Operating Agreement For Corporation Template for United Arab Emirates

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Key Requirements PROMPT example:

Operating Agreement For Corporation

"I need an Operating Agreement For Corporation for a UAE-based technology startup with three international shareholders, including specific provisions for future funding rounds and technology IP protection, planned to be effective from March 2025."

Document background
The Operating Agreement For Corporation is a crucial document required for establishing and operating a corporation in the United Arab Emirates. It serves as the primary governance document that defines the relationship between shareholders, management structure, and operational procedures in accordance with UAE Federal Law No. 32 of 2021 and related regulations. This agreement is typically prepared during company formation or when updating governance structures, containing detailed provisions for share capital, management appointments, voting rights, profit distribution, and dispute resolution. It must align with UAE corporate law requirements while accommodating specific business needs and ensuring proper corporate governance.
Suggested Sections

1. Parties: Identification of all shareholders/members and the corporation itself

2. Background: Context of the agreement formation and company establishment

3. Definitions: Key terms used throughout the agreement

4. Formation and Name: Details of company formation, trade name, and registration

5. Purpose and Powers: Company's business objectives and permitted activities

6. Principal Place of Business: Registered office and branch locations

7. Term and Dissolution: Duration of the company and dissolution procedures

8. Capital Structure: Share capital, classes of shares, and contribution requirements

9. Management Structure: Board composition, appointment process, and management roles

10. Shareholders Meetings: Procedures for general assemblies and voting rights

11. Board Meetings: Procedures for board meetings and decision-making

12. Officers and Duties: Roles and responsibilities of corporate officers

13. Financial Affairs: Accounting, auditing, and financial management procedures

14. Transfer of Shares: Share transfer restrictions and procedures

15. Exit Provisions: Procedures for member exit, including buy-sell provisions

16. Confidentiality: Protection of company confidential information

17. Dispute Resolution: Procedures for resolving internal disputes

18. Governing Law: Application of UAE law and jurisdiction

Optional Sections

1. Preemptive Rights: Used when shareholders should have first right to purchase new shares

2. Tag-Along Rights: Include when minority shareholders need protection in sale scenarios

3. Drag-Along Rights: Include when majority shareholders need power to force sale participation

4. Islamic Finance Compliance: Include for Sharia-compliant businesses

5. Intellectual Property: Include when company has significant IP assets

6. Non-Competition: Include when shareholders should be restricted from competing

7. Emergency Procedures: Include for critical business operations requiring contingency plans

8. Branch Operations: Include when company operates multiple branches

9. Foreign Ownership Provisions: Include when foreign investors are involved

Suggested Schedules

1. Schedule 1 - Share Capital Details: Detailed breakdown of share capital and shareholder contributions

2. Schedule 2 - Shareholder Information: Complete details of all shareholders including contact information

3. Schedule 3 - Board Members: List of initial board members and their details

4. Schedule 4 - Business Plan: Initial business plan and objectives

5. Schedule 5 - Reserved Matters: List of decisions requiring special approval

6. Schedule 6 - Company Policies: Key operational and governance policies

7. Appendix A - Corporate Structure Chart: Visual representation of corporate structure

8. Appendix B - Initial Assets: List of company's initial assets and valuations

9. Appendix C - Specimen Signatures: Authorized signatures for company operations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Technology

Retail

Professional Services

Real Estate

Healthcare

Financial Services

Construction

Hospitality

Trading

Logistics

Education

Media and Entertainment

Consulting

Relevant Teams

Legal

Corporate Governance

Executive Leadership

Finance

Compliance

Risk Management

Corporate Affairs

Board Secretariat

Shareholder Relations

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Corporate Secretary

Board Director

Managing Director

Compliance Officer

Legal Counsel

Company Secretary

Finance Director

Operations Director

Risk Manager

Corporate Governance Officer

Shareholder Relations Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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