Share Purchase Power of Attorney in UAE

A Share Purchase Power of Attorney is a special, legally binding document. It gives a trusted person the authority to buy shares of a company for you in the UAE.

A Share Purchase Power of Attorney formally authorizes a trusted individual to act on your behalf, specifically for buying company shares. This authorized person can:

• Sign papers related to buying shares.
• Deal with the company or other share sellers.
• Handle money transfers for the purchase.
• Complete all the steps to make you the new owner of the shares.

This is a specific type of Power of Attorney because it focuses only on buying shares. It's also part of managing your Business Power of Attorney needs, as it relates to your business investments.

When buying or transferring company shares in the UAE, choosing the right type of Power of Attorney (POA) matters. Here are the main types and how they work, with real-world examples:

1. General Share Purchase POA

This type gives broad authority to someone to handle all share-related activities, including buying, selling, signing documents, attending meetings, and more.
Example: Ahmed, who owns multiple businesses in the UAE, gives a general POA to his business partner to manage all share transactions on his behalf while he’s abroad.

2.  Specific Share Purchase POA

This POA limits the authority to a single, defined transaction, like buying shares in a particular company.

Example: Fatima wants to buy shares in a company called XYZ LLC but cannot be present. She gives her brother a specific POA to complete just this one share purchase deal.

3. Notarized Share Purchase POA

A notarized POA is legally witnessed and stamped by a Notary Public in the UAE. It must be either in Arabic or bilingual (Arabic + English), as most government departments only accept POAs in this format.

Example: Rohan prepares a POA to authorize an agent to sell his shares in a Dubai mainland company. He notarizes it at the Dubai Notary Public to make it legally valid.

4. Overseas Share Purchase POA

When a POA is signed outside the UAE, it must be notarized locally, attested by the UAE Embassy, and then stamped by the UAE Ministry of Foreign Affairs (MOFA) to be accepted.
Example: Priya, who lives in India, is selling her shares in a UAE Free Zone firm. She signs and notarizes a POA in India, gets it attested by the UAE Embassy there, and finalizes the attestation in Dubai via MOFA.

5. Corporate Share Purchase POA

Sometimes, a company, rather than an individual, gives Power of Attorney to someone to handle share purchases. In such cases, the POA should be typed on the company’s letterhead, signed by the authorized person(s), and supported by a board resolution. Depending on whether the company is in the mainland or a Free Zone, notarization may also be needed.

Example: ABC FZCO, a company in Dubai Silicon Oasis, wants to invest in a new startup. The board issues a POA to their legal manager to handle the entire share purchase process in the company’s name.

Many people and businesses find a Share Purchase POA very useful:

• Overseas Investors: If you live outside the UAE but want to buy shares in a UAE company.
• Busy Business Owners/Executives: If you have little time to handle the share purchase yourself.
• Elderly Individuals: If you need assistance with financial transactions.
• Individuals with Health Issues: If you are unable to travel or manage the process yourself.
• Companies: If a company needs an authorized person to buy shares on its behalf (e.g., for employee stock plans, new investments).
• Foreign Company Representatives: If a foreign company is buying shares in a UAE entity, it can authorize a local representative to handle the process.
• Co-investors: If a group of people is buying shares together, one can be appointed to handle the process for all.

In short, anyone who needs a trusted person to complete a share purchase for them in the UAE can benefit.

When you give a Share Purchase POA, here's a simple idea of how it works:

1. You (The Principal): You are the person who wants to buy the shares, but you can't be there, or you want someone else to handle it.
2. Your Agent: You choose a person you trust (your lawyer, a family member, or a business partner) to act for you.
3. The POA Document: This is the legal document that outlines the scope and limits of the authority granted to your Agent. It clearly states that your Agent has the power to buy shares for you.
4. Agent Acts for You: Once the POA is official, your Agent can visit the company, meet the seller, or go to any government office. They can sign documents and take actions as if you were present, strictly within the scope defined in the POA.
5. You Become the Owner: Even though your Agent does the work, you are the one who becomes the legal owner of the shares.

This makes buying shares much easier, especially if you are not in the UAE or are very busy.

A Share Purchase POA lets someone else handle share-related tasks for you, useful if you're unavailable or outside the UAE. Here's how it works and why it's important.

Here’s why it’s a smart move:

1. Convenience: You don’t need to travel or be present physically for the transaction. Whether you're abroad or just busy, your POA holder can handle it all.
2. Faster Transactions: Share deals often have tight deadlines. With a POA, decisions and signatures don’t get delayed waiting for your availability, making the entire process faster.
3. Legal Compliance: In many UAE jurisdictions (like Free Zones or mainland authorities), having a notarized POA is required to allow someone else to sign on your behalf. It's not just convenient, it’s often mandatory.
4. Cost-Effective: Instead of flying in just to sign a few documents, you can save time and travel costs by using a POA.
5. Useful in Joint Ventures or Investments: If you're doing a joint venture or multiple investments, giving POA to your legal advisor makes handling share-related tasks easier and faster.

Issuing a Share Purchase Power of Attorney (POA) in the UAE involves a few legal steps. These steps make sure your document is accepted by government authorities and can be used for share transfers and purchases.

Step 1. Prepare the Required Documents

Before starting, you need to collect some basic documents:

• Your valid passport copy
• UAE visa or Emirates ID (if you’re inside the UAE)
• Your Agent’s passport copy
• Agent’s UAE visa or Emirates ID (if they live in the UAE)
• Company name and number of shares you plan to buy
• Any documents that show share ownership or agreements

For corporate buyers: You may also need documents like a Board Resolution or the company’s Articles of Association. These prove that your company is officially allowed to issue a Power of Attorney.

Step 2. Drafting the POA Document

Next, the Power of Attorney must be written clearly. It should:

• Include your full name (the Principal) and your Agent’s full name, along with their license number (if applicable)
• Clearly describe what powers you are giving the Agent, such as:
  • Signing the share purchase agreement
  • Stating the number of shares involved
  • Collecting company-related documents
  • Representing you before government departments and other authorities
  • Submitting all necessary applications or forms
• Be written in a legal format accepted in the UAE
• Usually, it is prepared in both English (for your understanding) and Arabic (for official use)

This step is important because unclear or incomplete POAs can be rejected during notarization.

Step 3. Sign and Notarize the POA

You must sign the POA in front of a Notary Public:

• If you're in the UAE: Visit the local Notary Public office. You may need to go with your Agent depending on the notary's rules.
• If you're outside the UAE:
  • Sign the POA before a Notary Public in your country
  • Get the document stamped by your country’s Ministry of Foreign Affairs
  • Then, take it to the UAE Embassy or Consulate in your country for
  • attestation

This step is necessary to make sure your document is legally accepted in the UAE. In Dubai and Abu Dhabi, you can also use eNotary services, which allow you to complete the notarization process online without visiting a notary's office in person.

Step 4. Attestation in the UAE

If your POA was signed outside the UAE, it must be attested by the UAE Embassy in that country and then stamped by the UAE Ministry of Foreign Affairs (MOFA) when it arrives. In many cases, it may also need to be acknowledged by a UAE-based notary before it can be used for official transactions. This process confirms that the document is real and officially accepted in the UAE.

Step 5. Translation to Arabic

All legal documents used in the UAE must be in Arabic. So, if your POA is in English or another language, it must be translated by a MOJ-certified legal translator.

• The translated version is submitted with the original POA
• Some notaries may require both the English and Arabic versions for recordkeeping

This ensures that government departments can fully understand and process your POA.

Step 6. Using the Share Purchase POA

Once the POA is fully signed, notarized, attested, and translated, it is ready to use. Your Agent can now represent you in all share-related matters based on what is written in the POA.

Need clarity on where to begin? You can reach out to a legal expert to make sure everything is done correctly.

Contact Safe Ledger now to get started!

A Share Purchase POA is very specific. It lists exactly what your Agent can do regarding buying shares.

Your Agent, with a correctly made POA, can typically:

• Negotiate & Agree: Talk and agree on the price and terms for buying shares.
• Sign Documents: Sign share transfer forms, sale agreements, and any other papers needed for the purchase.
• Make Payments: Arrange or authorize payments for the shares.
• Deal with Relevant Authorities & Companies: Work with the company whose shares you are buying, or with the company that manages the shares (like a share registrar).
• Complete Registration: Handle the steps to get the shares registered in your name (or your company's name).
• Receive Certificates: Collect the new share certificates or proof of ownership for you.
• Represent You: Act on your behalf in front of any government offices related to the share purchase.

We create the POA in a way that clearly explains what the Agent can and cannot do. It gives them just enough power to handle the share purchase while keeping your rights protected.

To be clear, here's a list of the main documents required for a share purchase power of attorney:

For the Person Giving the Power (The Principal):

• Valid Passport Copy: Clear copy, showing photo and signature.
• UAE Visa Page Copy & Emirates ID Copy: If you live in the UAE.
• Contact Information: Full address, phone, email.
• Details of the Shares to be Purchased:
  • Full name of the company whose shares you want to buy.
  • Type of shares (e.g., common shares, preference shares).
  • Number of shares to be purchased (if known).
  • Name of the seller (if known).
  • Any draft Sale and Purchase Agreement (SPA) if available.

For the Person Receiving the Power (The Agent):

• Valid Passport Copy: Clear copy, showing photo and signature.
• UAE Visa Page Copy & Emirates ID Copy: If they live in the UAE.
• Contact Information: Full address, phone, and email.

Important Note: All documents must be clear. If any document is not in Arabic, it will need a legal translation for official use.

When dealing with a share purchase POA in the UAE, it's good to know some legal points:

• Specificity is Key: The more specific your POA is about which shares to buy and from whom, the safer it is. A vague POA can be risky.
• Governing Law: The POA will be governed by UAE law. It must follow all local rules.
• Notarization and Attestation:  As mentioned, these steps are vital for the POA to be legally accepted in the UAE. If signed outside the UAE, it must be attested by the relevant UAE Embassy and legalized by the Ministry of Foreign Affairs (MOFA) within the UAE.
• Agent's Trustworthiness: Choose your Agent very carefully. This person will have the legal power to act for you.
• Clarity of Powers: The POA should list what the Agent can do and, sometimes, what they cannot do.
• Financial Scope: The POA usually focuses only on the share purchase. It won't give your Agent access to your bank accounts unless you give separate, specific banking powers (which is not usually part of a share purchase POA).
• Review: Always review the share purchase power of attorney draft carefully before it's finalized.

Safe Ledger ensures your share purchase POA is legally sound and protects your interests.

Understanding how long your share purchase POA is valid and how you can manage it is important.

Validity of Share Purchase POA

A share purchase power of attorney usually remains valid:

• Until the Task is Done: It typically stays valid until the specific share purchase it was made for is completed.
• For a Set Time: You can also choose to put an end date in the POA itself (e.g., "valid for 6 months").
• Until You Cancel It: You always have the right to cancel the POA at any time, as long as you are mentally able.
• Upon Death: The POA automatically stops being valid if you (the Principal) or your Agent passes away.

Also, keep in mind, some POAs come with a built-in expiry, usually 2 years from the date of issue, unless stated otherwise.

Renewal of Share Purchase POA

There isn't a standard "renewal" process like with a yearly permit. If the share purchase takes longer than expected, or if your POA had an expiry date that has passed, you would typically need to create a new Share Purchase POA.

This new POA would replace the old one and give fresh powers. We can guide you through the renewal of the share purchase power of attorney process by helping you prepare a new document.

Cancellation of Share Purchase POA

You can always cancel a share purchase power of attorney if your plans change or you no longer trust your Agent. This is your right to control.

Steps to cancel a POA generally involve:

1. Draft a Cancellation Document: A formal legal document stating you want to cancel the old POA. It should mention the details of the original POA (date, names).
2. Notarization: This cancellation paper must also be signed and officially stamped by a Public Notary in the UAE. If you are outside the UAE, the same attestation steps apply.
3. Tell Your Agent: It's crucial to tell your Agent (the person whose power you are cancelling) right away, in writing.
4. Tell Others: You must also tell any companies, banks, or government offices that received a copy of your original POA. This stops your old Agent from acting for you anymore.
5. Publish a Notice: It’s not required, but highly recommended to publish a cancellation notice in a UAE newspaper or official gazette. This adds legal safety, especially for high-value share deals, and makes sure everyone knows the POA is no longer valid.

This process ensures that the cancellation of the Share Purchase power of attorney is legally sound.