Al Hamd

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In the dynamic corporate landscape of the UAE, decision-making at the board level requires clear, documented authority. One of the most formal and legally recognized ways to record these decisions is through a Board Resolution. Whether you’re expanding operations, opening a corporate bank account, or appointing a new manager, a board resolution ensures your decision is both transparent and legally compliant.

In this blog, we’ll break down:

  • What a board resolution is

  • Its legal relevance in the UAE

  • Real-life use cases

  • How to draft one effectively

  • Why legal translation of board resolutions is essential


What is a Board Resolution?

A Board Resolution is a formal document that records decisions made by a company’s board of directors. It reflects the collective agreement and authorizes actions on behalf of the company.

Types of Board Resolutions:

  • Ordinary Resolution – For routine business decisions (e.g., opening a new bank account)

  • Special Resolution – For significant structural changes (e.g., amending the Memorandum of Association)

Key Components:

ElementDescription
Date of the meetingWhen the resolution was passed
Board members presentNames and positions of attendees
Purpose of resolutionWhat decision or action is being authorized
Voting outcomeRecord of votes and consensus
SignaturesAuthorizing signatures of the directors

Why Board Resolutions Are Critical in the UAE

In the UAE, the Companies Law (Federal Law No. 2 of 2015) mandates that several corporate actions must be approved via board resolution. Failure to provide such documentation can:

  • Delay governmental approvals

  • Lead to legal disputes or regulatory non-compliance

  • Stall company registration or licensing processes

Real-life scenario:

A Dubai-based mainland company sought to open a corporate bank account. The bank requested a notarized and legally translated board resolution appointing a signatory. The absence of this document delayed operations by 3 weeks.


When Do You Need a Board Resolution in the UAE?

Typical cases include:

  • Appointing or removing directors or managers

  • Approving financial statements

  • Authorizing signatories for bank transactions

  • Changing company structure or shareholding

  • Entering into high-value contracts

  • Approving mergers or acquisitions

Quick Checklist:

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If yes, a board resolution is necessary.


How to Draft a Board Resolution in the UAE

Step-by-step Guide:

  1. Define the purpose – What is the resolution about?

  2. Use clear legal language – Avoid ambiguity.

  3. Include all mandatory components (see earlier table)

  4. Have it notarized if required – Especially for use with government or court matters

  5. Translate it into Arabic – This is mandatory for submission to UAE courts or government departments


Importance of Certified Legal Translation

Under UAE law, Arabic is the official legal language. Any corporate document—including board resolutions—submitted to a local authority must be legally translated by a Ministry of Justice-certified translator.

Why Al Hamd Legal Translation?

  • Certified and MOJ-approved translators

  • Over 120+ languages supported

  • Fast turnaround with pick-up and delivery

  • Trusted by thousands of UAE directors and corporates


Common Questions from Directors

Q: Can we use a board resolution template from Google?

A: Not recommended. Each decision has legal nuances that should be properly worded. Use a certified translation provider like Al Hamd to avoid compliance risks.

Q: Is Arabic translation required for free zone companies?

A: Yes, especially when dealing with UAE authorities or courts.

Q: Who should sign the board resolution?

A: The majority of directors (or as per your company’s MOA/AOA) must sign. This depends on the type of company and its governing rules.


Key Takeaways for Directors:

  • A board resolution is a legally binding document of strategic importance.

  • It is mandatory for various corporate actions under UAE law.

  • Poorly drafted or untranslated resolutions can delay operations.

  • Partnering with a certified legal translator like Al Hamd ensures your documentation is compliant, accurate, and fast.


Final Thoughts

As a company director in the UAE, staying ahead of compliance requirements is not optional—it’s essential. Board resolutions are at the heart of strategic decision-making. Don’t let language or formatting errors delay your business.

For accurate, certified legal translation of board resolutions in Dubai, trust only the best.

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