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Beneficial Owner Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Beneficial Owner Agreement

"I need a Beneficial Owner Agreement under UAE law for a family-owned real estate holding company where three siblings will be beneficial owners of shares legally held by a corporate trustee, with documentation requirements aligned to the latest UAE beneficial ownership regulations."

Document background
The Beneficial Owner Agreement serves as a critical document in the UAE corporate governance framework, particularly following enhanced regulatory requirements introduced through recent legislation. This agreement is essential when establishing structures where legal and beneficial ownership are separated, such as in trust arrangements, nominee shareholdings, or complex corporate structures. The document ensures compliance with UAE beneficial ownership regulations, including Federal Decree-Law No. 32 of 2021 and related cabinet decisions, while providing a clear framework for the exercise of ownership rights and fulfillment of regulatory obligations. It is particularly relevant for international business structures, family offices, and corporate arrangements requiring transparency in beneficial ownership.
Suggested Sections

1. Parties: Identification of the legal owner and beneficial owner(s), including full legal names, addresses, and registration details if applicable

2. Background: Context of the arrangement, including details of the assets or shares subject to the beneficial ownership arrangement

3. Definitions: Key terms used throughout the agreement, including regulatory definitions from UAE legislation

4. Declaration of Trust: Formal declaration of the legal owner holding the assets in trust for the beneficial owner

5. Rights and Obligations of Legal Owner: Detailed responsibilities of the legal owner including maintenance of records, regulatory compliance, and execution of beneficial owner's instructions

6. Rights and Obligations of Beneficial Owner: Powers and responsibilities of the beneficial owner, including decision-making authority and compliance obligations

7. Regulatory Compliance: Specific provisions ensuring compliance with UAE beneficial ownership regulations and reporting requirements

8. Representations and Warranties: Statements and guarantees from both parties regarding their capacity, authority, and compliance with laws

9. Confidentiality: Provisions regarding the confidentiality of the arrangement and handling of sensitive information

10. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

11. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

Optional Sections

1. Voting Rights: Specific provisions for exercising voting rights when the beneficial ownership relates to company shares - used when the assets are corporate securities

2. Dividend and Distribution Rights: Mechanisms for handling dividends and other distributions - included when the assets generate regular income

3. Anti-Money Laundering Provisions: Enhanced AML provisions - included for high-risk arrangements or when dealing with regulated entities

4. Change of Beneficial Ownership: Procedures for transferring beneficial ownership - included when transfers are anticipated

5. Power of Attorney: Specific powers granted to the beneficial owner - included when direct action authority is required

6. Tax Matters: Provisions dealing with tax obligations and reporting - included when tax implications are significant

7. Dispute Resolution: Detailed dispute resolution procedures - included for complex arrangements or high-value assets

Suggested Schedules

1. Schedule 1 - Asset Details: Detailed description of the assets subject to beneficial ownership

2. Schedule 2 - Beneficial Ownership Register: Template and current details of the beneficial ownership register as required by UAE regulations

3. Schedule 3 - Regulatory Reporting Requirements: Summary of applicable reporting requirements and deadlines under UAE law

4. Schedule 4 - Fee Schedule: Details of any administrative fees or charges if applicable

5. Appendix A - KYC Documentation: Required identity documentation for both parties

6. Appendix B - Reporting Templates: Standard forms for regulatory reporting and updates

7. Appendix C - Powers of Attorney: Any required power of attorney documents

8. Appendix D - Compliance Certificates: Templates for periodic compliance certification

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions





































Clauses





























Relevant Industries

Financial Services

Real Estate

Investment Management

Professional Services

Banking

Corporate Services

Family Offices

Private Equity

Offshore Companies

Trading Companies

Holding Companies

Consulting Services

Relevant Teams

Legal

Compliance

Corporate Governance

Risk Management

Corporate Services

Company Secretarial

Regulatory Affairs

Finance

Investment Management

Trust Administration

Relevant Roles

Compliance Officer

Legal Counsel

Corporate Secretary

Director of Legal Affairs

Risk Manager

Company Director

Chief Financial Officer

Investment Manager

Trust Administrator

Governance Officer

AML Officer

Company Registrar

Corporate Services Manager

Regulatory Affairs Director

Industries








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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