Tag: corporate lawyers

RESTRUCTURING PROCESS IN UAE

Posted by Al Reyami on July 19, 2020

CORPORATE RESTRUCTURING PROCESS IN UAE | LEGAL GUIDE

Corporate restructuring in the event of bankruptcy or liquidation is a legal means resorted to by companies to significantly modify the operational aspects of the company. This could include financial, technical or organizational changes aimed to correct any operational issues that could led to company’s distressed. Restructuring process is a complex process and solutions must be thoroughly tailored enlisting appropriate guidelines to ensure that specific needs and objectives of the company are addressed fully. Corporate lawyers in Dubai will be able to put together a customized plan of action for you and your company to go through the process smoothly.

UAE Federal Law governing bankruptcy, restructuring and insolvency are embodied primarily under the following legal framework and legislations:
• Federal Law No. 18 of 1993 (the “Commercial Code”)
• Federal Law No. 2 of 2015 (the “Companies Law”)
• Federal Law No. 5 of 1985 (the “Civil Code”)
• Federal Law No. 3 of 1987 (the “Penal Code”)
• Federal Law No. 11 of 1992 (the “Civil Procedures Law”)
• Federal Law No. 10 of 1980 (related provisions concerning bank liquidation and other financial institutions)

Corporate restructuring process often resorted to could be:

BANKRUPTCY PROCEEDING

• Filing of bankruptcy before the court
• Court will appoint expert to determine the veracity of the petition filed
• If the court is satisfied that bankruptcy is an appropriate measure, then the court will adjudicate an order and appoint a trustee to administer the proceeding
• Bankruptcy order will be made available to the Ministry of Economic and relevant Commercial Register and UAE Central Bank
• Bankruptcy adjudication summary will be published is daily newspapers as specified by the court, this must include invitation to the company creditors to have their debts recorded in the bankruptcy and creditors must subsequently submit a statement setting out their claims against the petitioner.
• Trustee will then deposit with the court a document listing all the company’s creditors and their claims including the securities held against those claims
• The court will then issue statement setting forth the claims of creditors which have been accepted and the court rules on objections.

LIQUIDATION PROCEEDING (WINDING-UP OF THE BUSINESS)

Under UAE Law, liquidation and dissolution of company is a process of bringing a business to an end. This is a tedious process as this involves liquidating the shares and assets, collecting debts and paying the creditors’ or discharging liabilities towards creditors. A Company may be dissolved on any of the following grounds:
• Depletion of company’s assets which renders the remaining assets of the company unbeneficial
• Expiry of the term of the company as specified in its constitutional documents
• Fulfillment of the company’s objectives as stated in its memorandum of association
• Amalgamation of the company
• Shareholders decision as set out in the company’s memorandum of association

Initial step in liquidation proceeding must be initiated by publicly declaring it through registration in the Commercial Register and publication in two local daily Arabic newspapers.

Subsequently, a liquidator will be appointment (could be by shareholder’s decision or by court order) primarily to ascertain the company’s assets and liabilities. This will in effect vest all the company’s board power in the liquidator, this includes the ability to commence or defend legal claims and to take steps necessary for the protection and preservation of the company’s assets.

Liquidator will notify all known creditors to submit their claims and for unknown creditors, notice will be made by publication in two local daily Arabic newspapers. Creditors are given 45 days from notice to present a claim or any debt disputed.

Company assets will be liquidated accordingly (payment of creditors / shares distribution to shareholders ratably. Final account will be submitted by the liquidator and upon ratification of the shareholders, liquidation will cease and will be noted on the Commercial Register. The company will then be struck off the Commercial Register.

AL REYAMI ADVOCATES ARE DEDICATED PROFESSIONALS WHERE YOU CAN GET IN TOUCH WITH FOR INITIAL CONSULTATION. WE CAN GUIDE YOU THROUGH ALL STEPS AND PROVIDE YOU UTMOST LEGAL ASSISTANCE THROUGHOUT THE PROCESS.

Limited Liability Manager in a UAE Company

Posted by Al Reyami on January 11, 2018

Liability of Managers and Directors in an LLC Company in Dubai UAE

The formation of a Limited Liability Company in UAE is the widely used and adapted method by expat as it gives them ownership of 49% in a local business partnership.

The manger in a limited liability company can be appointed for a specified length of time or for an unlimited time. The appointment is to be made and governed under a memorandum of association (although at times can also be determined via a side bar agreement).

A general manger has the authority to take any action or decision in the best interest of the company. If it is stated in the memorandum of association that the manager cannot be removed then the only way to apply for his dismissal is to hold a vote with the shareholders to do so. It is important to note that the manager will still be held responsible and liable for his actions as the GM even after his or her removal.

In the event a third or external party files a complaint or case regarding any illegal or fraud the general manager can be held liable in his personal capacity.

The importance of Hiring a Corporate Business Lawyer

Posted by Al Reyami on August 17, 2017

Hiring a Corporate Lawyer in Dubai | Hire Business Lawyer in Dubai UAE

As the owner of your own business, you will at some point require a lawyer to assist with any number of legal issues from company documentation and contracts through recovery of unpaid invoices to handling labour disputes. In an ever-changing legal environment, particularly in the UAE where the pace of growth is prolific, legal complications can crop up at any time and having the right Corporate Lawyer at your disposal can be invaluable.

How can a corporate lawyer help you?

1- Protect your legal interests
2- Labor issues
3- Partnership disputes
4- Financial help (banking issues and unpaid invoices)
5- Facilitate mergers & acquisitions
6- Preparation of legally sound contracts to protect you and your clients interests and intentions.

Corporate Lawyer Assistance – What are the benefits?

1- Due to the complexity of the laws, it is difficult for a businessman to follow and understand let alone doing so at the same time as running a business. Your corporate lawyer can remove this burden allowing you to focus on what you do best.
2- The frequent changes in law make it tricky for a business person to keep track and can be caught out unknowingly. A good Corporate Lawyer will be up to date with these changes and advise you how and when to adapt.
3- A lawyer may perform a dual role by acting as a legal advisor and legal counsel to the firm at the same time.
4- You can conduct your business safe in the comfort that the legal processes binding your contracts and agreements are effective.

Check out legal consultants in Dubai for more details about how they can help.

Establishing a Company in Dubai

Posted by Al Reyami on July 10, 2017

Establishing a Company in Dubai | Setting up a company in Dubai UAE

The growth of Dubai over the last 15 years as an economic hub has been prolific. Whether wishing to establish a branch of an existing business to utilize the strategic geographical location or looking to start a new venture in the region, setting up a company here in the UAE can take as little as one working week with assistance from our corporate lawyers in Dubai.

To simplify the process, there are a number of steps to be considered and prepared for to make it as smooth as possible.

The business type and activity will determine which category of business license will be required and should be reflected in the trading name selected.
The structure and type of license may also be determined by the business activity your business will cover. Some businesses, Law for example cannot be licensed as a sole proprietor.
As an expat, if you wish to have 100% ownership of the company, it will need to be formed in one of the Free-zone authorities which will in turn have restrictions on where and who you can conduct business with.
To establish a license and carry out business in mainland Dubai, you will need to apply for a trade license from the Dubai Economic Department. This license will require you to have a local partner or sponsor who, by law, must hold a minimum of 51% ownership of the company.
The particulars of how the company will operate in terms of profit and loss will be determined in the legal documentation (Memorandum of Association). Speak to your legal advisor to ensure your documentation adequately protects your interest in the business.