Corporate & Commercial Lawyers in Dubai, UAE
Company Formation, Governance, Contracts, M&A and Shareholder Disputes
Corporate legal counsel for businesses, founders and investors in Dubai and across the UAE
MBH Advocates & Legal Consultants advises companies, founders, shareholders, investors and management teams on UAE corporate and commercial law, with a particular focus on businesses operating in Dubai. We support clients through company formation and restructuring, shareholder and joint-venture arrangements, corporate governance, commercial contracting, mergers and acquisitions, due diligence, business exits and corporate disputes.
Our advice is structured around the client’s actual licensing and operating environment, including Dubai mainland, UAE free zones and, where relevant, the separate legal and regulatory frameworks of the DIFC and ADGM. For UAE companies governed by federal law, we work with Federal Decree-Law No. 32 of 2021 on Commercial Companies as amended by Federal Decree-Law No. 20 of 2025, together with Federal Decree-Law No. 50 of 2022 issuing the Commercial Transactions Law and other applicable legislation.
Corporate and commercial legal services in Dubai and the UAE
Company formation, structuring and restructuring
We advise on legal structures, ownership arrangements, constitutional documents, management powers and restructuring options for companies operating in Dubai and elsewhere in the UAE. The appropriate structure depends on the activity, licensing authority, ownership profile, financing requirements, place of business and intended market.
Shareholder agreements and corporate governance
We draft and review shareholder agreements, joint-venture agreements, memoranda and articles, board and shareholder resolutions and governance frameworks. Particular attention is given to reserved matters, voting, management authority, transfer restrictions, funding obligations, deadlock, exit rights and dispute-resolution provisions.
Commercial contracts and transaction support
We draft, negotiate and review supply, distribution, agency, service, consultancy, technology, confidentiality, licensing, lease and other commercial agreements. For dedicated contract support, see our UAE Contract Drafting and Legal Review Services.
Mergers, acquisitions, investments and due diligence
We support buyers, sellers, investors and target companies with legal due diligence, transaction structuring, term sheets, share or asset purchase documentation, disclosure, warranties, indemnities, conditions precedent and completion arrangements. See our Mergers & Acquisitions practice.
Shareholder, director and business-partner disputes
We advise on disputes involving management control, ownership and transfer of shares, access to company information, funding obligations, board or shareholder resolutions, breach of contract and exit arrangements. Depending on the governing documents and jurisdiction, resolution may involve negotiation, court proceedings or arbitration.
External general counsel and ongoing corporate support
For businesses that require continuing legal input without maintaining a full in-house legal department, MBH provides ongoing support on contracts, governance, risk allocation, compliance-sensitive decisions, corporate approvals and day-to-day commercial issues.
Frequently asked questions about corporate and commercial law in Dubai and the UAE
MBH advises on company formation and restructuring, shareholder and joint-venture agreements, corporate governance, commercial contracts, M&A, legal due diligence, business exits, shareholder and director disputes and ongoing external general-counsel support.
Full foreign ownership is available for many UAE mainland activities, subject to the licensed activity, the competent authority and any rules applicable to activities with strategic impact. The ownership position should be checked against the intended activity before incorporation or restructuring.
A mainland company is licensed by the competent economic authority for onshore business activity, while free-zone entities are established under the rules of the relevant free-zone authority. Licensing scope, permitted activities, office requirements, regulatory rules and the ability to conduct business in particular markets may differ, so the structure should be selected around the actual business model.
For companies within the federal commercial-companies regime, a principal statute is Federal Decree-Law No. 32 of 2021 on Commercial Companies, as amended by Federal Decree-Law No. 20 of 2025. Other laws, local licensing rules, free-zone regulations and sector-specific requirements may also apply.
Federal Decree-Law No. 20 of 2025 amended a number of provisions of Federal Decree-Law No. 32 of 2021, including changes relevant to corporate structuring, financing and reorganisation. The practical effect depends on the company type and transaction, so current consolidated legislation should be checked for the specific matter.
Yes. We draft and review shareholder and joint-venture agreements with particular focus on ownership rights, management powers, voting and reserved matters, funding, transfer restrictions, deadlock, exit, confidentiality, non-compete issues where enforceable, and dispute resolution.
The available forum and remedies depend on the company’s jurisdiction, constitutional documents, contract terms and any arbitration agreement. Matters may be resolved through negotiation, mediation, arbitration or proceedings before the competent UAE court or specialist jurisdiction.
Yes. We assist with legal due diligence, transaction structuring, term sheets, share and asset purchase agreements, disclosure processes, warranties and indemnities, conditions precedent, signing and completion documentation, and post-completion corporate steps.
Yes, where the work falls within our professional scope. DIFC and ADGM have separate legal and regulatory frameworks for many corporate matters, while other UAE free zones apply their own company and licensing rules. We identify the governing framework first and structure the advice accordingly.
Useful documents commonly include the trade licence, memorandum and articles, shareholder or joint-venture agreements, board and shareholder resolutions, relevant contracts, organisational charts, correspondence and any transaction or dispute documents. The precise document list depends on the legal issue.
Yes. We can provide recurring corporate and commercial support for businesses that need regular legal review of contracts, governance decisions, corporate approvals, risk allocation and day-to-day legal issues without maintaining a full in-house legal function.
Last reviewed: 27 September 2026. Corporate and commercial advice should always be checked against the current legislation, the relevant emirate or free-zone rules, the company’s licence and its constitutional and contractual documents.
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