The Memorandum of Association For Sole Proprietorship is a mandatory legal document required when establishing a sole proprietorship business in the United Arab Emirates. This document is essential for business registration with the Department of Economic Development (DED) and must comply with UAE Federal Decree-Law No. 32 of 2021 and relevant emirate-specific regulations. It contains crucial information about the business including ownership details, capital structure, business activities, management framework, and operational guidelines. The memorandum serves as proof of business establishment and is required for various business transactions, including bank account opening, license renewal, and contract execution. For foreign owners, additional provisions regarding local service agents and foreign ownership restrictions must be included in accordance with UAE foreign investment laws.
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1. Parties: Details of the sole proprietor including full name, nationality, Emirates ID number, and address
2. Background: Context of the establishment of the sole proprietorship and purpose of the memorandum
3. Definitions: Definitions of key terms used throughout the memorandum
4. Establishment and Trade Name: Declaration of establishment and the registered trade name of the business
5. Legal Form: Confirmation of the business's legal form as a sole proprietorship
6. Business Activities: Detailed description of permitted business activities
7. Principal Place of Business: Address of the main office and any branches
8. Duration: Term of the business (typically unlimited)
9. Capital: Details of the initial capital investment and source of funds
10. Management and Administration: Management structure and appointment of managers if applicable
11. Signature Authority: Specification of who has authority to sign on behalf of the business
12. Financial Records: Requirements for maintaining financial records and accounts
13. Dissolution and Liquidation: Procedures for business dissolution and asset distribution
1. Power of Attorney: Required if the sole proprietor wishes to delegate management authority to another person
2. Branch Provisions: Include when the business plans to operate multiple branches
3. Inheritance Provisions: Specific provisions regarding business succession in case of the proprietor's death
4. Shariah Compliance: Required if the business needs to operate in accordance with Islamic law principles
5. Foreign Ownership Declarations: Required if the sole proprietor is a foreign national
6. Agency Arrangements: Required if the business will operate through a local service agent
1. Schedule 1 - Business Activities: Detailed list of licensed business activities as per DED classification
2. Schedule 2 - Initial Capital Statement: Breakdown of initial capital investment and assets
3. Schedule 3 - Authorized Signatories: List of authorized signatories and their signing powers if applicable
4. Appendix A - Trade License: Copy of the initial trade license
5. Appendix B - Proprietor's Identity Documents: Copies of proprietor's passport, Emirates ID, and other identity documents
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