Selling shares through an agent
Share sale power of attorney for selling a UAE shareholding
Selling your stake means disposing of something you own, and UAE law will not let general wording carry that. A share sale power of attorney has to name the sale, identify the shares and say the least your agent may take for them.
- Sale named in writing
- Lowest price you accept
- Ratified before a notary
A share sale power of attorney, in brief
You need a special power of attorney that names the sale and identifies the shares you are selling, ratified before a notary public. Settle the lowest price your agent may accept, and whether the money may pass through your agent, before the wording is fixed.
Agency type required
Special agency that names the sale
Who ratifies it
A notary public
Federal notary fee
AED 100 per party to the POA
Sale is named in the article itself
Selling is a disposition, not the running or upkeep of what you already hold, so it falls outside what a general agency reaches. Article 870(1) does not leave this to inference. It singles out sale by name among the acts that need a special agency, and it introduces that list with the word particularly, so the list illustrates the rule rather than closes it.
Article 870(1), Federal Decree-Law 25/2025
Any act that is not an act of management and preservation requires a special agency specifying the type of act and the dispositions it entails, particularly in donations, sale, settlement, mortgage, acknowledgment, arbitration, administering and accepting an oath, and pleading before the court.
What you are handing over when you sign one
A share sale power of attorney is a document in which you, the holder of the shares, authorise a named person to sell them on your behalf. It does not make that person a shareholder and it does not move the shares to them. They act in your name, within the limits written into the document, and the shares leave your hands only through the sale itself.
Most people who ask for one are not going to be in the country when the paperwork is signed. A shareholder who has already left, a shareholder who cannot take the time off, and joint holders who cannot both attend on the same day all hit the same wall. Whichever authority the signed document is later presented to sets its own requirements, so the wording is agreed with them first.
Lines a seller should insist on
Article 870(1) asks a special agency to specify the type of act and the dispositions it entails. For someone selling, that means being concrete about each of the following.
- The company and the shares, identified so that no other holding could be meant.
- The act of sale, written in words rather than left to be read in.
- Whether the whole holding is being sold, or only a stated part of it.
- The lowest price your agent is permitted to accept.
- Whether your agent may receive the money, and the account it is paid into.
- The term of the authority, because an agency ends when the term you set runs out.
Price floor and who receives the money
These are the two limits that do the real work in a seller’s document, and they are the two a buyer’s document never needs. Both of them are far harder to change once the instrument has been ratified.
Limit one
The least you will take
Put a figure in the document. With no floor written down, your agent settles the price alone and you have no agreed standard to measure the sale against.
Limit two
Who the money is paid to
Name the account the price goes into, and say plainly whether your agent may take receipt at all. Article 870(1) asks the document to specify the dispositions involved.
From instruction to ratification
We draft, translate, check the documents and attend. The ratification is performed by a notary public, and that is the only office that can perform it.
1
Settle the limits first
Before anything is drafted you decide the two things that cannot be fixed afterwards: the least you will accept for the shares, and whether the money may pass through your agent. We also ask whether your agent may sign the transfer papers, whether a sub-agent is allowed, and what end date you want on the authority.
2
Drafting and legal translation
A notarised instrument is drafted in Arabic. Dubai Law 4/2013 allows a foreign language document only with an Arabic translation by a certified translator, both versions signed by the parties, and Dubai Courts asks for legal translation by a translator approved by the UAE Ministry of Justice. We set the Arabic and the English side by side so you can read what you are signing.
3
Identity and capacity checks
The notary verifies identity from an ID card, passport or other official document issued by the State, verifies capacity and consent, and reads the content out to the parties. Dubai Courts asks for the agent’s Emirates ID number, or an uploaded Emirates ID or passport. We check all of this before an appointment is booked, because a gap found on the day costs you the slot.
4
Ratification before a notary public
Notarial duties are performed only by public notaries, private notaries and accredited UAE consuls. In Dubai, notaries public sit under Dubai Courts and are governed by Dubai Law 4/2013, which is why the federal fee table does not settle the Dubai figure. The Dubai Courts service describes verifying capacity and eligibility through virtual or personal attendance. We attend the ratification with you, before a notary public.
Papers to gather before the appointment
The lists below are what the drafting and the notary appointment call for. The exact set depends on where you are on the day and on how the shares are held.
If you are in the UAE
Both sides, principal and agent
- Your Emirates ID and your passport
- The agent’s Emirates ID number, or a copy of it
- The company details, so the shares can be identified
- The figure you will not sell below
If you are outside the UAE
The legalisation chain still applies
- A passport copy for you and for your agent
- Attestation by the foreign ministry of the issuing country
- Attestation by the UAE embassy or consulate there
- Attestation by MOFAIC once the document reaches the UAE
If the shares are held jointly
Your authority reaches your own shares
- A separate document from each holder, not one for all
- Identity papers for every holder, not only the one attending
- A price floor the holders have agreed between themselves first
- Each holder’s own instruction on where their money goes
What sends a share sale draft back
Most of the trouble sits in the wording rather than the paperwork. These are the points worth settling before you sign rather than after, because the document is the only instruction the notary ratifies.
- General wording used for a sale, when general terms reach only acts of management
- Shares described so loosely that another holding could answer the description
- No floor on the price, so your agent sets the figure without you
- Any citation of Article 955, which belongs to the repealed 1985 Civil Code
- An Arabic text that does not say what the English version you were shown says
- No end date, on an authority you meant to run only to a fixed day
Frequently asked questions
The questions we are asked most often on this one.
My agent already holds a general power of attorney. Is that enough to sell my shares?
No. An agency expressed in general terms, without specifying what is intended, grants only the power to perform acts of management. Selling is a disposition, and Article 870(1) singles sale out by name among the acts that need a special agency specifying the type of act and the dispositions it entails.
Does the article list every act that needs a special agency?
No, and it does not claim to. Article 870(1) introduces its examples with the word particularly, so what follows illustrates the rule rather than exhausts it. The test sits in the opening words instead: any act that is not an act of management and preservation requires a special agency.
Must I write a minimum price into it?
Nothing sets one unless you do. If you want a floor, state it as a figure inside the power of attorney rather than in a message or a phone call, because a verbal instruction is not part of the instrument the notary ratifies. Without a floor, your agent decides the price.
Can my agent collect the sale money for me?
Only if the document says so. Decide whether your agent may take receipt at all, and name the account the price is paid into. Article 870(1) asks a special agency to specify the type of act and the dispositions it entails, so this is exactly the kind of detail it means.
The sale could take months. What happens if I die or lose capacity before it closes?
The agency ends. Article 897 extinguishes an agency on completion of the work entrusted to the agent, on expiry of the term specified for it, and on the death or loss of legal capacity of either the principal or the agent. Nothing written into the document can keep the authority running past that.
Can I take the authority back once it is signed?
Article 898 lets a principal revoke or restrict an agent’s authority at any time, with two exceptions: where the agency involves a right of a third party, or where it was issued in the agent’s own interest. In those cases it cannot be ended without the consent of the person it was issued for.
Which notary fees are actually published?
Under the federal schedule, executing or notarising a general or special power of attorney is AED 100 per party, a private notary adds 30 per cent on top, which is AED 130, and notarising a translation included in the instrument is AED 50 per page. That schedule does not cover Dubai Courts, which sits under Dubai Law 4/2013.
I have already left the UAE. What does the document have to go through?
It has to be attested by the foreign ministry of the country it was issued in, then by the UAE embassy or consulate there, then by MOFAIC in the UAE. An apostille does not replace that chain, because the UAE is not a contracting party to the Apostille Convention. MOFAIC charges AED 150 for individual affairs documents and AED 2,000 for commercial ones.
Start here
Send us the shareholding details
The cheapest moment to get a share sale power of attorney right is before it is ratified. Tell us which shares you are selling, the least you will take for them and whether the money may reach your agent, and we will draft it, arrange the legal translation, check the identity papers and attend the appointment. A notary public performs the ratification.
Tell us what the document has to do
Say who will receive it and what you need it to allow, and you will get a straight answer on the wording, the government fees and what to bring. You can also send it through the contact form.
Call us
Speak to the person who will handle your file and get an answer on the same call.
Send photographs of your passport, your Emirates ID and anything the matter attaches to.
Best for a company matter, or anything that runs to several documents.
Visit the office
Jebel Ali area, Sheikh Zayed Road, Dubai. Come in, or have it handled remotely and only turn up to sign.
Opening hours. Monday to Thursday, 9:00 to 18:00. Friday, 9:00 to 12:00. Saturday, 9:00 to 18:00. Sunday, closed.