Corporate Consulting · Governance

Corporate governance review.

Review of ownership, control, reserved matters, signing authorities, board process and decision records for UAE entities and cross-border groups.

Governance problems often appear only when something important happens: a bank asks who controls the company, an investor wants reserved matters, a founder steps back, a family member objects, a director signs without authority, or a tax authority asks where decisions were made.

Moore Law reviews governance frameworks for UAE entities, family companies and cross-border groups so that control, authority and decision-making are properly documented.

Last reviewed:

Governance should be documented before a dispute, bank review, investor round, sale or tax authority question arises.

Moore Law view

Governance is the evidence of control.

A company’s real governance is not what people assume. It is what the documents allow, what the records show and what the parties actually do.

For a small founder company, governance may begin with clear signing powers and shareholder decisions. For a family group, it may require reserved matters, family participation and succession mechanics. For a cross-border group, it may require board process, management location, delegated authorities and tax-sensitive decision records.

Moore Law view

Governance should make authority obvious.

What we review

Governance areas reviewed.

  • Shareholder structure
  • Board or manager powers
  • Reserved matters
  • Signing authority
  • Bank mandates
  • Delegations of authority
  • Decision records
  • Board minutes and resolutions
  • Founder rights
  • Investor rights
  • Family participation
  • UBO and control records
  • Related-party approvals
  • Tax-sensitive decision-making
  • Deadlock and dispute mechanics
Documents

Documents commonly reviewed.

  • Memorandum and articles.
  • Shareholders’ agreement.
  • Board resolutions.
  • Manager appointment documents.
  • Power of attorney documents.
  • Bank mandate and authorised signatory forms.
  • Delegation of authority matrix.
  • Family charter or governance protocol.
  • Reserved-matter schedule.
  • Related-party transaction approvals.
  • Minutes and decision records.
  • UBO records.
  • Corporate group policies.
Process

How the review is managed.

1

Document collection

2

Ownership and control map

3

Authority and signing review

4

Reserved-matter and decision-process review

5

Bank, tax and UBO consistency check

6

Gap report

7

Governance document update

8

Periodic review or outside counsel support

Risk

Common governance issues.

  • The person signing does not have clear authority.
  • Shareholders think they have veto rights that are not documented.
  • Family members participate informally but have no defined role.
  • Board minutes do not show where strategic decisions are made.
  • Bank mandates do not match internal governance.
  • UBO records do not match the control reality.
  • Related-party transactions are approved casually.
  • The founder remains central but succession is not documented.
  • A shareholder agreement exists but is inconsistent with authority documents.

Related: Corporate Consulting hub · Outside general counsel · Group restructuring · Holding structures · Contact Corporate Services.

Common questions

Common questions.

When should governance be reviewed?

Before investment, restructuring, bank onboarding, founder exit, family succession, shareholder disputes, new signatories, major contracts or tax-sensitive decisions.

Is governance only for large companies?

No. Founder-led and family companies often need governance review most because authority is frequently informal.

Can Moore Law update signing authorities?

Moore Law can review and prepare the corporate documents needed to update signing authorities, with authority or bank processes coordinated where required.

Does governance affect tax?

Yes. Governance records can help evidence where management and control are exercised, how related-party transactions are approved and whether the corporate record matches the tax position.

Can governance prevent family disputes?

It cannot remove all risk, but clear governance can reduce misunderstandings and give the family a process for decision-making, participation and dispute management.

Related references

Beneficial-ownership, transfer-pricing and corporate requirements should always be checked against current UAE sources before governance changes are relied upon.

External government and institutional sources. Programme figures and regulatory positions should be verified against these before they are relied upon.

Make authority clear before it is tested.

We will review ownership, signing powers, reserved matters, board process, UBO records and decision documentation before recommending governance changes.

General guidance only — not legal, tax, investment, banking, financial or regulatory advice. Governance documents must be reviewed on the facts, and clear governance reduces but does not remove dispute, bank or tax-authority risk. Advice should be taken on the client’s specific facts before governance changes are relied upon.