Board Resolutions are formal documents that record decisions made by a company’s directors or shareholders. In Dubai, these resolutions are legally required for major business actions, from opening bank accounts to changing company structure.

At Notary Public Dubai, we specialize in drafting, notarizing, and attesting Board Resolutions to ensure full compliance with UAE corporate laws. This comprehensive guide covers everything you need to know about Board Resolutions in Dubai, including types, requirements, and how our services can streamline your corporate governance.

What Are Board Resolutions?

A Board Resolution is a legally binding document that:
✔ Records decisions made by company directors/shareholders
✔ Is required for significant business changes
✔ Serves as proof of corporate approval
✔ Must often be notarized for legal validity

Without proper resolutions, companies risk non-compliance penalties, rejected transactions, and legal disputes.

When Are Board Resolutions Required in Dubai?

1. Company Formation & Licensing

• Approving Memorandum of Association (MOA)
• Appointing first directors

2. Financial Matters

• Opening/closing bank accounts
• Taking loans or mortgages
• Dividend distributions

3. Operational Changes

• Hiring/firing senior management
• Entering major contracts
• Changing business activities

4. Structural Changes

• Adding/removing shareholders
• Changing company name
• Winding up the business

5. Compliance Requirements

• Annual general meetings
• Auditor appointments
• License renewals

Types of Board Resolutions in Dubai

1. Ordinary Resolutions

• For routine decisions
• Requires simple majority (50%+1 vote)
• Examples: Approving budgets, minor contracts

2. Special Resolutions

• For significant changes
• Requires 75% majority
• Examples: Changing MOA, company dissolution

3. Unanimous Resolutions

• All directors/shareholders must agree
• Used for sensitive matters
• Example: Changing shareholder rights

4. Circular Resolutions

• Passed without physical meeting
• Must be signed by all members
• Common in Dubai Free Zones

Legal Requirements for Board Resolutions

1. Mandatory Components

• Company name & registration number
• Meeting date/location (if applicable)
• Clear decision statements
• Voting results
• Director/shareholder signatures

2. Notarization Requirements

• Required for:
  • Bank account openings
  • Property transactions
  • Free Zone submissions
• Must be signed before Dubai Notary Public

3. Language Rules

• Arabic versions needed for government submissions
• Bilingual (Arabic/English) recommended

How to Prepare & Notarize Board Resolutions?

Step 1: Drafting the Resolution

Our legal experts prepare documents including:

• Precise decision wording
• Complete company details
• UAE-compliant legal language

Step 2: Board Approval

• Directors/shareholders meet (physically or virtually)
• Proper quorum must be present
• Votes recorded in minutes

Step 3: Notarization Process

• Signatories appear before Dubai Notary
• Original company documents presented
• Official stamps applied

Step 4: Submission & Filing

• Submitted to relevant authorities:
  • DED (Mainland companies)
  • Free Zone authorities
  • Banks/government entities

Why Choose Our Board Resolution Services?

✔ 100% Compliance with UAE Corporate Laws
✔ Same-Day Notarization Available
✔ Free Zone & Mainland Expertise
✔ Bilingual Drafting (Arabic/English)
✔ Serving All Dubai Areas:

• DIFC
• DMCC
• JAFZA
• Dubai Silicon Oasis
• All Mainland Businesses

FAQs About Board Resolutions

1. Can a single director sign a board resolution?

Yes, for single-shareholder companies. Others need proper quorum.

2. How long are resolutions valid?

Permanently, unless superseded by new resolutions.

3. Do all resolutions require notarization?

No, but banks/government entities often require it.

4. Can we pass resolutions electronically?

Yes, but physical notarization still needed for official use.

5. What happens if we don’t document resolutions properly?

Risk of rejected transactions, fines, or legal challenges.

Conclusion

Proper Board Resolutions are essential for corporate governance in Dubai. At Notary Public Dubai, we ensure your resolutions are legally compliant, properly notarized, and accepted by all UAE authorities.

📞 Contact us today for expert Board Resolution services!