Business Partnership Agreement Sample Uae

BUSINESS PARTNERSHIP AGREEMENT (UAE JURISDICTION)

1. DOCUMENT CONTROL

• Effective Date: [Date]
• Version: 1.0
• Jurisdiction: United Arab Emirates (Federal Law No. 32 of 2021 on Commercial Companies)
• Governing Law: Laws of the United Arab Emirates as applied in the Emirate of [Insert Emirate, e.g., Dubai/Abu Dhabi].

2. LEGAL DISCLAIMER

NOTICE: This document is a template provided for informational purposes only and does not constitute formal legal advice. Business partnerships in the UAE are subject to strict regulatory compliance, including mandatory registration with the Department of Economy and Tourism (DET) or relevant Free Zone Authority. It is recommended that this document be reviewed by licensed legal counsel in the UAE prior to execution to ensure compliance with specific licensing requirements and local equity participation laws.

3. PARTIES

This Partnership Agreement ("Agreement") is entered into this [Day] day of [Month], [Year] by and between:

1. [Partner 1 Name], a [Nationality/Entity Type], holding Passport/Trade License No. [Number], residing/registered at [Address] ("Partner A").
2. [Partner 2 Name], a [Nationality/Entity Type], holding Passport/Trade License No. [Number], residing/registered at [Address] ("Partner B").

(Collectively referred to as the "Partners").

4. OPERATIVE CLAUSES

1. FORMATION AND PURPOSE The Partners hereby form a partnership under the name "[Business Name]" (the "Partnership"). The purpose of the Partnership is to [Detailed Description of Business Activity] and to conduct such other activities as may be agreed upon in writing.

2. CAPITAL CONTRIBUTION The initial capital of the Partnership shall be [Amount in AED].

• Partner A shall contribute [Amount/Percentage].
• Partner B shall contribute [Amount/Percentage]. Contributions shall be deposited into the corporate bank account within [Number] days of the Effective Date.

3. PROFIT AND LOSS ALLOCATION Net profits and losses shall be distributed to the Partners in proportion to their respective capital contributions (or specify alternative ratio: [Ratio, e.g., 50/50]). Distributions shall be made [Quarterly/Annually].

4. MANAGEMENT AND DECISION MAKING The Partnership shall be managed by [Name/Role]. Fundamental decisions, including but not limited to, the sale of assets, debt exceeding [Amount], or change in business scope, require the unanimous written consent of all Partners.

5. WITHDRAWAL AND DISSOLUTION Any Partner wishing to withdraw must provide [Number] days' written notice. In the event of dissolution, assets shall be liquidated, liabilities discharged, and remaining proceeds distributed according to the partners’ capital account balances.

6. DISPUTE RESOLUTION Any dispute arising out of this Agreement shall first be subject to good-faith negotiation. If unresolved within [30] days, the dispute shall be settled by the [Choose: Dubai Courts / DIFC-LCIA / ADGM Courts].

7. COMPLIANCE WITH UAE LAW The Partners agree to maintain compliance with all UAE federal and local laws, including the Commercial Companies Law and Anti-Money Laundering (AML) regulations.

5. EXECUTION & SIGNATURE BLOCK

IN WITNESS WHEREOF, the Partners have executed this Agreement as of the Effective Date first written above.

Partner A Signature: __________________________ Name: [Full Legal Name] Title: [Title] Date: [Date]

Partner B Signature: __________________________ Name: [Full Legal Name] Title: [Title] Date: [Date]

6. STEP-BY-STEP EXECUTION GUIDE

1. Drafting: Complete all bracketed information. Ensure the "Business Purpose" mirrors the activity listed on your trade license exactly.
2. Notarization: Take this signed agreement to a UAE Notary Public. Under UAE Law, partnership agreements are often required to be notarized to be enforceable against third parties and to facilitate bank account openings.
3. Company Amendment: If this partnership relates to an existing LLC, the Memorandum of Association (MoA) must be formally amended through the relevant DET or Free Zone Authority portal.
4. Corporate Banking: Provide a copy of the notarized Agreement and your Trade License to your bank to update the signature mandate and partnership structure on the corporate account.
5. Filing: Maintain a physical and digital original in your corporate secretarial file. Ensure compliance with the UAE’s Economic Substance Regulations (ESR) if applicable to your business activities.