Q

Guide: Company Documents ยท 5 minute read

Do LLC Resolutions Need to Be Notarized in the UAE?

A

Do LLC resolutions need to be notarized? Not always. A resolution is a record of a decision by the managers or shareholders, and whether it needs the notary depends on who receives it. We draft and check the resolution, and our in-house notary public notarises it in person at our Battuta Gate office, online or on a home visit.

WhatsApp +971 52 484 1790 and tell us who will receive the resolution.

The catch is that a resolution can be valid inside the company and still be refused outside it. A bank, a registry or an office abroad may want it notarised before it acts. Ask the receiving body first, then draft for that body.

Man in a blue blazer reading company papers at a glass table
Man in a pinstripe suit reading a document to check whether llc resolutions need to be notarized

Do LLC resolutions need to be notarized?

Think about the resolution in two groups.

Internal resolutions

These record a decision for the company's own file: approving accounts, confirming a manager's decision or noting a meeting. Many stay internal papers, signed and kept with the company records.

Resolutions someone else relies on

These are shown to a registry, a bank, a free zone, a landlord, a court-appointed party or an authority abroad. This is where notarisation is usually asked for. The receiving body decides, so check its list before you sign.

Does an LLC need a corporate resolution at all? When the company makes a decision that the MOA reserves for the shareholders or the managers, a written resolution is the proof. Read your memorandum of association to see which decisions it reserves.

Resolutions a registry or bank asks to see notarised

These are the common cases where a receiving body asks for the notary:

  • Opening or changing a company bank account or its signatories
  • Appointing or removing a manager
  • Giving a representative power to act for the company
  • Approving a change to the MOA
  • Approving the sale or transfer of shares
  • Documents the company will use outside the UAE

Each body has its own rule. Ask for its requirements in writing, because one bank or registry may accept a signed resolution while another asks for the notary. Our page on board resolution notarization and MOA drafting explains how we prepare them.

Side by side

Board resolution or shareholder resolution

The two are not the same, and using the wrong one is a common reason a paper is turned back.

Board or manager resolutionShareholder resolution
Who decidesThe managers or boardThe shareholders
Typical useDay-to-day powers, bank signatories, appointing a representativeChanges the MOA reserves to owners, such as shares or capital
Who signsThe people named in the MOA with that powerThe shareholders named in the MOA

Your MOA says which decisions belong to which group. If the MOA reserves a decision to the shareholders, a manager's resolution alone will not do.

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Drafting the resolution so it matches the MOA

A resolution that conflicts with the MOA is the fastest way to be refused. We draft the document, check every clause against what you give us, prepare the Arabic text through a legal translator, and our in-house notary public notarises it.

Make sure the resolution:

01

Names the company exactly as on the trade license

02

Cites the decision and who is authorised to make it

03

States the decision in clear, specific words

04

Names the person who may act on it, where that applies

05

Is dated and signed by the right people

In Dubai, a notarised instrument is in Arabic, or comes with a certified Arabic translation signed with it (Dubai Law No. 4 of 2013, Article 27). The translation is done by a legal translator registered with the UAE Ministry of Justice.

Checklist

Who signs and what to bring

The people who sign are the ones the MOA gives that power. Our in-house notary public checks the identity, capacity and consent of the people signing and applies the seal.

Passports or Emirates IDs of every signer

The trade license and the MOA

The draft resolution, or a note of the decision to be drafted

Proof of any earlier authority, if the signer acts under a power of attorney

Checklist of documents to bring when notarising an LLC resolution

Resolutions used outside the UAE

A resolution for use abroad takes more steps. After the notary, MOFAIC attests it, then the embassy or consulate of the destination country in the UAE attests it. The UAE is not a party to the Hague Apostille Convention, so an apostille is not part of this chain. MOFAIC fees are AED 150 for personal documents and AED 2,000 for commercial documents.

If the receiving body is a representative acting under the resolution, you may also need a power of attorney. See our page on power of attorney for an LLC.

Watch for

Mistakes that get a resolution refused

01

Signing before the appointment

02

Signers who are not the people the MOA names

03

A company name that differs from the trade license

04

A resolution that goes beyond what the MOA allows

05

Missing Arabic text or translation

06

Skipping attestation when the office abroad requires it

Prices

Fees

ServiceOur service priceGovernment fee
Board resolutionFrom AED 2,000Paid on top, at cost
MOA addendumFrom AED 600Paid on top, at cost
Legal translationFrom AED 50 per pagePaid on top, at cost

All service prices are starting prices and are negotiable. Government fees are paid on top, at cost, exactly as the authority charges them. We confirm your final price before you pay.

Questions

Frequently asked questions

If your question is not here, ask it on WhatsApp. Tell us what the document is for and who will sign it.

Do LLC resolutions need to be notarized?

Not always. An internal resolution can stay a signed company record. A resolution shown to a bank, registry or foreign office is often notarised, because the receiving body asks for it.

Does an LLC need a corporate resolution?

When the company makes a decision the MOA reserves for its managers or shareholders, a written resolution records it. Check the MOA to see which decisions need one.

Do LLCs have resolutions?

Yes. LLCs record major decisions in resolutions, such as appointing a manager, changing bank signatories or approving a change to the MOA.

Who signs an LLC resolution in Dubai?

The people the MOA gives the power to decide. That may be the managers, the shareholders or both, depending on the decision.

Does a resolution for use abroad need attestation?

Usually yes. After the notary, MOFAIC and then the destination country's embassy or consulate attest it. Ask the office abroad what it requires first.

Guides

More guides

Get your resolution drafted

Call or WhatsApp +971 52 484 1790, or email support@notariolawyersuae.com. Tell us what the document is for and who will sign it, and we will reply with what it needs and a starting price. Office open Monday to Friday, 9:00 am to 6:00 pm. WhatsApp and online requests answered 24/7.