Nominee Shareholder Agreement and Anti- fronting Regulations in the UAENominee Shareholder Agreement • September 18th, 2020
Contract Type FiledSeptember 18th, 2020There has been an extensive debate about the validity and the enforceability of so-called “Nominee Shareholder Agreements” (NSAs) in the UAE. Under an NSA, a UAE national may become a 51% shareholder in an onshore UAE Limited Liability Company (LLC) on a contractual basis that departs from the legal criteria established by the Federal Law on commercial companies No. 8/1984 as modified by Federal Law No. 2/2015 (the ‘Company law’).From a public policy perspective, the underlying issue consists in striking a balance between the need to attract foreign investors, on the one hand, and the desire to involve local operators to the national economy, on the other. Businesses and other stakeholders are increasingly concerned about how the UAE Courts interpret NSAs in light of the Company law, especially because observers expect new rules on the matter to be enacted in the imminent future.The present article examines the applicable legal provisions while taking into account recent Courts decisio