Articles of Association of a One Person Company are essential founding documents required when establishing a solely-owned limited liability company in the United Arab Emirates. This document became particularly relevant following the introduction of Federal Decree-Law No. 32 of 2021, which formally recognized and regulated One Person Companies in the UAE. The document is required during the company formation process and must be submitted to the Department of Economic Development in the relevant Emirate. It contains critical information about the company's structure, including details of the sole shareholder, capital requirements, management framework, and business activities. The Articles serve as both a regulatory compliance document and a governance framework, establishing the rules and procedures for company operations in accordance with UAE law.
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1. Introduction: States the establishment of the One Person Company under UAE law and identifies the sole shareholder
2. Definitions and Interpretation: Defines key terms used throughout the Articles and establishes interpretation rules
3. Company Name and Legal Form: Specifies the company's trade name and its status as a One Person Company LLC
4. Company Objects: Details the business activities and objectives of the company
5. Head Office: States the location of the company's registered office
6. Duration: Specifies the duration of the company (typically unlimited)
7. Capital: Details the company's share capital, payment, and valuation of in-kind contributions if any
8. Management: Outlines the management structure and appointment of manager(s)
9. Powers and Duties of Manager: Specifies the authority and responsibilities of the manager(s)
10. Financial Year and Accounts: Establishes the financial year and requirements for maintaining accounts
11. Profit and Loss: Details how profits and losses are handled
12. Dissolution and Liquidation: Specifies grounds and procedures for company dissolution
1. Branch Offices: Include when the company plans to establish branches within or outside the UAE
2. Succession Planning: Include provisions for transfer of ownership in case of death or incapacity of the sole shareholder
3. Related Party Transactions: Include when there are anticipated business dealings with related parties
4. Financing and Loans: Include when the company anticipates taking loans or providing security
5. Compliance Committee: Include when the business requires additional oversight due to regulated activities
6. Digital Communications: Include provisions for electronic notices and virtual meetings if desired
1. Schedule 1: Details of the Sole Shareholder: Contains full identification details of the sole shareholder including passport/Emirates ID information
2. Schedule 2: Company Activities: Detailed list of licensed business activities as per Department of Economic Development classification
3. Schedule 3: Initial Capital Details: Breakdown of capital contribution including any in-kind contributions and their valuation
4. Schedule 4: Management Appointments: Details of initial manager(s) appointment including identification information
5. Appendix A: Power of Attorney Template: Standard format for issuing powers of attorney to company representatives
6. Appendix B: Specimen Signature Form: Authorized signatures for company operations
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