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Formation Document
I need a formation document for establishing a limited liability company in the UAE, detailing the roles and responsibilities of each partner, the distribution of profits, and compliance with local regulations. The document should also outline the process for adding new partners and the conditions under which the company can be dissolved.
What is a Formation Document?
A Formation Document is the official paperwork that brings your company to life in the UAE. It outlines your business's key details like ownership structure, activities, and capital requirements - essentially creating your company's legal identity. In mainland UAE and free zones, this crucial document often takes the form of a Memorandum of Association (MOA).
Under UAE Commercial Companies Law, your Formation Document must meet specific requirements based on your chosen business type - from a simple LLC to a professional services firm. It serves as your company's birth certificate and becomes part of the official business registry, giving you the legal foundation to start operations, open bank accounts, and obtain necessary licenses.
When should you use a Formation Document?
You need a Formation Document when starting any business entity in the UAE - it's your first step in establishing a legal presence. This applies when launching a mainland company, setting up in a free zone, or creating a professional services firm. The document becomes essential before you can proceed with trade licenses, visa applications, or opening corporate bank accounts.
Many entrepreneurs prepare their Formation Document during the initial planning phase, as it helps define crucial elements like shareholding structure and management roles. Getting this right from the start prevents costly amendments later. The document proves particularly valuable when seeking investment, entering contracts, or demonstrating your company's legal status to stakeholders.
What are the different types of Formation Document?
- Partnership Contract: Establishes the legal framework between two or more partners, detailing profit sharing, management rights, and operational responsibilities
- Corporate Resolution: Documents major company decisions and authorizations, commonly used for bank account openings and signing authority changes
- Business Agreement Form: A versatile Formation Document suitable for simpler business structures, outlining basic terms and conditions of business operations
Who should typically use a Formation Document?
- Business Founders: Sign and agree to the Formation Document's terms when establishing their company, defining their roles, responsibilities, and ownership stakes
- Legal Consultants: Draft and review the document to ensure compliance with UAE law, particularly regarding foreign ownership restrictions and capital requirements
- Government Authorities: Review and approve Formation Documents, including the Department of Economic Development and relevant free zone authorities
- Local Service Agents: Required for certain business types, they assist foreign investors and must be listed in the Formation Document
- Corporate Shareholders: Listed as owners in the document, with their shareholding percentages and voting rights clearly defined
How do you write a Formation Document?
- Business Details: Gather trade name approvals, business activity codes, and proposed capital structure from the DED or free zone authority
- Ownership Information: Collect shareholders' passport copies, Emirates IDs, and visa status documentation
- Local Requirements: Determine if a local service agent is needed based on your business structure and location
- Capital Structure: Prepare proof of initial capital deposit and shareholder contributions
- Management Structure: Define roles, responsibilities, and signing authorities for all partners and managers
- Document Generation: Use our platform to create a legally compliant Formation Document that meets UAE requirements
What should be included in a Formation Document?
- Company Identity: Legal name, trade name, and registered address in UAE, plus business activities as per DED classification
- Ownership Structure: Detailed shareholding percentages, capital contributions, and profit/loss distribution ratios
- Management Framework: Powers of directors, decision-making processes, and voting mechanisms
- Capital Details: Share values, types of shares, and minimum capital requirements per UAE law
- Exit Provisions: Procedures for share transfers, partner withdrawal, and company dissolution
- Governing Law: Explicit statement of UAE jurisdiction and applicable free zone regulations
- Authentication: Notarization requirements and official translation specifications
What's the difference between a Formation Document and a Corporate Governance Document?
While Formation Documents establish a company's legal existence in the UAE, they're often confused with Corporate Governance Documents. Let's explore their key differences to help you choose the right document for your needs.
- Timing and Purpose: Formation Documents are required at company inception to create the legal entity, while Corporate Governance Documents guide ongoing operations and management
- Legal Requirements: Formation Documents must be filed with UAE authorities and often require notarization; Corporate Governance Documents are internal policies that don't need government filing
- Content Focus: Formation Documents outline fundamental structure, ownership, and capital; Corporate Governance Documents detail day-to-day management procedures and decision-making processes
- Modification Process: Changes to Formation Documents require official amendments and authority approval; Corporate Governance Documents can be updated internally as needed
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