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Case -Study On Merger of a foreign Branch/ Representative office

Case -Study On Merger of a foreign Branch/ Representative office. -By Prophin Raj. Case Study- Mergers. Context Definition Ministries involved Documents Required Process and Procedures. Case Study- Mergers. Definition of 'Merger'

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Case -Study On Merger of a foreign Branch/ Representative office

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  1. Case -Study On Merger of a foreign Branch/ Representative office -By Prophin Raj

  2. Case Study- Mergers • Context • Definition • Ministries involved • Documents Required • Process and Procedures

  3. Case Study- Mergers • Definition of 'Merger' • “A merger or acquisition is a combination of two companies where one corporation is completely absorbed by another corporation.” • Source: http://legal-dictionary.thefreedictionary.com/Corporate+merger

  4. Case Study- Mergers • Ministries Involved: • Department of Economic Development (DED) • Ministry of Economy • Ministry of Foreign Affairs • Dubai Courts

  5. Case Study- Mergers • Documents Required : (ParentCompany) •  1. Company registration  ( Incorporation ) certificate for New parent company (Legally Translated in Arabic and Attested) • 2. Passport copy of Partners ( No need for attestation) • 3. Board of Directors Resolution (Legally Translated in Arabic and Attested) • 4. True copy of company’s memorandum / articles of association of parent company (Legally Translated in Arabic and Attested) • 5. Board Resolution for appointing a Director / Representative for the UAE Branch with all powers to sign and act on behalf of the parent company (Legally Translated in Arabic and Attested)

  6. Case Study- Mergers • 7. Auditors Report – At least for last 2 years • 8. Power of Attorney to the Representative / Director • 9. Merger Documents / Share Sale Documents of the Parent company • 10. Good Standing Certificate • Documents Required: (Foreign Branch/ Representative office) • National Service Agent Agreement of the Representative office in Dubai • Ministry of Economy Certificate (valid) • Dubai Branch/ Representative office License copy (valid)

  7. Case Study- Mergers • Process: • Stage 1: • Initial approval from DED • Initial approval from Ministry of Economy (MOE) • Stage 2: • Trade Name Reservation • Notarisation of National Service Agent Agreement • Stage 3: • Advertise in the News Paper for 15 days

  8. Case Study- Mergers • Stage 4: • Issuance of New Ministry of Economy Registration certificate • Issuance of New Licence from DED • Stage 5: • Making Amendments in respective authorities

  9. Thank you

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