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Deed Of Assignment Of Shares

Deed Of Assignment Of Shares Template for United Arab Emirates

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Key Requirements PROMPT example:

Deed Of Assignment Of Shares

"I need a Deed of Assignment of Shares for transferring 40% shareholding in my Dubai-based technology company to a foreign investor for AED 2 million, with completion scheduled for March 15, 2025."

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Document background
A Deed of Assignment of Shares is a crucial legal document used in the UAE when transferring ownership of shares from one party to another. This document is essential for maintaining proper corporate governance and ensuring compliance with UAE commercial laws. It becomes necessary when shareholders wish to sell, transfer, or restructure their shareholding in a UAE company. The deed must conform to UAE legal requirements, including those set out in the Federal Decree-Law No. 32 of 2021 (Commercial Companies Law) and any applicable free zone regulations. It contains detailed information about the parties involved, the shares being transferred, consideration, warranties, and completion mechanics. Additional requirements may apply depending on whether the company is mainland-registered or established in a free zone.
Suggested Sections

1. Parties: Identification of the Assignor (current shareholder) and Assignee (new shareholder), including full legal names and addresses

2. Background: Details of the company whose shares are being transferred, the existing shareholding structure, and context of the transfer

3. Definitions and Interpretation: Definitions of key terms used in the deed and rules of interpretation

4. Agreement to Assign: The operative clause containing the formal assignment of the shares from Assignor to Assignee

5. Consideration: Details of the payment or other consideration for the transfer of shares

6. Completion: Mechanics and timing of the transfer completion, including actions required by each party

7. Assignor's Warranties: Warranties given by the Assignor regarding ownership, right to transfer, and status of the shares

8. Further Assurance: Obligation to execute further documents and take additional steps necessary to perfect the transfer

9. Notices: Process and requirements for serving notices under the deed

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

Optional Sections

1. Tax Provisions: Include when there are specific tax implications or requirements for the share transfer

2. Regulatory Approvals: Required when the transfer needs specific regulatory or government approvals

3. Non-Competition Covenant: Include when the Assignor needs to be restricted from competing post-transfer

4. Confidentiality: Include when specific confidentiality obligations are required beyond completion

5. Power of Attorney: Include when one party needs authority to execute documents on behalf of the other

6. Related Party Arrangements: Include when existing related party arrangements need to be addressed

7. Employee Matters: Include when the Assignor has employment relationships that need to be addressed

Suggested Schedules

1. Share Details: Details of the shares being transferred, including share certificate numbers and class of shares

2. Company Information: Key details about the company including registration number, registered office, and current shareholding structure

3. Completion Requirements: Checklist of documents and actions required for completion

4. Form of Share Transfer Certificate: Template for the physical share transfer certificate required under UAE law

5. Corporate Approvals: Copies of relevant corporate approvals, board resolutions, and shareholder resolutions

6. Regulatory Consents: Copies of any required regulatory or governmental approvals

7. Payment Details: Bank account and payment mechanism details for the transfer consideration

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈË°æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
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Relevant Industries

Financial Services

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Relevant Teams

Legal

Corporate Secretariat

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Finance

Corporate Governance

Executive Leadership

Investment

Mergers & Acquisitions

Corporate Affairs

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Relevant Roles

Legal Counsel

Corporate Secretary

Chief Legal Officer

Compliance Officer

Chief Executive Officer

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Company Director

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Corporate Governance Officer

Investment Manager

Mergers & Acquisitions Director

Board Secretary

General Counsel

Legal Manager

Corporate Affairs Manager

Industries







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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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