Memorandum of Association (MoA) in Dubai: What It Is, Key Clauses and How to Draft It

A memorandum of association Dubai document is required for most mainland companies with partners. This guide explains when you need one, the clauses to include, how it is notarised and what free zones use instead.

Quick answer: Mainland LLCs need an MoA under Federal Decree-Law No. 32 of 2021 on Commercial Companies. Sole establishments generally do not. Free zone companies use the zone's Memorandum and Articles of Association templates.

When is an MoA required?

Key clauses

1. Company name and legal form.
2. Registered address.
3. Shareholders' names and nationalities.
4. Share capital and each shareholder's percentage.
5. Licensed activities.
6. Managers and their powers.
7. Profit and loss distribution.
8. Share transfer and pre-emption rights.
9. Duration, dissolution and liquidation.

Ministry of Economy and Tourism information on company law is available at moec.gov.ae.

How to draft and notarise

1. Agree terms among shareholders.
2. Draft in Arabic and English (DET provides standard templates).
3. Sign before a notary public or via DET's electronic notarisation.
4. Submit with your licence application.

See the UAE Government's mainland setup steps for where the MoA fits.

Amending the MoA

Changes in shareholders, capital, activities or managers require an amended MoA, re-notarised and filed with the licensing authority.

Common mistakes

• Using a generic template without share-transfer rules.
• Unclear manager powers, which delays banking.
• Forgetting to update UBO records after changes — see UBO declaration UAE.

Next step

Read company incorporation in Dubai and company registration in Dubai, then compare mainland packages that include MoA drafting.