Corporate & PRO · Share Transfer

Transferring shares in a UAE company

A share transfer runs in a fixed sequence: authority approval, then attestation, then registration and the licence amendment. Done out of order it does not complete — and in most cases you start again.

FDL 32 of 2021, Arts. 79–80Consolidated text, UAE Legislation portalRegistration, not attestation
The sequence is the content

Seven steps, in this order

Nearly every page on this subject lists the documents. Almost none says what order things happen in, which is where transfers actually stall.

1. Agree terms and clear pre-emption For a mainland LLC this is a statutory right, not just a contract term.
2. Obtain authority approval in principle Some activities require additional consent before ownership can change.
3. Clear liabilities Outstanding fines, unpaid fees or an expired licence will block the transfer.
4. Attest the transfer instrument Both parties, or attested powers of attorney.
5. Amend the MOA To reflect the new holding.
6. Record the transfer in the commercial register This is the step that actually moves ownership.
7. Amend the licence, and tell everyone else Update the UBO register within 15 days, and tell the bank.
  • Pre-emption is statutory, and the clock is 30 daysArticle 80 gives the other partners a right of redemption when a partner wants to sell to someone outside the company. The partner must notify the others through the manager, naming the buyer and the terms. Each partner may then request redemption within 30 days of the date the manager is notified of the agreed price.
  • Note where the 30 days startsFrom notification of the agreed price, not from the first mention of an intention to sell. Getting that date wrong is how a transfer gets unwound later.
  • If the price is disputedIt is valued by expert(s) nominated by the Competent Authority, at the redeeming party's expense. Where several partners want in, the stake is split in proportion to their capital contributions. If the 30 days pass with nobody exercising the right, the seller is free to dispose of the stake.
  • Drag-along, tag-along and death of a partnerThe 2025 amendment now expressly lets an LLC write these provisions into the MOA (Art. 14(4)) — worth doing at incorporation rather than negotiating under pressure later.
  • Three things stall a transferAn expired or near-expiry licence — renew first, because a transfer on an expired licence does not proceed. An outgoing shareholder on a company visa, whose residency is tied to the company. And a signatory abroad: powers of attorney need attesting in the country of signature and then in the UAE, which is routinely the longest item on the timeline and the one nobody budgets for.
  • Free zone sequences are not stated hereThe mainland sequence above is statutory and solid. Each free zone runs its own transfer procedure under its own companies regulations, and those were not verified zone by zone — so nothing here implies the mainland order applies in all seven.
At a glance

The essentials

When ownership moves
On recording in the commercial register (FDL 32 of 2021, Art. 79)
Instrument required
A formal attested assignment instrument
Pre-emption
Statutory for a mainland LLC — notice given through the manager (Art. 80)
Redemption window
30 days from notification of the agreed price to the manager
Disputed price
Valued by expert(s) nominated by the Competent Authority, at the redeeming party's expense
Several redeemers
Split in proportion to their capital contributions
MOA provisions
Drag-along, tag-along and death-of-partner clauses now expressly allowed (Art. 14(4))
UBO register
Update within 15 days of the change
Free zones
Own procedure under their own regulations — not covered here
Side by side

Does this apply to you

Is a share transfer the right route?

Sometimes the answer is a new company rather than an inherited one.

This applies to you if

  • You are bringing in a partner or buying out an exiting oneThe ordinary case, and the one the statutory sequence is written for.
  • You are restructuring ownership within a groupSame mechanics, and the same registration step that makes it real.
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It may not apply if

  • You are effectively buying a business for its licenceSometimes a new company is faster and cleaner than inheriting another company's history — including its liabilities.
The process

1
FAQ

Common questions

Ask AgentBiz

For a mainland LLC, on the date the transfer is recorded in the commercial register — not on signing, and not on attestation. The gap matters if anything happens in between.

They can redeem the stake instead. Article 80 gives each partner 30 days from the date the manager is notified of the agreed price to request redemption. If the 30 days pass with nobody exercising it, the seller is free to dispose of the stake.

Buying shares means buying the company as it stands, including what it owes. This is the case for doing diligence rather than trusting a clean-looking licence.

No. Residency tied to the company needs handling as its own step.

Not necessarily. Each free zone runs its own procedure under its own companies regulations, and those are not covered here. The sequence above is the mainland statutory one.

Related services

Often needed alongside

Talk to an advisor

Attested, paid for, and still not transferred?

It happens when the register step is missed. Tell us where you are in the sequence and we will tell you what is left before the shares have actually moved.