Shareholder disputes
Disagreements between shareholders over strategy, distributions, management or the direction of the company.
Being sued by a business partner, outvoted as a minority shareholder, or facing a deadlock? These disputes affect the business itself - act early.
MBM represents shareholders, partners, directors and investors in Dubai business disputes - deadlock between partners, minority shareholder oppression, director disputes, joint venture breakdowns and forced or wanted exits. We work from the company's own constitutional documents, not assumption.
UAE companies operate within the Commercial Companies Law (Federal Decree-Law No. 32 of 2021), which sets out shareholder rights, governance mechanics and minority-protection principles. But most shareholder and partnership disputes actually turn on the company's own memorandum and articles of association and any separate shareholder or partnership agreement - these documents typically govern exit, deadlock, valuation and dispute resolution in more specific terms than the statute itself.
Whether a dispute is heard in court or arbitration depends entirely on what those documents provide. This page describes the general framework; it is not advice on your dispute.
These are the situations that most often reach us. If yours is not listed, it is still worth a call.
Disagreements between shareholders over strategy, distributions, management or the direction of the company.
Being consistently outvoted, excluded from decisions, or denied information as a minority shareholder.
Disagreements between partners that prevent the business from being run effectively, including genuine 50/50 deadlock.
Disputes involving a director's conduct, authority, or removal from office - whether you are seeking removal or defending against it.
Disputes arising when a joint venture's governance, funding or exit provisions are tested by a disagreement between the JV partners.
Where a partner or co-shareholder has already filed a claim, the priority is understanding exactly what is alleged and on what basis.
Disputes over the terms, valuation or mechanics of a shareholder's exit, whether wanted or forced.
Concrete steps, in the order they usually happen.
We start from the memorandum, articles of association and any shareholder agreement, since these usually decide what remedies are actually available.
Court or arbitration, depending on the dispute resolution clause - getting this wrong wastes time and cost.
Buy-out, damages, an account of profits, or a negotiated exit - we advise on what is actually available before pursuing any of them.
Many shareholder disputes are commercially resolved once each side understands its actual legal position.
Where the matter proceeds, we prepare and present the case in whichever forum the company's documents specify.
You do not need any of this to call us - but having it ready makes the first conversation more useful.
Shareholder and partnership disputes are won on the constitutional documents and the governance record. What makes the difference is a team that reads them closely, from the start.
General information, not advice on your dispute. Positions and procedures can change and depend on your specific facts and documents.
Have the claim and the underlying shareholder or partnership agreement reviewed before responding. What you are entitled to, and what remedies are realistically available, depends heavily on the company's constitutional documents and the specific facts.
The Commercial Companies Law (Federal Decree-Law No. 32 of 2021) and the company's own memorandum and articles of association generally provide certain minority-protection mechanisms, though what applies depends on the company structure and the specific conduct in question.
A director's removal is generally governed by the company's constitutional documents and the Commercial Companies Law framework. Whether a removal is valid, or whether a removal being sought is defensible, depends on the process followed and the grounds relied on.
Deadlock is usually addressed first through the mechanisms in the shareholder or partnership agreement itself, if any exist - buy-out provisions, deadlock-breaking clauses, or dispute resolution terms. Where the agreement is silent or the parties cannot agree, the matter may need to proceed to negotiation, arbitration or the courts, depending on what the agreement provides.
JV disputes typically turn on the JV agreement itself - governance rights, funding obligations, exit mechanisms and deadlock provisions - and on what has actually happened between the parties. MBM reviews the agreement and the facts together before advising on options.
Exit is generally addressed through share transfer, buy-out or, in some cases, a company restructuring, depending on what the constitutional documents allow and whether the other shareholders agree. Where they do not agree, the position becomes a genuine dispute.
This depends entirely on what the shareholder agreement, articles of association or partnership agreement provide. Many corporate agreements include an arbitration clause, in which case the dispute proceeds there rather than before the ordinary courts.
Yes, though not in the same matter. MBM advises shareholders, partners and directors on both sides of these disputes, which gives a practical understanding of how each position is typically argued.
The company's memorandum and articles of association, any shareholder or partnership agreement, board and shareholder resolutions, and the financial and governance record of the company are generally central to these disputes.
The initial consultation with MBM is free. Cost thereafter depends on the value and complexity of the dispute, and whether it proceeds by negotiation, litigation or arbitration. MBM provides a scope and fee position before you instruct.
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.
A member of the MBM team will review what you have sent and come back to you with the appropriate next step.
Whether you are defending a claim or considering one, the earlier the constitutional documents are reviewed, the more options remain open. The first consultation is free.