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Commercial Companies Law Update

Commercial Companies Law Update

09 Apr 2017

Commercial Companies Law Update

The Ministry of Economy (“MOE”) has issued Resolution No. 694 of 2016 (“the Resolution”) to bring more clarity on the position of limited liability companies who have not amended their Memorandum of Association (“MOA”).

This clarification can definitely be considered as an interim relief for companies who have not yet adjusted their constitutions.

According to Article 374 of Law No. 2 of 2015 concerning Commercial Companies (“the New CCL”), all licensed limited liability companies in UAE are required to amend or adjust their positions by amending their MOA in accordance to the New CCL by 30th June 2016. An extension of this deadline for another year (making the new deadline 30th June 2017) was provided last year but clarity in respect of companies which do not carry out the amendment was not provided.

The Resolution clearly states that the MOA of all licensed limited liability companies in the UAE shall continue to be valid and if any expression, text or article in the MOA is found to be inconsistent with the New CCL, that text, article or expression shall be considered to be amended and replaced by the New CCL. Thus explaining that companies will not be dissolved!

Even though the MOE has clarified that companies which do not amend their MOA’s will not be dissolved by 30th June 2017, in our opinion, it is important that all companies review their MOA and make the necessary changes as required by the New CCL. This in particular is relevant on matters relating to quorum, manager appointment/dismissal, company register, notices etc.

Being one of the top law firms in Dubai, James Berry & Associates have qualified and experienced lawyers in Dubai who can assist you by reviewing your company’s constitution and suggest the necessary changes in accordance with the New CCL. 

To know more contact Deepa - deepa@jamesberrylaw.ae

Being one of the top law firms in DubaiJames Berry & Associates have qualified and experienced lawyers in Dubai who can assist you by reviewing your company’s constitution and suggest the necessary changes in accordance with the New CCL.

This is a general guide on the subject matter and should not be construed as specific legal advice.

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