All About Memorandum of Association (MoA) in the UAE
Get in touch
Recent Posts
Starting a business in the UAE means following certain legal steps, and one of the most important is creating a Memorandum of Association (MoA). This document lays out the basic details of your company, like its name, activities, ownership, and structure. It acts as a legal foundation, helping the authorities and partners understand how your business will work. Whether you’re opening an LLC or a joint stock company, the MoA is a must. In this blog, we will explain its purpose, key parts, rules, and how to get it right.
What is a Memorandum of Association (MoA)
A Memorandum of Association, or MoA, is a legal paper that explains a company’s basic details. This document is important when starting a new business in the UAE. It acts as a guide that helps others—like the government, investors, and partners—understand what the company can and cannot do.
The MoA also lists who the owners are and how much each person is investing. It makes sure everyone is clear about their roles and responsibilities. In simple words, the MoA is the first step in legally setting up a business.
What is a Between the MoA and the Articles of Association (AoA)
The Memorandum of Association and the Articles of Association are two important legal documents needed when starting a company in the UAE.
The MoA explains the basic details about the company, such as its name, location, goals, and how much each owner is investing. It also shows what the company can and cannot do. Think of it as the foundation of the company.
The AoA, on the other hand, describes the day-to-day rules of the company’s operation. It includes how decisions will be made, the roles of directors, and how meetings will be held. Together, the MoA and AoA help the company run smoothly and legally.
Legal Framework Regulating the MoA in the UAE
In the UAE, the rules for creating and using a Memorandum of Association (MoA) are clearly defined by law. The main law that controls this is the UAE Federal Law No. 32 of 2021 on Commercial Companies. This law explains what should be included in the MoA and how it should be written, signed, and submitted.
The MoA must follow the rules set by the Department of Economic Development (DED) and free zone authorities, depending on where the company is being set up. These laws make sure every business is formed properly, with clear roles, rights, and responsibilities for all partners.
Read Also: UAE Government Initiatives to Promote AI
Types of Companies which must have an MoA
In the UAE, not all businesses are the same. But some company types must have a Memorandum of Association (MoA) to be legally registered.
These include:
- Limited Liability Companies (LLCs) – This is one of the most common types. An MoA is needed to show how much each owner is investing and how profits will be shared.
- Private and Public Joint Stock Companies – These companies have many shareholders, so an MoA helps clearly define the company’s structure and goals.
- Partnership Companies – In these, the MoA lists the partners and their responsibilities.
Key Parts of a Memorandum of Association in the UAE
A Memorandum of Association includes a few key parts that help define how a company will work. Each section serves a special purpose and must be clearly written to follow UAE law.
Here are the main parts:
- Company Name: This shows the legal name of the business, which must follow naming rules set by the UAE authorities.
- Business Activities: This explains what kind of work the company will do. A company can only do what’s written here.
- Registered Office: This gives the official address of the company in the UAE.
- Shareholder Details: This section lists the owners’ names and the amount each one is investing in the business.
- Capital Structure: This explains how the company’s capital is divided, such as the number and value of shares.
- Liability Clause: This part mentions how much each shareholder is responsible for in case of a loss.
- Duration of the Company: Some MoAs include how long the company plans to operate, if not forever.
Check Also: How to Get DCA Approval in Dubai?
Common Mistakes to Avoid When Drafting an MoA
While creating a Memorandum of Association (MoA), even small mistakes can cause legal trouble or delays in setting up your business. Here are some common errors to watch out for:
- Using unclear language: If the wording is too vague or confusing, it may lead to misunderstandings later.
- Missing key details: Forgetting to include business activities, shareholder info, or the company’s address can make the MoA invalid.
- Choosing the wrong business activity: Picking an activity not approved by the authorities can lead to license rejection.
- Not matching DED or free zone rules: Each area has different rules, so the MoA must follow the correct format.
- Skipping legal review: Not getting help from a legal expert can lead to mistakes that are hard to fix later.
How can SetupMate help in MoA in the UAE
SetupMate makes the process of drafting your Memorandum of Association (MoA) simple and stress-free. Our experts ensure your MoA meets all legal requirements set by the UAE authorities, including DED and free zones. We help you choose the right business activity, structure your ownership clearly, and avoid common legal errors. Whether you’re setting up an LLC or a joint stock company, we handle the paperwork and guide you at every step—saving you time, reducing risks, and helping you launch with confidence.