Shareholder agreements
Governance, deadlock, exit and valuation terms between a company's owners.
Corporate & Commercial Law · Dubai & Sharjah
Commercial Contracts & Agreements Lawyer Dubai
Shareholder agreement, joint venture, distribution or franchise deal? The gaps left in these documents are where most later disputes start.
MBM drafts, reviews and negotiates the corporate agreements that govern how a business is owned and run - shareholder agreements, joint venture agreements, distribution, agency and franchise agreements - and advises on governance, restructuring and exit planning.
The framework
The agreement, not just the statute, decides most disputes
Corporate agreements sit within the Commercial Companies Law (Federal Decree-Law No. 32 of 2021) and general UAE contract law, but the practical rights and obligations between the parties are set by the specific agreement itself. Commercial agency relationships can also carry additional statutory protections depending on how they are structured and registered.
A gap or ambiguity in a shareholder, JV, distribution or franchise agreement is one of the most common sources of a later dispute. This page describes the general framework; it is not advice on your agreement.
Matters we handle
Commercial agreements MBM drafts, reviews and negotiates
These are the agreements that most often reach us. If yours is not listed, it is still worth a call.
Joint venture agreements
Contribution, governance and exit terms for a specific joint venture or project.
Distribution & agency agreements
Territory, exclusivity, performance obligations and termination terms, including commercial agency disputes.
Franchise agreements
Drafting and negotiating franchise terms, and resolving royalty, territory and standards disputes.
Supplier agreements
Supply terms, performance standards and termination rights for ongoing commercial supply relationships.
Governance, restructuring & exit
Building the right structure as your business grows
Where a business has outgrown its current structure, or an owner is planning to leave, structure matters as much as any single agreement.
Corporate governance
Clear rules on how the board and shareholders make decisions and delegate authority, reducing the risk of later disputes.
Corporate restructuring
Restructuring ownership, group or operational structure ahead of an investment, exit, or to address existing inefficiencies.
Business structuring
Structuring a new venture or subsidiary from the outset, with governance and exit already considered.
Corporate exit planning
Preparing the company's structure, contracts and documentation to support a sale, buy-out or wind-down.
Company formation advice
Legal advice on setting up a new company, alongside your formation agent's administrative work.
Why MBM
Drafted to prevent the dispute we would otherwise argue
MBM's litigation team sees where corporate agreements actually fail in practice - and drafts to close those gaps before they become disputes.
- Drafting informed by litigation experience. We know which clauses actually get tested in a dispute.
- Full corporate coverage. Agreements, governance and restructuring under one team.
- Straight answers on risk. If a clause creates unnecessary exposure, we will say so.
- Two offices. Dubai and Sharjah.
17Years in practice as MBM Businessmen Services L.L.C.
90+Years of shared experience across the team
10Lawyers, litigation and arbitration capable
95%Win rate in high-stakes disputes, as published by the firm
Common questions
Commercial contracts & governance, answered directly
General information, not advice on your agreement. Positions and procedures can change and depend on your specific facts.
What is a shareholder agreement, and do I need one?
A shareholder agreement sets out how shareholders will make decisions, resolve deadlock, and handle exit, in more specific terms than the company's articles of association usually provide. Most disputes between shareholders trace back to a gap or ambiguity this agreement could have addressed.
What is different about a joint venture agreement compared to a shareholder agreement?
A JV agreement typically governs a specific project or venture between two or more parties, often with defined contribution, governance and exit terms tied to that venture's purpose, whereas a shareholder agreement governs the ongoing relationship between a company's owners more generally.
What should a distribution or agency agreement cover?
These agreements should clearly address territory, exclusivity, minimum performance obligations, termination rights and post-termination consequences - gaps in any of these are common sources of later disputes between principals and distributors or agents.
What is a commercial agency dispute?
Commercial agency relationships in the UAE can carry statutory protections for the agent depending on how the arrangement is structured and registered. Disputes commonly arise over termination, compensation on termination, and whether the relationship qualifies for these protections at all.
Does MBM draft and review franchise agreements?
Yes, including advising both franchisors bringing a brand into the UAE and franchisees taking on a franchise, and resolving disputes over royalties, territory and standards compliance.
What is corporate governance, in practical terms?
Corporate governance covers how a company's board and shareholders make decisions, delegate authority, and oversee management - practically, it means clear internal rules that reduce the risk of later disputes between owners and management.
When should a business consider restructuring?
Restructuring is typically considered when the current ownership, group or operational structure no longer fits the business's needs - for example ahead of an investment, an exit, or to address inefficiencies or risk in the current structure.
What is involved in planning a corporate exit?
Exit planning typically involves deciding on the exit route - sale, buy-out, or wind-down - and preparing the company's structure, contracts and documentation to support it. MBM advises on the options and the legal steps involved.
How much does contract drafting or governance advice cost in Dubai?
The initial consultation with MBM is free. Cost thereafter depends on the type and complexity of the agreement or advice needed. MBM provides a scope and fee position before you instruct.
Free consultation
Tell us about the agreement or structure
Tell us briefly about your situation. Our team will review your enquiry and advise you on the appropriate next step. Everything you send is treated as confidential.
- +971 4 570 0204Dubai office · Monday to Friday, 08:00–17:00
- WhatsApp +971 54 596 1111Send a draft agreement as a photo if it is easier
- info@mbm-co.comAttach the agreement or a description of the structure
Practice area: Corporate & Commercial Law
Jurisdiction: Dubai & Sharjah, UAE
Last reviewed: September 2026
Thank you — your enquiry is with our team.
A member of the MBM team will review what you have sent and come back to you with the appropriate next step.
A well-drafted agreement prevents most disputes. Get it right from the start.
Whether it is a shareholder agreement, a franchise deal, or a governance question, the earlier we are involved, the stronger the foundation. The first consultation is free.