Private Equity & Investment Law in UAE
Strategic Legal Solutions for Private Equity, Venture Capital & Investment Transactions
Private Equity Legal Advisory in Dubai
Businesses, investors, start-ups, family offices, venture capital firms and foreign investors entering the UAE market often encounter complex legal and regulatory requirements. Whether you are investing in private equity, structuring a joint venture, buying shares in a UAE company or expanding an investment portfolio, the proper legal guidance is critical.
At Moores Rowland in Dubai, our legal and business advisory professionals advise clients in Dubai and Abu Dhabi on practical and commercially focused solutions in relation to private equity and investment law in the UAE.
We help investors protect their interests, reduce their risks, structure their deals correctly and comply with UAE regulations.
We assist local and international clients with investment transactions, shareholding structures, mergers and acquisitions, venture capital investments, due diligence, regulatory compliance and corporate restructuring matters in the UAE.
Why Private Equity & Investment Law Matters
The UAE has been one of the top investment destinations in the region. Dubai and Abu Dhabi continue to attract private investors and investment funds from all over the world with investor-friendly reforms, 100% foreign ownership in many sectors, free zones, strong infrastructure and strategic access to the global markets. However, the investment transactions in the UAE require careful legal planning. Each investment deal may comprise:
- Shareholders’ rights
- Company structures of ownership
- Limitations on foreign ownership
- Regulatory Approval
- Investment Agreements
- Exit Rights
- Corporate governance
- Financial Regulatory Requirements
- Tax Implications
- Cross-border Transaction Risks
Investors without adequate legal support may be exposed to disputes, compliance penalties, unclear ownership rights or financial losses.
Our legal experts explain the UAE legal framework in simple and practical terms to our clients prior to committing to any investment transaction.
Speak with Our Private Equity & Investment Legal Experts in UAE
If you are looking to structure private equity and investment opportunities in the UAE – be it setting up a fund, making an investment, or buying, selling or capital raising – our Private Equity & Investment Legal Experts in Dubai can support your goals in all areas of private equity and investment law, with practical advice to support your interests in the UAE.
We provide services across Dubai, Abu Dhabi and throughout the UAE. Get in touch with us today for a confidential conversation. Let us help you structure and invest with confidence across the UAE.
Our Private Equity & Investment Legal Services in UAE
We provide a full range of legal and adviser services for businesses and investors in Dubai, Abu Dhabi and throughout the UAE.
Private Equity Transaction Support
We help our investors and businesses to structure private equity deals which are legally safe and commercially viable through the preparation and review of:
- Share purchase agreements
- Share subscription agreements
- Convertible investment agreements
- Investor rights agreements
- Exit and buy-back agreements
- Corporate governance agreements
- Provisions to protect minority shareholders
- All investment agreements.
We aim to provide an investment framework which is drafted in a clear and UAE-friendly manner.
Venture Capital and Startup Investment Services
The UAE startup system is growing fast, especially in Dubai and Abu Dhabi. Investors and startups must have a legally sound structure before accepting or providing any investment.
We provide:
- Startup investment structuring
- SAFE agreements
- Convertible notes
- Seed docs
- Angel investment agreements
- Founders agreements
- Equity allocation structures
- ESOP and employee shares structures
- Shareholder negotiations
We work with startups and investors to minimize future investments’ disputes by ensuring correct documentation is in place from the start.
Mergers & Acquisitions (M&A) in UAE
Private equity transactions usually involve mergers, acquisitions, or business restructuring. We help companies and investors through the whole M&A process.
We can offer:
- Legal due diligence
- Acquisition structuring
- Share sale transactions
- Asset purchase agreements
- Risk assessment
- Regulatory compliance checks
- Negotiation support
- Post-acquisition restructuring
We assist our clients in evaluating risks before signing of the transaction and also in compliance of the executive organization with the UAE corporate requirements.
Shareholder Agreements and Investor Protection
A well-drafted Shareholder Agreement is one of the most important documents in any investment deal.
Our legal experts can assist you in drafting or reviewing of the Shareholder Agreement that includes details on:
- Voting rights
- Dividend rights
- Board control
- Exit rights
- Drag-along and tag-along rights
- Deadlock resolution
- Profit distribution
- Transfer restrictions
- Non-compete clauses
- Minority investor protections
Clear agreements prevent future business disputes and protect the interest of the minority investor.
Foreign Investment Legal Advisory in UAE
If you are investing in the UAE then there are likely to be a number of issues in relation to local ownership and licensing in order to carry on a business, and other related investment matters.
We assist international investors with:
- UAE company structuring
- Mainland vs Free Zone advisory
- Foreign ownership rules
- Cross-border investments
- Regulatory approvals
- Investment risk assessment
- Joint venture structuring
- Commercial contract review
Foreign ownership in the UAE has been made possible to 100% in most of the sectors under the Federal Decree-Law No. 32 of 2021 on Commercial Companies. Certain provisions and approvals may however apply to certain sectors.
Our team of professionals can assist in recommending the most suitable commercial structure for you.
Legal Due Diligence for Investment Transactions
Legal due diligence is critical to be undertaken by any investor prior to entering into any investment arrangement with a target company.
We help investors review:
- Corporate records
- Licensing status
- Share ownership structure
- Existing liabilities
- Ongoing disputes
- Regulatory compliance history
- Financial exposure risks
- Commercial agreements
- Employment liabilities
- Intellectual property ownership
This process helps investors to identify any potential risks before signing investment agreements.
Regulatory Compliance for Investment Businesses
Investment transactions within the UAE are subject to various regulations stipulated by the relevant UAE Authorities.
- UAE Ministry of Economy
- Securities and Commodities Authority (SCA)
- Financial free zone regulators
- Economic Departments
- Central Bank regulations in certain sectors
Our team can also provide guidance in respect of ensuring that all Investment transactions are conducted in compliance with relevant legislation to avoid any unforeseen circumstances that may result in any potential legal problems.
Private Equity and Investment Dispute Support
Investment disputes may arise from breach of agreements, shareholder conflicts, ownership issues or exit disagreements.
Our legal experts assist clients with:
- Shareholder disputes
- Investment recovery matters
- Contract disputes
- Breach of investment agreements
- Partnership conflicts
- Mediation and settlement negotiations
- Arbitration support
- Commercial litigation coordination
We aim to provide practical and commercially based solutions that protect your business interests.
Our Simple Step-by-Step Process
- Understanding Your Goals — We understand your investment strategy, your risk profile and your objectives.
- Reviewing Options — We review all relevant options and outline the various structures. We will also outline how all relevant regulations apply.
- Due Diligence and Drafting — Our team conducts proper legal due diligence and provides you with a simple draft of all the documents required to complete your plans.
- Regulatory Support — We assist with the approval and filing of your company as required by the relevant regulations.
- Deal Closing and Aftercare — Our services extend to the closing of the deal and the subsequent advice to you on all matters relating to the incorporated entity.
- We outline in detail our simple step by step process in establishing a structure to meet your investment objectives in a transparent manner.
Why Businesses Choose Our Private Equity & Investment Advisory Services
The reason why businesses and investors choose our team is because we provide:
- Practical, business-oriented legal assistance
- Clear, simple explanations
- Strong knowledge of current UAE rules, including current company law updates
- Assistance to domestic and foreign investors
- Guidance on dealing
- Approaches to risk mitigation
- Documentation and schedule advisory
- Assistance across Dubai and Abu Dhabi
We understand investors want practical, commercial advice delivered clearly and efficiently – not wrapped up in complex legalese.
Industries We Support
We support a variety of industries, including:
- Technology and startups
- Real estate investment
- Healthcare
- Retail and e-commerce
- Hospitality
- Manufacturing
- Financial services
- Logistics and transportation
- Energy and infrastructure
Whether you are the founder of a start-up looking for investors or a private equity investor entering the UAE market, our industry, business sector and/or investment objectives experts will be able to support you.
UAE Laws Relevant to Private Equity & Investment Transactions
Private equity and investment transactions in the UAE may involve several important regulations, including:
- Federal Decree-Law No. 32 of 2021 on Commercial Companies
- UAE Commercial Transactions Law
- UAE Civil Transactions Law
- Securities and Commodities Authority regulations
- Free Zone investment regulations
- Anti-Money Laundering (AML) compliance rules
- Economic Substance Regulations where applicable
Our team of professionals specialize in investment structures in the UAE. They are well versed and updated with latest legal and regulatory changes in relation to investment transactions carried out in the UAE.
Frequently Asked Questions (FAQs)
Q1. Do I need approvals for private equity investments in the UAE?
The requirement varies by sector and structure. Many activities now allow 100% foreign ownership, but some still require approvals. We help you check and obtain what is required.
Q2. Can private equity funds be set up in free zones?
Yes. The Dubai International Financial Centre (DIFC) and Abu Dhabi Global Market (ADGM) are the most popular choices for private equity funds due to their modern legal and regulatory environment.
Q3. How do recent company law changes help investors?
Federal Decree-Law No. 20 of 2025 is a major legislative update to the UAE’s Commercial Companies Law (Federal Decree-Law No. 32 of 2021). It allows multiple share classes, introduces drag-along and tag-along rights, and more flexible structures which facilitate private equity transactions.
Q4. What about corporate tax?
We can assist in structuring your investments within the current framework of corporate tax legislation and assist in attempting to achieve your desired outcomes.
Q5. How long does the process usually take?
It varies depending on the complexity of the deal in question, but we will always be transparent about timelines from the outset.