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Corporate & Commercial Law · M&A · Dubai, UAE

M&A & Business Acquisition Lawyer Dubai

Buying, selling or merging a business? The due diligence and the agreement decide what you actually own or owe afterwards.

MBM advises buyers, sellers and investors on Dubai business acquisitions, mergers and disposals - due diligence, share purchase agreements, and resolving post-completion disputes over valuation, warranties or undisclosed liabilities.

  • 17 years in practice
  • Over 90 years of shared experience
  • 95% win rate in high-stakes disputes
  • Dubai & Sharjah offices
Free initial consultation · Confidential
The framework

Structure and due diligence decide the outcome

Business acquisitions in the UAE are structured under the Commercial Companies Law (Federal Decree-Law No. 32 of 2021), but the practical outcome of a deal turns on how it is structured - a share sale versus an asset sale - and on what due diligence actually uncovers before terms are finalised.

The share purchase agreement, and any warranties, indemnities and valuation mechanisms it contains, generally governs what happens if something goes wrong after completion. This page describes the general framework; it is not advice on your transaction.

Matters we handle

M&A matters MBM is instructed on

These are the situations that most often reach us. If yours is not listed, it is still worth a call.

Buyer

Business acquisitions

Structuring and executing the purchase of a business, from initial terms through to completion.

Seller

Business sales

Preparing a business for sale, negotiating terms, and protecting the seller's position in the agreement.

Both Parties

Mergers

Structuring and documenting a merger between two or more companies.

Buyer

Due diligence

Reviewing the target's legal, financial and operational position before terms are finalised.

Both Parties

Share purchase agreements

Drafting and negotiating the SPA, including warranties, indemnities and completion mechanics.

Buyer or Seller

Post-completion disputes

Disputes over valuation, undisclosed liabilities, or alleged breaches of warranty after a deal has completed.

Our approach

What MBM actually does on an acquisition

Concrete steps, in the order they usually happen.

  • Advise on structure early

    Share sale versus asset sale affects liability, tax and licensing - we advise on this before terms are agreed.

  • Conduct or respond to due diligence

    We run the legal due diligence process for buyers, or prepare the target's disclosure for sellers.

  • Negotiate and draft the agreement

    Price, warranties, indemnities and completion mechanics are negotiated to reflect what due diligence actually found.

  • Manage completion

    We coordinate the regulatory and licensing steps needed to complete the transaction.

  • Resolve post-completion disputes

    Where a dispute arises after completion, we assess the SPA's own mechanisms before pursuing a claim.

Why MBM

Deals are won on the diligence, not the headline price

Most acquisition disputes trace back to something diligence should have caught, or a warranty that was not drafted tightly enough. MBM treats both stages with equal seriousness.

  • Both sides of the table. Advising buyers and sellers gives us a practical view of how deals are actually negotiated.
  • Litigation experience in-house. If a post-completion dispute has to be argued, the people advising you are the people who will argue it.
  • Straight answers on risk. If diligence uncovers a real problem, we will tell you before you complete, not after.
  • 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

M&A & business acquisitions, answered directly

General information, not advice on your transaction. Positions and procedures can change and depend on your specific facts.

What legal steps are involved in buying a business in Dubai?

A typical acquisition involves due diligence on the target company, negotiating and drafting a share purchase agreement or asset purchase agreement, and completing the required regulatory and licensing steps. The exact process depends on the structure of the deal and the target's licensing authority.

What is due diligence, and why does it matter?

Due diligence is the review of a target company's legal, financial and operational position before completing a purchase - contracts, licences, disputes, employment matters and liabilities. It identifies risks that should affect price, warranties, or whether to proceed at all.

What is a share purchase agreement (SPA)?

An SPA is the contract governing the sale and purchase of a company's shares, setting out price, conditions, warranties and indemnities. It is the central legal document in most business acquisitions structured as a share sale.

Can a dispute arise after a business acquisition is completed?

Yes. Post-completion disputes commonly involve alleged breaches of warranty, undisclosed liabilities, or disagreements over earn-out or valuation mechanisms in the SPA. MBM advises both buyers and sellers on these disputes.

What is the difference between a share sale and an asset sale?

A share sale transfers ownership of the company itself, including its liabilities, while an asset sale transfers specific assets and liabilities selected in the transaction. Which structure applies affects tax, liability and licensing consequences, and should be decided early.

Does MBM advise on both buy-side and sell-side transactions?

Yes, though not in the same transaction. MBM advises buyers on acquisitions and due diligence, and sellers on structuring and negotiating a sale.

How long does a business acquisition take in Dubai?

Timing depends heavily on the complexity of due diligence, the target's licensing authority, and how quickly the parties negotiate terms. Straightforward acquisitions can complete faster than deals involving regulated activities or multiple stakeholders.

What happens if a valuation is disputed after a deal completes?

Valuation disputes typically turn on the mechanism set out in the SPA itself - an earn-out formula, a completion accounts process, or an independent expert determination clause. MBM reviews the mechanism and the facts before advising on the dispute.

How much does M&A legal advice cost in Dubai?

The initial consultation with MBM is free. Cost thereafter depends on the size and complexity of the transaction, and whether the work is transactional or dispute-driven. MBM provides a scope and fee position before you instruct.

Free consultation

Tell us about the transaction

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.

Practice area: Corporate & Commercial Law — M&A Jurisdiction: Dubai & Sharjah, UAE Last reviewed: September 2026
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We will review your enquiry and come back to you with the appropriate next step. No obligation, and no outcome is promised. Your information is treated as confidential and is not used for marketing.

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.

The best time to spot a problem is before completion. Not after.

Whether you are buying, selling, or already in a post-completion dispute, the earlier we are involved, the more we can do. The first consultation is free.

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