shareholders structure in Dubai company

There are certain scenarios when a change of shareholders in a Dubai or other UAE company is required. There are certain particulars in the procedure and documents for such change which depend on the company type and place of its registration – main UAE territory or free zone, if free zone – which one exactly and other factors. In the present overview, we do not go into particulars of specific free zones and concentrate on the most common documents, steps and procedures for the change of shareholders structure of UAE company.

The key elements of any shareholders change in Dubai or other UAE company have the following essentials:

  • Getting all the necessary documents on the new shareholder/shareholders
  • Preparing the shares transfer forms and resolutions
  • Signing the transfer forms and resolutions registering the new shareholder/shareholders
  • Receiving the new set of the documents from the registry

On the documents required from new shareholder – if this is physical person –these documents would include passport copy and other personal identification elements. If the shareholder is another company – corporate documents on such company wool be required along with the documents of such company’s directors and shareholders.

The share transfer form depends on the requirements of each specific authority where the company is registered. In general it has the following info – the data of the company, the percentage of shares which are to be transferred to the new shareholders, details of existing and new shareholder and signatures.

The obligatory prerequisite for the shareholder change is the absence of any payments due for the UAE company license and other government fees as well as validity of its license and other corporate documents. Another important prerequisite is the successful check by the authority of the new shareholders under the KYC procedure.

Once all the documents are ready and forms are prepared and signed, the documents for shareholders change can be filed to the respective registry along with the applicable payment. The time to finalize the change itself in the registry takes on average around 1 week. Once the shares transfer is completed, the registry issues the new corporate documents with the new shareholder / shareholders.

Change of shareholder in the UAE – what to do with bank account

When changing a shareholder for Dubai or other UAE company it is very important to know that the bank must be informed on such change. If the change refers to less than 50% of company shares, bank may simply accept the documents of new the shareholders and company can continue its banking operation. However, if the percentage of shareholding transfer is 50% and more, typically banks request to close an account within the shareholders change process and, once the change is completed, to re-apply for new account opening. This is done due to the fact that the company with more those 50% new shareholders required to proceed with the completely new due-diligence.

On the particulars and assistance on the change of shareholders structure on your company in Dubai or other emirate of the UAE – please get in touch with us for our professional assistance.

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