LIMITED LIABILITY COMPANY (LLC)
One of the partners of existing LLC wants to
withdraw from the company and to sell his/her shares to the existing
STEPS TO FOLLOW
Initial approval from Economic Department (DED) or
Tas'heel Centre at Al Tawar Centre
Qusais. Type (BR1) form,
get signature of all (withdrawing and continuing) partners and submit at DED. Form can be
filled from Typing Centre
Attachments: LLC Agreement (MoA),
Copy of Trade License, Partners List, Commercial Register and
Passport copies of partners.
DED officer will write No Objection for withdrawing
Partner at bottom of the BR1 Form.
Addendum to LLC Agreement (Share Sale Agreement) from a legal translator and get attested from
Notary Public at Al Tawar Centre or Al Barsha
or DED at Business Village near Clock Tower. Legal translator's seal is
not required if the agreement is only in Arabic.
|Attestation fee at the court (Notary Public)
Partners or Attorney have to attend at Notary to sign the Court
Agreement. If any existing Partner is outside, he/she can send Power of
Attorney authorizing other Partner to represent him/her at the
Court. This Power of Attorney should be attested by UAE Embassy in
home country and Ministry of Foreign Affairs in UAE. It should be
translated into Arabic (legal) if it is made in other language.
Submit the attested Addendum (one original copy), BR1 form and
Passport copies of partners, at any branch
of DED. Payment voucher will be issued same time or you can take
DED website. Make payment at the counter and get the license. You can also pay using
Credit Card/Direct Debit through DED website after issued the payment voucher.
You will get new License that will not show withdrew partner's name.
If this is the time for License Renewal, you should attach Tenancy
Contract and EJARI Registration Certificate. Renewal fees will
show in the Payment Voucher.
Approximate fees for withdrawing Partner from LLC at DED
Break-up cost of
withdrawing Partner from LLC License at DED
Government Cultural Fees
Administrative Services Fees
Ministry of Economy & Commerce Fees
Total Fees (approximately)
You have to take online appointment to submit initial approval
application at Economic Department (DED).
• Create a
new user account through MYID Website.
You should have Emirates ID and Card Reader to complete the
registration. After submitting required information, you will get
a username and password. If you have difficulty in creating User
Account, you can go to
Tas'heel Centre (for DED Services) at Al Tawar Centre,
Qusais. Fees: Dh50. Self service counters are available at DED
Business Village Branch, near Clock Tower, Deira.
• After creating the account, enter
DED site and make appointment. Submit the
documents at the selected DED branch.
• If the available date
is too long, you can go to DED branch and pay Dh500
urgent fees to get your document cleared same day. Urgent
fees will show in your final payment voucher.
Removed Partner can
cancel his/her visa now.
Click here for details
• If you
want to change
Authorized Signatory in Dubai Chamber,
you can do it after the new License issued. Dubai Chamber branch is there at the same DED building.
Collect Registration Form from there, Fill the information, Put
authorized signature and company stamp and
submit at Dubai Chamber counter. Payment already made at DED along with the License
Documents required: Filled
form, Copy of Trade License, Partners List, Commercial Register
(3 pages of trade license), LLC Agreement, Passport copy of Authorized
Signatory and DED Payment Receipt of Trade License.
Chamber Certificate is required for Export & Import purpose, for
Registration with various Government Departments and to expand
business to other Emirates and abroad.
Immigration Establishment Card
If you want to change Authorized
Signatory in Immigration Establishment Card,
you can do it after
the new License issued. Application can be prepared from Typing Centre.
Put Company Seal and Signature of
Authorized Signatories and
Immigration Office. Card will be issued within five
Attachments: Typed Application, New Trade License Copy,
Partners List, LLC Agreement and new Addendum, Passport copies of
If this is the time for Immigration Card Renewal, you should attach office
Location Map in Arabic, Tenancy Contract and EJARI Registration
If you want to change
Authorized Signatory in
Labour Establishment Card you can
do it after adding his/her signature in Immigration Establishment Card.
(Application should be typed from
Labour Office. Amended Card will be issued within five minutes.
Government Fees. Pay Typing Charge only at Tas'heel Centre
Frequently Asked Questions
Can I leave country without cancelling my visa?
I am a shareholder in a company and am on an
investor residence visa issued by Dubai’s General
Directorate of Residency and Foreigners’ Affairs (GDRFA). I recently
sold my 40 per cent share of the company to one of the shareholders
and wrote him a waiver. I also received the value of the sold shares.
At present, I have no stake in the company and my residence visa will
expire next month. I intend to go back to my home country and will not
return to the UAE. However, I need to leave urgently and will not have
time to complete the cancellation procedure with the GDRFA. Can I
leave Dubai without formally cancelling the visa with the authority?
The questioner may not leave the UAE without formally
cancelling the visa. The questioner
should first make a sale contract between him and the new purchaser,
get the document attested by the
Public in the presence of all partners so they can sign the
said contract (amendment to the memorandum of association), and then
this contract shall be submitted, along with an application to cancel
the visa, to GDRFA. The residence visa will then be cancelled. The
procedure will not take too long, and it is in the best interest of
the questioner to avoid any future liability in case the company faces
any problems (GN).
Dismissing a company partner
I am working in a
LLC (limited liability company) in
Dubai as a working partner. I have an investor visa. Can other
partners remove me from the partnership. I am only holding 10 per cent
of the shares so it’s easy for them to remove and fire me from the
company. As per the UAE law under what conditions a partner can be
removed from a LLC.
In a LLC, no partner has the right to remove any other partner — it
doesn’t matter whether a partner is holding a small or big share,
since his name is included in the company’s memorandum of association,
which is certified by law.
But, if the other partners wanted to remove you from the company for
legal reasons, they must go back to the conditions mentioned in the
memorandum of association in respect with the matter, and then call a
meeting of the board of company to resolve the issue amicably,
especially if they wanted to remove a partner who committed a
financial violations or subjected the company to loss due to his
misconduct. If this has been proved, the said partner will be
requested to sell all his shares in company to the residual partners,
and to withdraw from the company, or to purchase himself, the
partners’ shares and remain in the company with other partners
selected later. In case of failure to reach a solution to satisfy the
assembled parties otherwise the case may referred to a concerned
court, by asking the court to appoint an accounting expert to study
the company’s conditions and proving the one who caused the company’s
problems, as well as to review the financial status. Based on such
report the concerned court will provide a proper judgment in this
regard. These are the reasons and legal procedures used to solve such
DED (Economic Department) Branches
Head Office: Business Village
Near Clock Tower
Location Map (Click here)
Tel: 04-382 7777
(To register licenses in TECOM area)
Location Map (Click here)
Timing: Saturday to Thursday
Call Centre: 7000 40000
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