Any appointed company directors and secretaries in the UAE are referred to as company officers. According to local rules and regulations, each company may be able to appoint several directors, a company manager, legal representatives, and a secretary. A company branch can have a manager; but, the appointment of a secretary, legal representative, and the director is optional. As for individual or subsidiary companies, they’re required in appointing at least a director and a manager. The appointment of legal representatives and a secretary is discretionary. Officers of a company will be the ones who are responsible for the management of company affairs.
In a company, the director is the one tasked and legally responsible for making sure the business is fully compliant to statutory filing requirements that are set by local authorities. A company secretary’s role isn’t specified by the legislation; however, may be defined upon employment. Take note: a corporate entity or individual can both be a secretary and a director.
Removal or appointment of a company director
Requirements for changing company officers in UAE
There are a number of documents required in updating the local authorities regarding the change that has been made on the appointment of officers, and they are as follows:
- Resolution indicating the company’s intent in changing its officers – The resolution should specify the changes on the management e.g. appointment and resignation of manager, legal representative, secretary or manager. Shareholders’ resolution, for individual companies, is to be signed by all the stakeholders. If there’s a POA that is used with the signing, the original copy of the POA has to be presented to a notary public in Dubai for verification. As for a subsidiary company or branch in UAE, a board resolution from the parent company (with signatures of the authorized signatories) is to be presented.
- Certificate of incumbency – this is applicable only to subsidiary companies and company branches in UAE. The certificate has to be legalized and notarized. Take note: it should be issued recently and not more than one year.
- Specimen signature – this has to be filled out by the people or corporate entities involved.
- Visa and passport copy – should be at least six months valid
- Proof of address – The proof of address has to be dated recently and not more than six months old. The proof of address can be proof of billing which is under the officer’s name
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