The UAE government has issued a new Federal Decree-Law that brings significant changes to the country’s Commercial Companies Law, introducing new corporate structures and modernising business regulations.

Among the key changes is the creation of a new category of non-profit companies, which will be required to reinvest all net profits into their stated objectives rather than distributing them to shareholders. The decree also establishes multiple share categories with varying rights regarding voting, profit distribution, and liquidation priority.

Private joint-stock companies will now be permitted to offer securities for private subscription on national financial markets without converting to public status, subject to regulatory approval. The legislation also outlines procedures for companies to transfer their registration between emirates and financial free zones while maintaining their legal status.

The new law implements modern share management mechanisms, including tag-along and drag-along rights, and establishes clear procedures for handling ownership transitions following a shareholder’s death. Additional provisions set standards for valuing in-kind shares and accrediting appraisers.

The decree introduces specific requirements for company mobility within the UAE’s territories and establishes protective measures for minority shareholders. It also provides detailed guidelines for implementing various corporate governance mechanisms.

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