What is the Mainland Company Ownership Transfer in Dubai:
Changing who owns a mainland company in Dubai is called a mainland company ownership transfer. Businesses do this when they sell, add a new partner, or when an owner leaves. Many firms in Dubai relocate ownership in order to expand or diversify their investor base.
Because of the 100% foreign ownership rules, it is easier for foreigners to own a company fully. However, you still need to follow the DET ownership transfer rules and use a share transfer agreement in the UAE to do it legally and efficiently.
What does the Mainland Business Ownership Transfer Mean?
Mainland Ownership transfer is the transfer of company ownership, in part or in whole shifts to a new owner. This is the case when a shareholder sells their shares, or when a single proprietorship changes its license holder. The process is legal and regulated by the Dubai Department of Economy and Tourism (DET).
Ownership transfers are shared in Dubai businesses because founders may sell their Company, restructure ownership, or bring in new investors. Even with 100% foreign ownership, legal steps like MoA amendment in Dubai and notarisation of company documents Dubai are still required to update records officially.
Types of Companies Eligible for Ownership Transfer
Dubai allows different types of mainland businesses to transfer ownership:
Limited Liability Companies (LLCs)
- Shares can be sold fully or partially between partners.
- Both partial and complete ownership transfers are allowed under DET rules.
- The process requires partner approval and updating the MoA.
Sole Establishments
- The licence holder can be changed.
- Special approvals may be needed depending on the business activity.
Civil Companies
- Professional partners can transfer their ownership.
- Each partner has different responsibilities since liability rules vary.
Changes Around How 100% Foreign Ownership Laws Impacted Transfers
Previously, foreign business investors required the retention of a local sponsor with a 51% share ownership of the Company. Now, many sectors permit full foreign ownership; however, a few still require a local service agent.
Despite these changes, there are still legal procedures concerning the transfer of business ownership in Dubai that must be observed.
- All business ownership transfers must be approved and processed through the Dubai Department of Economy and Tourism (DET).
- Documents like the share transfer agreement UAE, and the MoA amendment Dubai must be notarised.
- Compliance ensures smooth operations and prevents future disputes.
Step-by-Step Mainland Share Transfer Process in Dubai
All it takes to satisfy the requirements to transfer ownership of a mainland company is a few simple steps, which include the following:
Step 1: Prepare the Share Transfer Agreement
However, first, it is essential to include a definitive description of the shares that will be transferred. It is also essential to include the rights of the buyer and the seller for the purpose of including a description of their rights to avoid potential disputes that can be problematic in the transfer of ownership.
Step 2: Get Partner Approvals
Other shareholders or other partners need to approve the transfer, and depending on the type of Company, NOCs may be required.
Step 3: Amend the Memorandum of Association (MoA)
Update the Memorandum of Association (MoA) to incorporate the changes concerning the new ownership. Use the MoA amendment Dubai services to ensure compliance.
Step 4: Notarise Company Documents
Notarisation of company documents in Dubai ensures legal recognition. This includes the documents of the share transfer agreement and any amendments to the MoA.
Step 5: Submit to the Dubai Department of Economy and Tourism (DET)
File all documents with the Dubai Department of Economy and Tourism. DET then reviews and gives its formal approval for the changes that have been made.
Step 6: Update the Trade License
The last step is the issuance of a trade license that has the new owner’s name on it.
Documents Needed to Transfer the Ownership of a Mainland Business
To get the ownership change done, you need:
- Copies of passports for both the previous and the new owners
- The most recent trade license
- Amendment of the Memorandum of Association of the Dubai Company
- Copies of approvals to be notarised
- Power of Attorney (for ownership transfers being done remotely)
Costs of Moving Ownership of a Mainland Business
Government and DET Costs
- Licensing trade and applications for DET have a fee of about AED 2,000-5,000
Legal and Notary Expenses
- You can get a notarised MoA for 1,000-2,500 AED.
- Attestation fees go from 500-1,000 AED.
- A legal advisor is entirely optional and will charge 2,000-5,000 AED.
Other Compliance Fees
- Filling the UBO: AED 500-1,000
- For VAT updates, you’ll have to pay AED 500-1.000.
- There may be approvals required from external regulators.
How Long Does Ownership Transfer Take?
Transferring to a mainland company in Dubai usually takes 1 to 6 weeks.
As long as all of the documents are prepared and all partners are in agreement, it is estimated that the process will take about 1 week.
If there are negotiations that are not complete, approvals that are needed, or if there are delays with the notaries, the process is likely to take longer.
Before Ownership Changes: Due Diligence
As with most things in life, it is always best to double-check vital records before finalising a transaction, especially in the case of changing ownership of a company.
Be sure that the Company’s documents with legal and financial records are up to date and correct.
Be sure to take a look for outstanding contracts, debts, or owed taxes.
These items should be confirmed to ensure that there are no problems arising in the future from these records being incorrect.
Doing this helps protect both sides and makes the transfer smooth.
Compliance After Ownership Transfer
After you transfer ownership of a mainland company in Dubai, you need to complete all compliance steps.
UBO and Company Records Update
- File the new Ultimate Beneficial Owner (UBO) details on time.
- Update company records with the DET to avoid fines or extra charges.
VAT and Corporate Tax Registration Update
If your Company has VAT registration or pays corporate tax, update the documents. This helps in keeping your Company legal and compliant in the UAE.
Impact on Employees and Visas After Selling the Company
Yes, your employee and work visas will be impacted, but their employment will always be protected if you sell a mainland company in Dubai.
- Employee Contracts: Employees keep their contracts and benefits.
- Visa Transfers: Work permits must be changed to be under the new ownership.
- Labour Records: All employment history is archived in the Ministry of Labour portal.
These updates help your employees continue to work and remain in compliance with UAE laws.
Steps To Update the Company Bank Account
When a Dubai mainland company’s ownership changes, the bank account associated with the Company must be updated.
- Signatories: The new owner must be listed as a signatory as well.
- Verification: The bank will require possession documents such as the DET documents as well as the changes made to the MoA.
- Operational Continuity: This information is required to ensure there is no disruption concerning your operations and the account change is done in accordance with the law.
Is it Possible to Remotely Transfer Mainland Company Ownership from Dubai?
Yes, in some cases, it is possible to change the ownership without your physical presence in Dubai.
Power of Attorney
If you want to authorize someone in Dubai to complete the transfer on your behalf, you can do so.
Remote Documentation
In some cases, it is possible to electronically file the agreements for share transfers, amendments to the MoA, and the necessary authorisations.
Some banks or government procedures still require the owner to make a short visit to Dubai.
These options assist foreign investors in managing the transfer out of the country.
Practical Tips for Buyers and Sellers
Transferring a business in Dubai needs care. So in summary, here are a few things that still need to be done:
- Do Your Homework: Check the Company’s financials, contracts, and debts, and make sure you do legwork before buying/selling anything.
- Make balanced contracts: Both sides of the share transfer agreements must be treated equally.
- Potentially Use Escrow: Escrow can provide custody of the funds related to the transfer.
- Consult the Specialists: The engagement of business and legal professionals simplifies the procedure of the transfer and minimises the probability of mistakes.
This eases the burden on the buyers while securing the sellers.
Post Company Ownership Compliance
- Change the Business License: Amend the business license to add the new owner.
- Change the UBO Details: Submit the new UBO details to the Economic Trade Directorate.
- Update Bank Information: Alter the signatories and account information to represent the new owner.
- Review the VAT and Tax Documentation: Make changes to the VAT and corporate tax registration documents.
- Revise the Visas and Labour Documentation: Ensure that the visas and labour documents reflect the new ownership.
This list confirms your business is in good legal standing and is organised post-transfer.
Challenges When Changing Mainland Ownership
Not Having Documents: If there are no passports, trade licenses, or changes of MoA, the transfer is halted, and the process remains stationary.
- Effect on the Owners: Transfers take longer due to any disputes that exist between the partners.
- Mistakes: Incorrect of The documents require you to correct the notations.
- DETs: Dubai DETs missing details or excessive backlogs can delay the process.
- Issues: If the documents are not complete or filed, the banks may refuse to change the account.
- VAT: Fines can come about because the changes to the VAT or tax records can be overlooked.
- Issues: More work may be needed for the employees’ visas and the labour records.
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Frequently Asked Questions
Q1: Can I fully own a mainland company as a foreigner?
Yes. Thanks to 100% foreign ownership laws, many sectors now allow full ownership. Some special sectors may still need a local service agent.
Q2: Do I need to notarise all documents?
Yes. Notarising the MoA and the share transfer agreement is required for DET approval.
Q3: Can I transfer a sole establishment to someone else?
Yes. You can transfer the licence holder, but special approvals may be needed.
Q4: How long does DET approval usually take?
It usually takes 1 to 6 weeks. Simple cases with all documents ready can finish faster.
Q5: What happens to employees after ownership transfer?
Employee contracts stay valid. Visas and labour records may need updating under the new owner.
Conclusion – Figuring Out If Transferring Mainland Ownership is Best for You
If you want to sell or restructure a bearing, then mainland ownership transfer in Dubai is the best option for you to take. Just follow the steps from the DET, finalise the notarization, and make sure all compliance documents are up to date. This ensures a legal transfer to protect both the buyer and the seller.
If you have proper support, transferring ownership is easy to do from Dubai or from another location.
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