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
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.
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)
| Element | Description |
|---|---|
| Date of the meeting | When the resolution was passed |
| Board members present | Names and positions of attendees |
| Purpose of resolution | What decision or action is being authorized |
| Voting outcome | Record of votes and consensus |
| Signatures | Authorizing signatures of the directors |
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.
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
If yes, a board resolution is necessary.
Define the purpose – What is the resolution about?
Use clear legal language – Avoid ambiguity.
Include all mandatory components (see earlier table)
Have it notarized if required – Especially for use with government or court matters
Translate it into Arabic – This is mandatory for submission to UAE courts or government departments
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.
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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.
A: Yes, especially when dealing with UAE authorities or courts.
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.
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.
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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