Company Resolutions and MOA Amendments in Dubai
The Document, the Signatories and the Notary
A company in Dubai issues a board or shareholder resolution when a bank, the Department of Economy and Tourism (DET), a free zone authority or a foreign authority needs proof of a company decision, such as opening a bank account, changing its authorised signatory or appointing a manager. A change to the memorandum of association (MOA) itself, such as a new partner or new capital, requires an MOA amendment. In a limited liability company (LLC), the partners approve the amendment at the general assembly, and for a Dubai mainland company the DET authenticates it.
Whether the document goes before a notary depends on its recipient and on the change it records. Banks, free zone authorities and foreign authorities set their own requirements, and many of them accept only a notarised document.
At EGSH, the resolution or MOA addendum is drafted in Arabic and English in the format the recipient requires, with the signing authority and the required majority checked against the company's MOA. Foreign corporate documents receive a certified Arabic translation, the signatures are attested at the EGSH Notary Department, and the company receives a notarised document ready for the bank, the DET or attestation for use abroad. Where the company is registered with the Dubai Land Department (DLD), its DLD registration is updated after the amendment at EGSH, a Real Estate Registration Trustee centre.
MOA Amendment and Board & Shareholder Resolutions in Dubai
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How to Prepare a Company Resolution or MOA Amendment in Dubai
From Company Decision to Notarised Document
01
Visit EGSH
Visit EGSH without queues with the request from the bank, the DET or the free zone authority, as this request determines the document the company needs.
02
Signing Authority and Majority
The MOA is reviewed to confirm who may sign, which majority the decision needs and whether the change also requires an MOA amendment.
03
Drafting in Arabic and English
The resolution or MOA addendum is drafted in Arabic and English in the recipient’s format, and any foreign corporate document receives a certified Arabic translation.
04
Receive Your Notarised Resolution or MOA Addendum
Each signatory signs before the notary, or electronically where the authority allows it, and the company receives the notarised resolution or MOA addendum ready for submission.
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Documents Required for a Company Resolution or MOA Amendment
Licence, MOA, Signatories and Decision Details
Company Documents
The company’s valid trade licence and its memorandum of association with every registered amendment are required, as they show the current partners, managers and signing powers.
Signatories' Identification
Each partner, manager or authorised signatory who signs the document or is named in it provides an Emirates ID or a passport.
Details of the Decision
Each change is specified in full: the bank and the account, the new signatory and their limits, the incoming manager or partner, or the new capital and share split.
Corporate Partner and Representative
A corporate partner provides its own board resolution and incumbency certificate, legalised if issued abroad, and a representative signs under a power of attorney issued in Dubai.
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When You Need an MOA Amendment and When a Resolution Is Enough
An MOA amendment is needed when a decision changes what the memorandum of association records: the partners and their shares, the capital, the trade name or activities, or a manager appointed in the MOA itself. The managers of an LLC are appointed in the MOA, under a separate contract or, failing both, by the general assembly of partners. Replacing a manager named in the MOA therefore requires an amendment, while replacing a manager appointed under a separate contract does not.
Federal Decree-Law No. 32 of 2021 on Commercial Companies requires the MOA and each amendment to be drafted in Arabic and authenticated by the competent authority, which for a Dubai mainland company is the DET; an amendment that does not meet these requirements is void. Authentication takes place in person or by electronic signature, or before a notary public in the cases the authority determines. The amendment takes effect once it is registered in the commercial register.
A resolution is sufficient when the decision falls within the powers the MOA already gives the managers or the general assembly and leaves the MOA unchanged. Opening and operating a bank account, changing a bank signatory, granting a power of attorney and approving a transaction are typical examples. Where the change also appears on the licence, the MOA addendum supports the application to amend the trade licence with the DET.

Board Resolution to Open a Bank Account or Change a Signatory
A bank asks for a resolution to confirm who may open, operate and close an account on the company's behalf. Each bank sets its own document list. A resolution is commonly requested where the MOA does not expressly give the manager banking powers, or where a partner is a company. Where a partner is a foreign company, its constitutional documents are legalised in its country of registration and attested by the Ministry of Foreign Affairs (MOFA) in the UAE, and they form part of the documents banks ask for to open a corporate account.
A board resolution for bank account opening usually states the company's name and licence number, the bank, the decision to open the account, the authorised signatories and whether they sign alone or jointly, any transaction limits, the date and the signatures. Where the bank provides its own template, the resolution is drafted to that template.
A change of authorised signatory is made by a resolution naming the new signatory and the limits of their authority, and the resolution is then submitted to the bank. Where the signatory or the manager is named in the MOA, the MOA is amended first and registered with the DET, and the bank receives the amended MOA together with the resolution.

Board or Shareholder Resolution: Who Signs the Document
The signatories depend on who takes the decision under the MOA. A resolution on day-to-day matters such as banking is signed by the managers within the powers the MOA gives them, or by the partners where the MOA reserves the decision to them. An LLC is run by managers, so when a bank asks an LLC for a "board resolution", it usually means a resolution of the partners or of the managers in the bank's format. In a joint stock company, the board of directors signs.
An MOA amendment is approved by a shareholder resolution: partners holding at least three quarters of the shares represented at the general assembly must vote for it, unless the MOA sets a higher threshold, and a change that increases the partners' financial obligations requires the consent of all partners. When a partner sells shares to a non-partner, the other partners have 30 days from the date the manager is notified of the agreed price to claim the shares, and the sale proceeds once they waive this right or the period expires.
A corporate partner signs through its authorised signatory, whose authority comes from a resolution of that company's own board. A partner who cannot sign in person signs through a representative holding a power of attorney issued in Dubai that expressly covers the act.

Who Requires Notarisation, and When It Is Not Required
No general rule requires every company resolution to be notarised. The requirement comes from the recipient and from the type of change: the DET sets the authentication procedure for MOA amendments, while banks, free zone authorities and foreign recipients set their own document requirements.
For companies that own or acquire property in Dubai, the DLD registration and its later updates rely on the trade licence, the MOA with its amendment annexes and the owners' identification; a partners' resolution is not among the documents the DLD requires.

Arabic Text, Signatures and Official Fees
Where an MOA amendment also has an English version, the Arabic text applies in the UAE. Resolutions for banks and free zone authorities are usually prepared in both languages. A foreign document, such as a parent company's resolution, needs a certified Arabic translation, and the notary attests the translator's signature on it. Before attesting any signature, the notary verifies the identity, legal capacity and authority of each signatory.
Notary Fees for Company Resolutions in Dubai
Notary fees for company documents follow the official schedule for notary public services in Dubai. At the Dubai Courts, under Executive Council Resolution No. (72) of 2025, the fees are:
- Instrument with no stated value, such as a typical resolution: AED 200 per signature
- Instrument valued up to AED 100,000: AED 300 per signature
- Instrument valued above AED 100,000: 0.5% of its value, up to AED 15,000
- Electronic data entry: AED 100 for each party
- Power of attorney: AED 100 per signature
- Translator's signature: AED 25 per page of the original
Since 2 January 2026, private notaries in Dubai charge AED 100 for the electronic registration of each party and AED 100 per signature.

Share Transfers and Using the Document Abroad
A partner in an LLC assigns shares under an attested instrument made in accordance with the MOA, and the assignment binds the company and third parties only once it is recorded in the commercial register. Where the company owns property in Dubai, the transfer is followed by registering the company shares sale with the DLD.
Before use abroad, an amended MOA receives MOFA attestation and is then legalised by the embassy of the destination country, and a notarised resolution follows the same procedure. A foreign parent company's resolution is notarised in its country of issue and legalised by that country's foreign ministry and the UAE embassy, and in Dubai the attestation of a parent company's board resolution is completed by the MOFA.

Related Services
Frequently Asked Questions
Is a board resolution required to open a company bank account in the UAE?
It depends on the bank and on the MOA. Where the MOA does not expressly give the manager power to open, operate and close bank accounts, the bank asks for a resolution granting that authority. Where a partner is a company, the bank usually also asks for that company’s own resolution, often notarised.
How do I write a board resolution for opening a bank account?
The resolution follows the bank’s format and states the company’s name and licence number, the bank, the decision to open the account, the authorised signatories and whether they sign alone or jointly, any limits, the date and the signatures. EGSH drafts it in Arabic and English and follows the bank’s own template where one is provided.
What is the difference between a board resolution and a shareholder resolution?
A board resolution is a decision of the management body: the board of directors of a joint stock company, the managers of an LLC or the board of a parent company. A shareholder resolution is a decision of the partners at the general assembly. An amendment to the MOA of an LLC is approved only by the partners, by at least three quarters of the shares represented at the general assembly.
What is a board resolution certificate?
It is usually an extract or certified copy of a resolution, signed by an authorised officer of the company, confirming that the decision was validly adopted. It is presented in place of the full minutes where the recipient accepts it, and some recipients ask for it to be notarised.
Does a board resolution need to be notarised in Dubai?
There is no general rule. The recipient decides: the bank, the DET, the free zone authority or the foreign authority. A resolution to be used outside the UAE is notarised in Dubai and then attested by the MOFA.
How do I amend the MOA of an LLC in Dubai?
The partners approve the change at the general assembly with at least three quarters of the shares represented, unless the MOA sets a higher threshold. The amendment is drafted in Arabic and authenticated by the DET, before a notary where the DET requires it, and takes effect once it is registered in the commercial register.
How do I change the authorised signatory of my company?
The managers or the partners adopt a resolution naming the new signatory and the limits of their authority, and the resolution is submitted to the bank. If the signatory or the manager is named in the MOA, the MOA is amended first and the change is registered with the DET.
How much does it cost to notarise a resolution or MOA amendment in Dubai?
At the Dubai Courts, the fee for an instrument with no stated value is AED 200 per signature, for one valued up to AED 100,000 it is AED 300 per signature, and above that it is 0,5% of the value, up to AED 15,000. Electronic data entry adds AED 100 for each party. Private notaries charge AED 100 for registering each party and AED 100 per signature, and translation and attestation are charged separately.
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Official Sources
- UAE Legislation, Federal Decree-Law No. (32) of 2021 on Commercial Companies
- Dubai Legislation Portal, Law No. (4) of 2013 Concerning Notaries Public in the Emirate of Dubai
- Dubai Legislation Portal, Executive Council Resolution No. (72) of 2025 on Notary Public Fees
- Dubai Media Office, Dubai Courts Private Notary Public Fees from 2 January 2026
- Dubai Land Department, Company Registration Application
Disclaimer
Updated October 2026: rules for company resolutions and MOA amendments checked against Federal Decree-Law No. 32 of 2021 and the published DLD requirements; notary fees checked against Executive Council Resolution No. (72) of 2025 and the Dubai Courts private notary fee decision.
This page provides general information on company resolutions and MOA amendments in Dubai and is not legal advice on a particular company or dispute between partners. MOA amendments are authenticated by the licensing authority. Banks and free zone authorities set their own document requirements, and fees are confirmed by the notary or the authority before signing.













































































































































