Registers, resolutions, renewals and filings, kept in order all year
A company is a set of records as well as a business. The licence falls due for renewal, usually every year. The authority expects to be told when a director, manager or shareholder changes. The register of beneficial owners has to match who really owns the company, and in most cases the shareholders are meant to meet each year and approve the accounts. None of it is difficult. It is simply nobody’s job, so it gets done late, or turns out to be missing on the day the bank, an investor or a buyer asks to see it.
We take that job on for you. We keep one calendar of every date your licensing authority sets, prepare the notices, minutes and resolutions, keep the statutory registers, file each change when it happens, and renew the licence before it lapses. The company’s paperwork is then in order before anyone asks for it.
Service overview
Ongoing company secretarial support for mainland LLCs, free zone companies and offshore companies in the UAE. The work covers the annual compliance calendar and licence renewal, the yearly general assembly or annual general meeting with its notice, minutes and resolutions, the registers of partners or shareholders, directors and officers, and beneficial owners, and the filings that follow a change of director, manager, secretary or shareholder. Where a free zone requires a company secretary on the record, we do the work behind the role and support whoever holds it, and if you would rather keep the function in-house, we help you set it up. Licence amendments and share transfers are handled with our Licensing and Compliance team, and the accounts and audit behind the annual meeting with Tax, Accounting and Audit.
- One compliance calendar per company, with every authority deadline tracked
- Notices, minutes and board and shareholder resolutions drafted for signature
- Statutory and beneficial-owner registers kept current and filed on time
- Changes of directors, managers, secretaries and shareholders filed with the authority
How the ongoing service works
1. Records review. We read the licence, the memorandum and articles, the registers and the latest filings against what the authority holds, and list what is missing, out of date or about to fall due.
2. Catch-up. Anything overdue is put right first: a change of manager that was never filed, a beneficial-owner register that was never updated, accounts the shareholders never approved.
3. Calendar. Every recurring date goes into one calendar for the company: the licence and establishment card renewals, the annual meeting, the audit and accounts deadline, the lease, and anything your free zone asks for at renewal.
4. Through the year. We prepare the notice, agenda, minutes and resolutions for each meeting and decision, update the registers, and file each change with the authority inside its deadline.
5. Renewal. Before the licence expires we collect what the authority needs and renew it, and you receive the renewed licence with the updated registers and resolutions for your own file.
Ongoing service or a single document
The work repeats every year: a renewal, a meeting and usually at least one change, so it is usually simpler to hand over the whole year. If all you need is one document, such as a board resolution for the bank, an extract of the register or a change of manager, we do that as a one-off piece of work. We quote once we have seen the company’s records, and the price depends on the licensing authority, the number of companies and the changes you expect. Authority fees are separate, and we list them before anything is filed.
Some things sit outside the service. We do not give legal opinions or act in shareholder disputes; where a matter needs a lawyer, we say so and bring one in. The audit itself is carried out by a licensed auditor, and we coordinate it so the accounts are approved and filed on time. Corporate tax and VAT returns are handled by our tax team.
What each authority expects
Mainland LLCs (Dubai DET and the other economic departments). The general assembly meets at least once a year, within four months of the financial year-end, to approve the accounts and appoint the auditor. The company keeps a register of partners at its head office and its accounting records for at least five years. A change of partner or capital is made by amending the memorandum, which is attested through the department and takes effect once it is registered, and a change of manager is filed with the department too. A mainland LLC is not required to appoint a company secretary. The licence normally runs for a year at a time and has to be renewed before it expires.
Free zone companies. Each zone has its own company regulations. DMCC, JAFZA, DAFZA and IFZA all require a company to keep a director, a manager and a company secretary on the record; Meydan requires directors and a general manager. Changes are filed through the zone’s portal on its own resolution templates and within its own deadline: DMCC, for example, allows fourteen business days for a change of officer. DMCC and JAFZA require audited accounts every year, and DMCC also requires an annual general meeting. IFZA now asks for financial statements at each licence renewal.
DIFC and ADGM. The two financial free zones have their own company law. Both expect a confirmation statement every year (in the DIFC it goes with the licence renewal), annual accounts, and up-to-date registers of shareholders, directors and beneficial owners. A private company in either centre may appoint a company secretary but does not have to; a public company must.
Offshore companies (RAK ICC and JAFZA Offshore). An offshore company acts through its registered agent. A RAK ICC company is renewed every year through its agent, with the registry’s yearly fee, and a change of director is reported to the registry; a company that is not renewed is eventually struck off the register. A JAFZA Offshore company must also keep a company secretary, hold a general meeting every year and have its accounts audited.
Documents you will need
- Trade licence, memorandum and articles, and every amendment since incorporation
- Passport, Emirates ID and visa copies of the shareholders, directors, manager and secretary
- Registers of partners or shareholders, directors and beneficial owners, where they exist
- Minutes and resolutions of earlier shareholder and board meetings
- Latest audited accounts and the auditor’s appointment letter
- Establishment card and the current lease or Ejari
- Share certificates and, for offshore companies, the registered agent’s details
- A group chart showing every owner up to the individuals at the top
Key features
The filing most often missed is the beneficial-owner register. Every company licensed in the UAE outside the DIFC and ADGM, other than a wholly government-owned one, keeps a register of its beneficial owners and a register of its partners or shareholders, files them with its licensing authority within sixty days of registration, and reports any change within fifteen days. A share transfer or a change higher up the group often goes unreported, and the authority can answer with a written warning and then fines.
The other cost is finding the gap at the wrong moment. Banks review their corporate customers, and investors and buyers go through the registers and resolutions line by line. A missing resolution or an out-of-date register holds up the account, the funding round or the sale until it is put right. Minutes written when the decision was taken cost very little. Rebuilding three years of records in the middle of a transaction costs the timetable.
Frequently asked questions
It depends on where the company is registered. A mainland LLC does not need one: the law requires a board secretary only for joint stock companies. DMCC, JAFZA, DAFZA and IFZA require a company to have a secretary on the record alongside its director and manager. In the DIFC and ADGM a private company may appoint one but does not have to. Whatever the rule, the records still have to be kept by someone.
Often, yes. DMCC and the regulations that apply to DAFZA let a director or the secretary also act as manager, provided the manager is an individual. Rules on residency differ: under the DAFZA regulations the manager must be a UAE resident.
A mainland LLC holds its general assembly at least once a year, within four months of the financial year-end. A DMCC company holds its first annual general meeting within eighteen months of registration and then one every twelve months. A JAFZA Offshore company meets every calendar year. Where a meeting is required we prepare the notice, agenda, minutes and resolutions.
It depends on the authority and on how quickly the signed documents come back. DMCC, for example, quotes two to three weeks of processing for a change of officer once the request is complete. On the mainland a change that amends the memorandum also has to be attested and registered before it takes effect.
No, not for financial years ending after 31 December 2022. The requirement was withdrawn in 2024. Notifications and reports for the 2019 to 2022 financial years still count, so a missed filing from those years is worth checking.
In most cases yes, and sooner is cheaper. An expired licence can attract fines, and an offshore company that is not renewed is eventually struck off the register. We start with a records review, tell you what is overdue and what the authority will charge, and then file.
7,000+companies established
2017in the UAE since
DETlicensed by Dubai Economy and Tourism
4offices — Dubai, Riyadh, Muscat & UK
Company records to keep in order? Tell us the authority, how many companies and what has changed.
Records out of date?
Give us the authority and what has changed since the licence was issued. We check the registers and filings against it and list what needs doing, with the authority fees, before anything is filed.
