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Memorandum Of Association Of Any Company

Memorandum Of Association Of Any Company Template for United Arab Emirates

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Key Requirements PROMPT example:

Memorandum Of Association Of Any Company

"I need a Memorandum of Association for a UAE company to be established by March 2025, with two shareholders (one UAE national holding 51% and one foreign investor holding 49%), operating as a trading company in Dubai mainland with an initial capital of AED 300,000."

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Document background
The Memorandum of Association of Any Company in the UAE is a mandatory legal document required for establishing any type of company in the United Arab Emirates. This document is fundamental to the company formation process and must comply with Federal Law No. 2 of 2015 (UAE Commercial Companies Law) and its amendments. It serves as the primary constitutional document that defines the company's legal structure, ownership, management framework, and operational parameters. The memorandum must be drafted in Arabic (with optional English translation), notarized by a UAE notary public, and submitted to the relevant authorities (Department of Economic Development or Free Zone Authority) as part of the company registration process. It contains essential information about shareholders, share capital, profit distribution, management structure, and business activities, forming the legal foundation for the company's existence and operations in the UAE.
Suggested Sections

1. Parties: Details of all founding shareholders/partners, including names, nationalities, addresses, and passport/ID numbers

2. Background: Brief context about the company's formation and the parties' intention to establish the company

3. Definitions: Key terms used throughout the document and their meanings

4. Company Name and Legal Form: Official company name in Arabic and English, and type of legal entity (LLC, Private Joint Stock, etc.)

5. Company Objectives: Detailed description of permitted business activities and scope of operations

6. Head Office and Branches: Principal place of business and provisions for establishing branches

7. Duration: Term of the company's existence (typically unlimited)

8. Capital and Shares: Share capital amount, number of shares, par value, and distribution among shareholders

9. Share Transfer Provisions: Rules and procedures for transferring shares, including pre-emption rights

10. Management Structure: Governance framework, including managers/directors appointment and powers

11. General Assembly: Procedures for shareholder meetings and voting rights

12. Financial Year and Accounts: Financial year definition and requirements for maintaining accounts

13. Profit and Loss Distribution: Method of calculating and distributing profits and losses

14. Dissolution and Liquidation: Circumstances and procedures for company dissolution

Optional Sections

1. Tag-Along Rights: Include when minority shareholders need protection in case of majority share sale

2. Drag-Along Rights: Include when majority shareholders need the right to force minority shareholders to join in sale

3. Non-Competition Clause: Include when shareholders should be restricted from competing activities

4. Deadlock Resolution: Include for companies with equal shareholding to resolve management disputes

5. Intellectual Property Rights: Include when the company will own or develop significant IP

6. Reserved Matters: Include when certain decisions require special majority or unanimous approval

7. Shareholder Loans: Include when shareholders will provide financing to the company

Suggested Schedules

1. Schedule 1 - Details of Shareholders: Complete information about shareholders including contact details and shareholding percentage

2. Schedule 2 - Share Capital and Distribution: Detailed breakdown of share capital, classes of shares, and allocation

3. Schedule 3 - Business Activities: Comprehensive list of licensed business activities with activity codes

4. Schedule 4 - Powers of Managers: Detailed list of managerial powers and limitations

5. Appendix A - Shareholders' Initial Contributions: Details of initial capital contributions, whether cash or in-kind

6. Appendix B - Company's Trade License: Copy of trade license once issued

7. Appendix C - Specimen Signatures: Authorized signatures of managers and key representatives

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
Relevant legal definitions



































Clauses



























Relevant Industries

All Commercial Sectors

Manufacturing

Trading

Professional Services

Technology

Real Estate

Financial Services

Healthcare

Retail

Construction

Hospitality

Education

Logistics

Consulting

Media and Entertainment

Relevant Teams

Legal

Compliance

Corporate Governance

Finance

Executive Leadership

Risk Management

Corporate Affairs

Business Development

Company Secretariat

Shareholder Relations

Relevant Roles

CEO

Managing Director

Company Secretary

Legal Counsel

Corporate Lawyer

Compliance Officer

Chief Financial Officer

Board Member

Director of Operations

Business Development Manager

Company Formation Specialist

Corporate Governance Officer

Risk Manager

General Counsel

Shareholder Relations Manager

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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