United Arab Emirates: Corporate/Commercial Law

The UAE has introduced new change of control regulations for financial services firms, requiring regulatory approval or notification when acquiring stakes above certain thresholds.

The UAE's Guidelines on Relevant Market Definition, published in July 2026, establish a comprehensive framework for competition analysis that directly impacts merger notifications, dominance assessments, and market power evaluations. Drawing on internationally recognized tools like the SSNIP and SSNDQ tests...

Selling a business in the UAE involves complex tax considerations that can significantly impact your final proceeds. This guide examines the critical tax implications of share sales versus asset sales, participation exemptions, deal structures, and timing issues that founders and business owners must understand before entering negotiations.

The UAE's evolving legal framework now permits foreign investors to own 100% of businesses across many sectors, but strategic activities face additional controls. Understanding licensing requirements, ownership restrictions, tax implications, and regulatory approvals before incorporation can prevent costly restructuring and ensure compliance with beneficial ownership rules and sector-specific regulations.

The UAE has introduced new change of control regulations for financial services firms, requiring regulatory approval or notification when acquiring stakes above certain thresholds.

Dubai Customs has introduced a temporary instalment facilitation for customs duties on import declarations, with a critical deadline of 30 September 2026 for eligible companies to submit applications. This measure reflects the government's commitment to supporting businesses in managing their financial obligations while maintaining compliance with customs regulations. Companies are strongly advised to act promptly, verify their eligibility, and ensure strict adherence to approved payment schedules to avoid

DIFC has expanded access to its Prescribed Company regime by removing previous eligibility restrictions. Investors, families and international groups can now consider a DIFC Prescribed Company for passive holding and structuring purposes, although most companies must appoint a DIFC-licensed Corporate Services Provider (CSP).

A BVI company can be redomiciled to ADGM through a process known as continuation, allowing it to change its place of registration while preserving its legal identity, assets, liabilities and corporate history. The process involves preparing the BVI company, registering with ADGM and completing the BVI de-registration and ADGM continuation requirements.

UAE expansion is increasingly extending beyond Dubai and Abu Dhabi, with Ajman, Fujairah, Ras Al Khaimah and Sharjah investing in infrastructure, commercial development and sector-specific growth. While Dubai and Abu Dhabi remain the UAE’s principal business centres, this wider development is creating new opportunities for businesses and investors across the country.

As the UAE strengthens its position as a leading international financial hub, boards of DIFC and ADGM entities face mounting pressure to demonstrate sound decision-making and robust governance. Regulators increasingly expect clear evidence that governance arrangements work effectively in practice, not just on paper. With enhanced scrutiny on oversight, compliance, and risk management, boards must show how decisions are reached, risks are assessed, and actions are followed through.

Directors and managers in the UAE may face personal liability for fraud, abuse of authority, conflicts of interest, and breaches of legal duties. Understanding when corporate protection ends and personal responsibility begins is essential for anyone managing a company in the Emirates.

Shareholder activism is evolving across the UAE, bringing new dynamics to corporate governance and investor relations. This comprehensive analysis examines the legal framework that shapes how activist shareholders can engage with companies, from requisitioning meetings to launching campaigns. Understanding these mechanisms is essential for both companies preparing defensive strategies and investors seeking to exercise their rights under UAE commercial law.