Cabinet Resolution No. (102) of 2022 Promulgating the Administrative Penalties Regulations Regarding Acts Committed in Violation of the Provisions of Federal Decree by Law No. (32) of 2021 regarding Commercial Companies (economy and business law)

Article (1)  
Definitions  
In applying the provisions of this Resolution, the following words and expressions shall have 
the meanings assigned to each of them, unless the context requires otherwise:  
State  : United Arab Emirates.  
Ministry  : Ministry of Economy.  
Minister  : Minister of Economy.  
Authority  : Securities and Commodities Authority (SCA).  
Competent 
Authority  : The local authority concerned with corporate affairs in the 
concerned Emirate.  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  2 
 Decree -Law  : Federal Decree -Law No. (32) of 2021 regarding Commercial 
Companies.  
Working Day  : The official working day of the ministries, government agencies and 
the relevant Competent Authority.

Article (2)  
Scope of Application  
1. The provisions of this Resolution apply to: (i) commercial companies established in the 
State; (ii) foreign companies; (iii) branches of foreign companies; (iv) Representative 
Offices, and (v) Investment Funds that are subject to the provisions of the Decree -Law and 
the decisions and regulations issued in implementation thereof; and (vi) foreign 
companie s based in the State and carries out any activity therein, or establishes a branch 
or Representative Office therein.  
2. The provisions of this Resolution do not apply to: (i) companies exempted from the 
provisions of the Decree -Law; (ii) professional,  civil and foreign companies; and (iii) 
companies operating in free zones.

Article (3)  
Administrative Penalties  
1. Without prejudice to any harsher penalty or procedure provided for in the Decree -Law, the 
Ministry or the Competent Authority, each in accordance with its competence, may impose 
one or more of the following administrative penalties on whoever commits any of the acts 
that violate the provisions of the Decree -Law and the decisions and regulations issued for 
its implementation contained in the Schedule attached to this Resolution according to the 
following gradation : 
a. In the event of a first -time violation, a written warning notice shall be sent to the 
violator,  and they shall be given a period not exceeding (3 0) thirty days that starts on 
the date on which the written warning notice was sent, to correct the violation.  
b. In the event of a second -time violation, the administrative fine shall be imposed in 
accordance with the Schedule attached to this Resolution . Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  3 
 c. In the event of a third -time violation, the administrative fine shall be doubled in 
accordance with the Schedule attached to this Resolution.  
d. In the event of a fourth -time violation, the administrative fine shall be tripled in 
accordance with  the Schedule attached to this Resolution, and the violating company 
shall be subjected to temporary administrative closure for a period not exceeding (6) 
six months. Such period is renewable for one time only.  
e. Revocation of the licence and approval issued to the violator or those responsible for 
the violator, provided that the violator bears the expenses and costs of removing and 
treating the damage resulting from the violation in the event that such violation is not 
removed or treate d. 
2. Taki ng into account Clause (1) of this Article, the Ministry or the Competent Authority, 
each in accordance with its competence, may impose the most severe administrative 
penalty and not follow the gradation referred to in Clause (1) of this Article, in case o f 
serious violations, and it is left to its discretion to estimate the appropriate administrative 
penalty in accordance with the nature of the violatio n. 
3. The value of the administrative fines mentioned in the Schedule attached to this 
Resolution shall be c ollected in accordance with the mechanism determined by the 
Ministry of Finance after coordination with the Minister, the Chairman of the Authority, or 
the head of the Competent Authority.  
4. The Ministry or the Competent Authority, each in accordance  with its competence, may 
double the administrative fines for acts commit ted in violation of the provisions of the 
Decree -Law contained in the Schedule attached to this Resolution in the event of 
recidivism or recurrence of the violation.  
5. For the p urposes of collecting the value of the administrative fine mentioned in the 
Schedule attached to this Resolution, any part of the day is considered a full day and any 
part of the month is considered a full month.  
 
 Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  4

Article (4)  
Provisions Concerning Violations Falling within the Jurisdiction of the 
Authority  
1. Without prejudice to any harsher penalty or procedure provided for in the Decree -Law, the 
Authority may impose one or more of the following administrative penalties o n whoever 
commits any of the acts that violate the provisions of the Decree -Law and the decisions 
and regulations issued for its implementation that fall within its jurisdiction and contained 
in the Schedule attached to this Resolution according to the fol lowing gradation : 
a. In the event of a first -time violation, a written warning notice will be sent to the violator 
and they will be given a period not exceeding (30) thirty days, counted from the date 
the written warning notice was sent, to correct th e violation.  
b. In the event of a second -time violation, the administrative fine shall be imposed in 
accordance with the Schedule attached to this Resolution.  
c. In the event of a third -time violation, the administrative fine imposed for the second -
time violation shall be doubled.  
d. In the event of a fourth -time violation, the administrative fine imposed for the second -
time violation shall be tripled.  
e. Revocation or suspension of the license  and approval issued to the violator or thos e 
responsible for the violator, provided that the violator bears the expenses and costs of 
removing and treating the damage resulting from the violation in the event that such 
violation is not removed or treated.  
2. As an exception to Clause (1) of this Article, if the incident subject of the violation relates 
to formal procedures or, is subject to its discretion, the Authority may warn the violating 
person and instruct them to correct and avoid a recurrence of the incident in the future.  
3. The Aut hority is allowed not to follow the gradation referred to in Clause (1) of this Article 
in the case of serious violations, and it shall be left to its discretion to estimate the 
appropriate administrative penalty in accordance with the nature of the violat ion.  
4. The fine imposed by the Authority on the violating person must be paid within the 
payment deadline specified by the Authority.  It may impose a daily late payment fine of Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  5 
 (1,000) one thousand dirhams for each day of late payment beyond the specified date, 
provided that the total of the delay fines does not exceed the imposed fine.  
5. Without prejudice to the maximum limit of financial fines stipulated in the Decree -Law, the 
Authority may impose an administrative fine in an amount equal to or greater than the benefit 
or profits achieved by the violator, or the losses they avoided, or equal to the value of the 
damage incurred as a result of the violation.  
The administrative penalties that fall  within the competence of the Authority and are 
mentioned in this Resolution shall apply to the violations that occurred after its effective date, 
as well as the violations that occurred from the effective date of the provisions of the Decree -
Law and were not decided upon by the Authority until the date on which this Resolution takes 
into force.  
For the purposes of collecting the value of the administrative fine mentioned in this Article, 
any part of the day is considered a full day and any part of the month is considered a full 
month.

Article (5)  
Grievances Against Administrative Penalties  
1. The Ministry, the Authority,  or the Competent Authority, each in accordance with its 
competence, shall notify the violating company of the decision imposing the 
administrative penalty [on such company] within (15) fifteen days from the date of its 
issuance.  
2. Each person with t he capacity and interest may file a grievance against the administrative 
penalty with the Minister, the Chairman of the Board of Directors of the Authority, the 
head of the Competent Authority, or whomever authorized by them, within (30) thirty 
days from t he date of being notified of the contested decision, provided that the grievance 
is reasoned and accompanied by all supporting documents.  The grievance shall be decided 
on within (30) thirty days from the date of its submission and in accordance wi th the 
procedures in force at the Ministry, the Authority or the Competent Authority.  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  6 
 3. The decision issued regarding such grievances shall be final.  Failure to respond to a given 
grievance within (30) thirty days from the date of its submission shall be deemed a 
rejection thereof.  
4. After the expiration of the period stipulated in Clause (2) of this Article, no grievance 
against the decision imposing the administrative penalty may be accepted .

Article (6)  
Amendment of Fines  
The Cabinet  is responsible for making any amendments to the amount of fines contained in 
the Schedule attached to this Resolution, by way of addition, deletion or modification.

Article (7)  
Repealing  
The Cabinet  Resolution No. (78) of 2022 Promulgating the Administrative Penalties 
Regulations regarding Acts Committed in Violation of the Provisions of Federal Decree -Law 
No. (32) of 2021 regarding Commercial Companies is hereby repealed.  Any provision that 
contradicts or conflicts with the provisions of this Resolution is also hereby repealed.

Article (8)  
Publication and Enforcement  
This Resolution shall be published in the Official Gazette and  shall come into force from the 
date of such publication.  
 
Mohammed bin Rashed Al -Maktoom  
Prime Minister  
 
Issued by us:  
On: 9 Rabi` al -Akhir 1444 AH 
Corresponding to : 4 November  2022 AD  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  7 
 Schedule Attached to Cabinet  Resolution No. 102 of 2022  
Concerning  the Administrative Penalties Regulations Concerning  Acts 
Committed in Violation of the Provisions of Federal Decree -Law No. (32) of 
2021 Concerning  Commercial Companies  
 
A. Violations and Penalties Related to Commercial Companies:  
 
SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
1 Violation of 
the Rules of 
Governance  Article 
(7) - - - The fines 
specified by the 
Authority shall 
apply to the 
Company 
whose violation 
of the rules of 
governance is 
proven, 
provided that 
the financial 
fine does not 
exceed 
(10,000,000) 
ten million 
dirhams.  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  8 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
2 Failure to 
Observe the 
Percentage of 
the 
Contribution 
of the State's 
Citizens in 
Accordance 
with the 
Activities that 
have a 
Strategic 
Impact.  Article 
(10)  A fine of 
(50,000) fifty 
thousand 
dirhams shall 
be imposed on 
any Company 
that violates the 
provisions 
governing the 
State citizens' 
shareholding 
percentage in 
the companies’ 
capital.  A fine of 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
that violates the 
provisions 
governing the 
State citizens' 
shareholding 
percentage in 
the companies’ 
capital or the 
State citizens' 
percentage in 
companies’ 
Boards of 
Directors.  A fine of 
(150,000) one 
hundred and 
fifty thousand 
dirh ams shall 
be imposed on 
any Company 
that violates the 
provisions 
governing the 
State citizens' 
shareholding 
percentage in 
the companies’ 
capital or the 
State citizens' 
percentage in 
companies’ 
Boards of 
Directors.  A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
that violates the 
provisions 
governing the 
State citizens' 
shareholding 
percentage in 
the companies’ 
capital or the 
State citizens' 
percentage in 
companies’ 
Boards of 
Directors.  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  9 
 3 Non -
Compliance of 
the Sharia 
Controller and 
Members of 
the Internal 
Sharia Control 
Committee  Article 
(11)  A fine of 
(5,000) five 
thousand 
dirhams shall 
be imposed on 
the Sharia 
Controller and 
every member 
of the Internal 
Sharia Control 
Committee of 
companies that 
operate in 
accordance 
with the 
provisions of 
Islamic Sharia, 
who fails to 
comply with 
the cont rols for 
practising their 
work, which are 
issued by a 
resolution of 
the Cabinet . A fine of 
(7,000) seven 
thousand 
dirhams shall 
be imposed on 
the Sharia 
Controller and 
every member 
of the Internal 
Sharia Control 
Committee of 
companies that 
operate in 
accordance 
with the 
provisions of 
Islamic Sharia, 
who fails to 
comply with 
the controls for 
practising their 
work, which are 
issued by a 
resolution of 
the Cabinet . A fine of 
(10,000) ten 
thousand 
dirhams shall 
be imposed on 
the Sharia 
Controller  and 
every member 
of the Internal 
Sharia Control 
Committee of 
companies that 
operate in 
accordance 
with the 
provisions of 
Islamic Sharia, 
who fails to 
comply with 
the controls for 
practising their 
work, which are 
issued by a 
resolution of 
the Cabinet . A fine of 
(50,000) fifty 
thousand 
dirhams shall 
be imposed on 
the Sharia 
Controller and 
every member 
of the Internal 
Sharia Control 
Committee of 
companies that 
operate in 
accordance 
with the 
provisions of 
Islamic Sharia, 
who fails to 
comply with 
the co ntrols for 
practising their 
work, which are 
issued by a 
resolution of 
the Cabinet . 
4 Non -
Compliance 
with the 
Decision to 
Change the Article 
(12)  A fine of (500) 
five hundred 
dirhams per 
month shall be 
imposed on any A fine of (500) 
five hundred 
dirhams per 
month shall be 
imposed on any A fine of (1 000) 
one thousand 
dirhams per 
month shall be 
imposed on any A fine of (1000) 
one thousand 
dirhams per 
month shall be 
imposed on any Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  10 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Company's 
Trade Name  Company that 
fails to comply 
with the 
decision to 
change the 
Company's 
trade name.  
This fine shall 
begin to be 
calculated after 
the lapse of a 
period of (30) 
thirty Working 
Days from the 
date of 
notification of 
the decision, 
provided  that 
the total of such 
fines does not 
exceed (5,000) 
five thousand 
dirhams 
annually.  Company that 
fails to comply 
with the 
decision to 
change the 
Company's 
trade name.  
This fine shall 
begin to be 
calculated after 
the lapse of a 
period of (30) 
thirty Working 
Days from the 
date of 
notification of 
the decision, 
provided that 
the total of such 
fines does not 
exceed (5,000) 
five thousand 
dirhams 
annually.  Company that 
fails to comply 
with the 
decision to 
change the 
Company's 
trade name.  
This fine shall 
begin to be 
calculated after 
the lapse of a 
period of (30) 
thirty Working 
Days from the 
date of 
notification of 
the decision, 
provided that 
the total of such 
fines does not 
exceed 
(10,000) ten 
thousand Company that 
fails to comply 
with the 
decisio n to 
change the 
Company's 
trade name. 
This fine shall 
begin to be 
calculated after 
the lapse of a 
period of (30) 
thirty Working 
Days from the 
date of 
notification of 
the decision, 
provided that 
the total of such 
fines does not 
exceed 
(10,000) ten 
thousand Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  11 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
dirhams 
annually.  dirhams 
annually.  
5 Failure to 
Keep 
Accounting 
Registers  Article 
(26)  A fine of 
(10,000) ten 
thousand 
dirhams shall 
be imposed on 
any Company 
that fails to 
keep its 
Accounting 
Registers 
showing its 
transactions.  A fine of 
(15,000) fifteen 
thousand 
dirhams shall 
be imposed on 
any Company 
that fails to 
keep its 
Accounting 
Registers 
showing its 
transactions.  A fine of 
(20,000) 
twenty 
thousand 
dirhams shall 
be imposed on 
any Company 
that fails to 
keep its 
Accounting 
Registers 
showing its 
transactions.  A fine of 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
that fails to 
keep its 
Accounting 
Registers 
showing its 
transactions.  
6 Publication of 
the Invitation 
for Public 
Subscription, 
without the 
Approval of 
the Authority, 
in any Shares, 
Bonds , or any Article 
(32)  - - - A fine ranging 
from (500,000) 
five hundred 
thousand 
dirhams to 
(10,000,000) 
ten million 
dirhams shall 
be imposed on Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  12 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Other 
Securities, 
Regardless the 
Means of 
Publication: in 
Daily 
Newspapers, 
Magazines, or 
in any Public 
Advertising 
Medium in the  
State  any natural or 
legal person 
proved to have 
committed the 
said violation, 
in accordance 
with the 
circumstances 
and conditions 
of the incident.  
7 Company's 
Data and 
Documents & 
Stakeholders' 
Access Denial  Article 
(44)  
 
And 
Article 
(100)  
 
And 
Article 
(144)  A company that 
fails to keep the 
following data 
and documents 
shall be fined 
an amount of 
(1,000) one 
thousand 
dirhams:  
1. A record 
containing the 
names and A fine of 
(5,000) five 
thousand 
dirhams shall 
be imposed on 
any Company 
that refuses to 
let the 
Shareholder 
have access to 
the minutes of 
the meetings of A fine of 
(10,000) ten 
thousand 
dirhams shall 
be imposed on 
any Company 
that refuses to 
let the 
Shareholder 
have access to 
the minutes of 
the meetings of A fine of 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
that refuses to 
let the 
Shareholder 
have access to 
the minutes of Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  13 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
addresses of 
the 
Shareholders.  
2. A copy of the 
Company's 
Memorandum 
of Association 
and any 
amendments 
thereto.  
3. A statement 
of the monetary 
amounts and 
the nature and 
value of any 
assets 
contributed by 
each 
Shareholder 
and the dates of 
the 
contributions.  
4. Any other 
data, the Company's 
General 
Assembly, 
books and 
documents, or 
any doc uments 
or papers 
related to a deal 
that the 
Company 
concluded with 
one of the 
Stakeholders.  the Company's 
General 
Assembly, 
books and 
documents, or 
any documents 
or papers 
related to a deal 
that the 
Company 
concluded with 
one of the 
Stakeholders or 
any Company 
that fails to 
publish a copy 
of its 
Memorandum 
of Association 
and Articles of 
Association  on 
its website.  the meetings of 
the Company's 
General 
Assembly, 
books and 
documents, or 
any document s 
or papers 
related to a deal 
that the 
Company 
concluded with 
one of the 
Stakeholders or 
any Company 
that fails to 
publish a copy 
of its 
Memorandum 
of Association 
and Articles of 
Association on 
its website.  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  14 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
documents or 
records 
imposed by the 
provisions of 
the Decree -Law 
and its 
implementing 
decisions.  
8 Failure To 
Invite a 
Director  or a 
Member of the 
Board of 
Directors to 
the Board's 
Meetings  Article 
(104)  
 
And 
Article 
(156)  - A fine of (3000) 
three thousand 
dirhams shall 
be imposed on 
any Director, 
Chairman of 
the Board of 
Directors, or 
their 
representative 
in the Company 
who fails to 
invite a 
Member of the 
Board of 
Directors to the A fine of (8000) 
eight thousand 
dirhams shall 
be imposed on 
any Director, 
Chairman of 
the Board of 
Directors, or 
their 
representative 
who fails to 
invite a 
Member of the 
Board of 
Directors to the A fine of 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on 
any Director, 
Chairman of 
the Board of 
Directors, or 
their 
representative 
who fails to 
invite a 
Member of the 
Board of Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  15 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Board's 
meetings.  Board's 
meetings.  Directors to the 
Board's 
meetings.  
9 Company's 
Founders 
Subscribe to 
the Shares 
Offered for 
Public 
Subscription  Article 
(117)  - - - A fine of 
(500,000) five 
hundred 
thousand 
dirhams shall 
be imposed on 
every 
[Company’s ] 
Founder who 
subscribes to 
Shares offered 
for Public 
Subscription.  
10 Receiving 
Public 
Subscription 
Without the 
Approval of 
the Authority  Article 
(122)  - - - Every entity or 
company that 
receives 
Subscription 
funds in Shares, 
Bonds or any 
other securities, 
in accordance Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  16 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
with the 
conditions and 
circumstances 
of the incident, 
shall be fined 
an amount 
ranging from 
(500,000) five 
hundred 
thousand 
dirhams to 
(10,000,000) 
ten million 
dirhams.  
11 Delay in 
Allocating the 
Shares to the 
Subscribers 
Within the 
Specified 
Period (5 
Working Days 
from the 
Closing of the Article 
(126)  - - - A fine of 
(500,000) five 
hundred 
thousand 
dirhams shall 
be imposed on 
the entity that 
fails to allocate 
Shares to 
Subscribers Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  17 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Subscription) 
or Delay in 
Refunding the 
Amounts in 
Excess of the 
Subscription 
and the 
Accrued 
Returns to the 
Subscribers 
within (5) 
Working Days 
from the Date 
of Allocating 
the Shares  within the 
specified period 
or fails to 
refund the 
surplu s 
amounts and 
returns accrued 
therefrom 
within the 
specified 
period.  
12 Failure of the 
Company’s 
Board of 
Directors, 
within (10) ten 
Working Days 
from the Date 
of the 
Constituent Article 
(133)  - - A fine of 
(20,000) 
twenty 
thousand 
dirhams shall 
be imposed on 
any Company 
whose Board of 
Directors, A fine o f 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
whose Board of 
Directors, Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  18 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
General 
Assembly 
Meeting, to 
Submit an 
Application to 
the Ministry or 
the Authority 
Accompanied 
with 
Supporting 
Documents to 
Issue a 
Certificate of 
Incorporation 
of the 
Company  within (10) ten 
Working Days 
from the date of 
the Constituent 
General 
Assembly 
meeting, fails to 
submit an 
application to 
the Ministry 
accompanied 
with supporting 
documents to 
issue a 
Certificate of 
Incorporation 
of the 
Company.  within (10) ten 
Working Days 
from the date of 
the Constituent 
General 
Assembly 
meeting, fails to 
submit an 
application to 
the Authority 
accompanied 
with supp orting 
documents to 
issue a 
Certificate of 
Incorporation 
of the 
Company.  
13 Failure of the 
Company’s 
Board of 
Directors, 
within (10) ten 
Working Days Article 
(135)  - - A fine of 
(20,000) 
twenty 
thousand 
dirhams shall 
be imposed on A fine of 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  19 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
from the Date 
the Ministry or 
Authority 
Issues the 
Company’s 
Certificate of 
Incorporation, 
to Take 
Measures to 
Register it 
with the 
Competent 
Authority  any Company 
whose Board of 
Directors fails, 
within (10) ten 
Working Days 
from the d ate 
the Ministry 
issues the 
Company's 
Certificate of 
Incorporation, 
to take 
measures to 
register it with 
the Competent 
Authority.  any Company 
whose Board of 
Directors fails, 
withi n (10) ten 
Working Days 
from the date 
the Authority 
issues the 
Company's 
Certificate of 
Incorporation, 
to take 
measures to 
register it with 
the Competent 
Authority.  
14 Company's 
Failure to List 
Itself in a 
Financial 
Market  Article 
(137)  - - - A fine of (2000) 
two thousand 
dirhams per 
day shall be 
imposed on any 
Company that 
fails to list itself 
in one of the Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  20 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Financial 
Market  licensed 
in the State.  The 
calculation of 
this fine begins 
for each day of 
delay after the 
lapse of the 
specified period 
for listing.  
15 Violation of 
the Authority's 
Regulations 
Governing the 
Company's 
keeping of its 
Shareholders' 
Register  Article 
(141)  - - - A fine of 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
proved to have 
violated the 
regulations 
governing the 
Company's 
keeping of its Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  21 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Shareholders' 
Register.  
16 Violation of 
the Provisions 
Relating to the 
Formation of 
Boards of 
Directors  Article 
(143)  
AND  
Article 
(144)  - - A fine of 
(10,000) ten 
thousand 
dirhams shall 
be imposed on 
any Company 
proved to have 
violated the 
provisions 
relating to the 
formation of 
Boards of 
Directors.  A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
proved to have 
violated the 
provisions 
relating to the 
formation 
Boards of 
Directors.  
17 Failure to 
Comply with 
the Prescribed 
Procedures 
When the 
Position of a 
Member of the 
Board of Article 
(145)  - - A fine of 
(10,000) ten 
thousand 
dirhams shall 
be imposed on 
any Company 
that fails to 
comply with A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
that fails to Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  22 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Directors 
Become s 
Vacant  the prescribed 
procedures 
when the 
position of a 
Member of the 
Board of 
Directors 
becomes 
vacant.  comply with 
the prescribed 
procedures 
when the 
position of a 
Member of the 
Board of 
Directors 
becomes 
vacant.  
18 Violation of 
the 
Procedures for 
Nomination to 
the 
Membership 
of Boards of 
Directors  Article 
(147)  - - A fine of 
(10,000) ten 
thousand 
dirhams shall 
be imposed on 
any Company 
proved to have 
violated the 
procedures for 
nomination for 
membership of 
Boards of 
Directors.  A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
proved to have 
violated the 
procedures for 
nomination for 
membership of 
Boards of 
Directors.  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  23 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
19 Being a 
Member of the 
Boards of 
Directors of 
More than 
Five Joint -
Stock 
Companies 
Based in the 
State  Article 
(149)    Shall be fined 
an amount of 
(5,000) five 
thousand 
dirhams any 
Member of the 
Board of 
Directors of a 
Company who 
exceeds the 
maximum limit 
prescribed for 
the number of 
memberships 
of the Boards of 
Directors of 
Joint -stock 
Companies 
based in the 
State.  Shall be fined 
an amount of 
(10,000) ten 
thousand 
dirhams any 
Member of the 
Board of 
Directors of a 
Company who 
exceeds the 
maximum limit 
prescribed for 
the number of 
memberships 
of the Boards of 
Directors of 
Joint -stock 
Companies 
based in the 
State.  
20 Same person 
Occupying 
More Than 
Two Positions Article 
(149)  - - Shall be fined 
an amount of 
(10,000) ten 
thousand Shall be fined 
an amount of 
(100,000) one 
hundred Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  24 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
of Chairman or 
Vice -Chairman 
of the Board of 
Directors of 
Two Joint -
Stock 
Companies 
Based in the 
State  dirhams any 
Member of the 
Board of 
Directors of a 
Company 
proved to have 
exceeded the 
specified 
number of 
occupying the 
positions of 
Chairman or 
Vice -Chairman 
of the Board of 
Directors of a 
Joint -stock 
Company 
based in the 
State.  thousand 
dirhams any 
Member of the 
Board of 
Directors of a 
Company 
proved to have 
exceeded the 
specified 
number of 
occupying the 
positions of 
Chairman or 
Vice -Chairman 
of the Board of 
Directors of  a 
Joint -stock 
Company 
based in the 
State.  
21 Being a 
Managing 
Director of 
More than a Article 
(149)  - - Shall be fined 
an amount of 
(10,000) ten 
thousand Shall be fined 
an amount of 
(100,000) one 
hundred Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  25 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Company 
Based in the 
State  dirhams any 
Managing 
Director proved 
to have 
occupied more 
than one 
position as a 
Managing 
Director in a 
Joint -stock 
Company 
based in the 
State.  thousand 
dirhams any 
Managing 
Director proved 
to have 
occupied more 
than one 
position as a 
Managing 
Director in  a 
Joint -stock 
Company 
based in the 
State.  
22 Board 
Member's 
Failure to 
Report an 
Incident of 
Conflict of 
Interest  Article 
(150)    Shall be fined 
an amount of 
(50,000) fifty 
thousand 
dirhams any 
Member of the 
Board of 
Directors of the 
Company who 
fails to report Shall be fined 
an amount of 
(200,000) two 
hundred 
thousand 
dirhams any 
Member of the 
Board of 
Directors of the 
Company who Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  26 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
an incident of 
conflict of 
interest.  fails to report 
an incident of 
conflict of 
interest.  
23 Failure to 
Comply with 
the Prescribed 
Procedures 
Regarding the 
Prohibited 
Dispositions 
of 
Stakeholders  Article 
(152)  - - Shall be fined 
an amount of 
(50,000) fifty 
thousand 
dirhams any 
Stakeholder 
proved to have 
failed to comply 
with the 
prescrib ed 
procedures 
regarding 
prohibited 
dispositions of 
Stakeholders.  Shall be fined 
an amount of 
(200,000) two 
hundred 
thousand 
dirhams any 
Stakeholder 
proved to have 
failed to comply 
with the 
prescribed 
procedures 
regarding 
prohibited 
dispositions of 
Stak eholders.  
24 Company’s 
Board of 
Directors Article 
(154)  - - A fine of 
(10,000) ten 
thousand 
dirhams shall A fine of 
(100,000) one 
hundred 
thousand Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  27 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Abuses its 
Powers  be imposed on 
any Chairman 
or Member of 
the Board of 
Directors of the 
Company 
proved to have 
abused their 
powers.  dirhams shall 
be imposed on 
any Chairman 
or Member of 
the Board of 
Directors of the 
Company 
proved to have 
abused their 
powers.  
25 Chairman of 
the Board of 
Directors' 
Absolute 
Delegation of 
Their 
Competencies 
to Any Other 
Member of the 
Board of 
Directors  Article 
(155)  - - A fine of 
(50,000) fifty 
thousand 
dirhams shall 
be imposed on 
any Chairman 
of the Board of 
Directors of the 
Company who 
has absolutely 
delegated all 
their 
competencies 
to any other A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Chairman 
of the Board of 
Directors of the 
Company who 
has absolutely 
delegated all 
their 
competencies Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  28 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Member of the 
Board of 
Directors.  to any other 
Memb er of the 
Board of 
Directors.  
26 Board of 
Directors' 
Absolute 
Delegation of 
its 
Competencies 
to the 
Chairman of 
the Board  Article 
(155)  - - A fine of 
(50,000) fifty 
thousand 
dirhams shall 
be imposed on 
any Member of 
the Board of 
Directors 
proved to have 
absolutely 
delegated all 
the 
competencies 
of the Board of 
Directors to the 
Chairman of 
the Board of 
Directors of the 
Company.  A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Member of 
the Board of 
Direc tors 
proved to have 
absolutely 
delegated all 
the 
competencies 
of the Board of 
Directors to the 
Chairman of 
the Board of 
Directors of the 
Company.  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  29 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
27 Failure to 
Comply with 
the Controls 
Governing 
Deputizing a 
Member of the 
Board of 
Directors in 
Board 
Meetings  Article 
(160)  - - A fine of 
(5,000) five 
thousand 
dirhams shall 
be imposed on 
any Chairman 
or Member of 
the Board of 
Directors of a 
Company 
proved to have 
failed to comply 
with the 
stipulated 
controls 
governing 
deputizing a 
Board Mem ber 
to the Board's 
meetings.  A fine of 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on 
any Chairman 
or Member of 
the Board of 
Directors of the 
Company 
proved to have 
failed to comply 
with the 
stipulated 
controls 
governing 
deputizing a 
Board Member 
to the Board' 
meetings.  
28 Failure to Call 
the Annual 
General Article 
(173)  - A fine of 
(5,000) five 
thousand A fine of 
(30,000) thirty 
thousand A fine of 
(200,000) two 
hundred Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  30 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Assembly to 
Convene  dirhams shall 
be imposed on 
any Director or 
Chairman of 
the Board of 
Directors, or 
their 
representative 
in the 
Company, who 
fails to invite 
the Annual 
General 
Assembly of the 
Company to 
convene within 
the period 
specified in the 
Decree -Law, or 
if they invite 
the Annual 
General 
Assembly of the 
Company to dirhams shall 
be imposed on 
any Chairman 
of the Board of 
Directors, or 
their 
representative, 
who fails to 
invite the 
Annual General 
Assembly of the 
Company to 
convene within 
the period 
specif ied in the 
Decree -Law, or 
if they invite 
the Annual 
General 
Assembly of the 
Company to 
convene before 
obtaining the thousand 
dirhams shall 
be imposed on 
any Chairman 
of the Board of 
Directors or  
Member 
thereof who 
fails to invite 
the Annual 
General 
Assembly of the 
Company to 
convene within 
the period 
specified in the 
Decree -Law, or 
if they invite 
the Annual 
General 
Assembly of the 
Company to 
convene before 
obtaining the Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  31 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
convene before 
obtaining the 
approval of  the 
Competent 
Authority.  approval of the 
Ministry.  approval of the 
Authority.  
29 Failure to 
Comply with 
the Conditions 
and Controls 
Governing 
Serving the 
Invitation to 
the General 
Assembly 
Meeting  Article 
(174)  - - A fine of 
(10,000) ten 
thousand 
dirhams shall 
be imposed on 
any Company 
that fails to 
comply with 
the conditions 
and controls 
governing 
serving the 
invitation to the 
General 
Assembly 
Meeting.  A fine of 
(100,000) one 
hundred 
thousand  
dirhams shall 
be imposed on 
any Company 
that fails to 
comply with 
the conditions 
and controls 
governing 
serving the 
invit ation to the 
General 
Assembly 
Meeting.  
30 Failure to 
Invit e the Article 
(178)  - A fine of 
(10,000) ten A fine of 
(50,000) fifty A fine of 
(200,000) two Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  32 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
General 
Assembly to 
Convene at 
the Request of 
the Authority, 
the Ministry or 
the 
Competent 
Authority  thousand 
dirhams shall 
be imposed on 
any Company 
Director, or 
Chairman of 
the Board of 
Directors, or 
their 
representative, 
who fails to 
invite the 
General 
Assembly to 
convene after 
receiving a 
request to do so 
from the 
Competent 
Authority.  thousand 
dirhams shall 
be imposed on 
any Chairman 
of the Board of 
Director s, or 
their 
representative, 
who fails to 
invite the 
General 
Assembly to 
convene after 
receiving a 
request to do so 
from the 
Ministry.  hundred 
thousand 
dirhams shall 
be imposed on 
the any 
Chairman of 
the Board of 
Directors, or 
their 
representative, 
who fails to 
invite the 
General 
Assembly to 
convene after 
receiving a 
request to do so 
from the 
Authority.  
31 Specified Data 
in Accordance 
with the 
Provisions of Article 
(189)  - - A fine of 
(5,000) five 
thousand 
dirhams shall A fine of 
(50,000) fifty 
thousand  
dirhams shall Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  33 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
the Decree -
Law Not 
Included in 
the Minutes of 
the General 
Assembly 
Meeting  be imposed on 
any Company 
that fails to 
include the 
legally specified 
data in the 
minutes of the 
meeting of its 
General 
Assembly.  be imposed on 
any Company 
that fails to 
include the 
legally specified 
data in the 
minutes of the 
meeting of its 
General 
Assembly.  
32 Failure to 
Implement the 
General 
Assembly 's 
Resolutions  Article 
(191)  - - A fine of 
(10,000) ten 
thousand 
dirhams shall 
be imposed on 
any Chairman 
of Board of 
Directors of a 
Company 
proved to have 
failed to 
implement the 
resolutions of 
the General A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Chairman 
of Board of 
Directors of a 
Company 
proved to have 
failed to 
implement the 
resolutions of Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  34 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Assembly of the 
said Company.  the General 
Assembly of the 
said Company.  
33 Disposing of 
Stocks or 
Shares in 
Violation of 
the Provisions 
of the Decree -
Law  Article 
(211)  Shall be fined 
an amount of 
(10,000) ten 
thousand 
dirhams, 
whoever 
disposes of 
Stocks in 
contravention 
of the rules set 
forth in the 
Decree -Law.  Shall be fined 
an amount of 
(20,000) 
twenty 
thousand 
dirhams, 
whoever 
disposes of 
Stocks in 
contravention 
of the rules set 
forth in the 
Decree -Law.  Shall be fined 
an amount of 
(50,000) fifty 
thousand  
dirhams, 
whoever 
disposes of 
Shares in 
contravention 
of the rules set 
forth in the 
Decree -Law.  Shall be fined 
an amount of 
(200,00 0) two 
hundred 
thousand  
dirhams, 
whoever 
disposes of 
Shares in 
contravention 
of the rules set 
forth in the 
Decree -Law.  
34 Breach of the 
Rules Relating 
to the 
Company's 
Purchase of its 
Own Shares 
(Treasury 
Shares)  Article 
(221 ) - - A fine of 
(20,000) 
twenty 
thousand 
dirhams shall 
be imposed on 
any Company 
that violates A fine of 
(500,000) five 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
that violates Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  35 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
one of the rules 
related to the 
Company's 
purchase of its 
own Shares 
(Treasury 
Shares).  one of the rules 
related to the 
Company's 
purchase of its 
own Shares 
(Treasury 
Shares).  
35 Company or 
Any of its 
Subsidiaries 
Provides 
Material 
Assistance to 
Any Person to 
Enable Such 
Person to Own 
Any Securities 
Issued by the 
Company  Article 
(224 ) - - A fine of 
(15,000) fifteen 
thousand 
dirhams shall 
be imposed on 
any Company 
or any of its 
subsidiaries 
proved to have 
provided 
material 
assistance to 
any person to 
enable such 
person to own 
any securities A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
or any of its 
subsidiaries 
proved to have 
provided 
material 
assistance to 
any person to 
enable such 
person to own 
any securities Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  36 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
issued by the 
Com pany.  issued by the 
Company.  
36 Violation of 
Prescribed  
Share 
Certificates 
Obligations  Article 
(229 ) - - - A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
that breaches 
the obligations 
prescribed in 
respect of Share 
Certificates.  
37 Breach of 
Rules of 
Issuance of 
Bonds  or 
Sukuk  Articles 
from 
(231) to 
(236)  - - A fine of 
(50,000) fifty 
thousand 
dirhams shall 
be imposed on 
any Company 
that violates 
one of the rules 
of the issuance A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
that violates 
one of the rules 
of the issuance Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  37 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
of Bonds  or 
Sukuk . of Bonds  or 
Sukuk . 
38 Violation of 
Rules of 
Preparation of 
Financial Year 
Accounts  Article 
(237 ) - - A fine of 
(50,000) fifty 
thousand 
dirhams shall 
be imposed on 
any Chairman 
or Member of 
the Board of 
Directors of a 
Company 
proved to have 
violated the 
rules of the 
preparation of 
the Financial 
Year Accounts.  
The same fine 
shall be 
imposed on the 
Auditor if they  
approve such 
accounts.  A fine of 
(100,000) one 
hundred 
thousand 
dirhams shall 
be imposed on 
any Chairman 
or Member of 
the Board of 
Directors of a 
Company 
proved to have 
violated the 
rules of the 
preparation of 
the Financial 
Year Accounts.  Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  38 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
39 Nomination or 
Commi ssion of 
an Auditor Not 
Accredited by 
the Ministry or 
the Authority  Article 
(245 ) - - A fine of 
(50,000) fifty 
thousand 
dirhams shall 
be imposed on:  
- Any Chairman 
or Members of 
the Board of 
Directors of a 
Company 
proved to  have 
nominated or 
commissioned 
an unaccredited 
Auditor.  
- The 
unaccredited 
Auditor who 
has been 
nominated or 
commissioned.  A fine of 
(200,000) two 
hundred 
thousand 
dirhams shall 
be imposed on:  
- Any Chairman 
or Members of 
the Board of 
Director s of a 
Company 
proved to have 
nominated or 
commissioned 
an unaccredited 
Auditor.  
- The 
unaccredited 
Auditor who 
has been 
nominated or 
commissioned.  
40 Violation of 
Rules of Articles 
from - - A fine of 
(100,000) one A fine of 
(500,000) five Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  39 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Company 
Division  (294) to 
(298)  hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
proved to have 
violated any of 
the provisions 
contained in 
the rules of the 
division of the 
Company, in 
addition to the 
procedures 
decided by the 
Ministry in 
accordance 
with the 
decisio ns 
issued in this 
regard.  hundred 
thousand 
dirhams shall 
be imposed on 
any Company 
proved to have 
violated any of 
the provisions 
contained in 
the rules of the 
division of the 
Company, in 
addition to the 
procedures 
decided by th e 
Authority in 
accordance 
with the 
decisions 
issued in this 
regard.  
41 Violation of 
Acquisition Articles 
from - - A fine of 
(100,000) one 
hundred A fine of 
(500,000) five 
hundred Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  40 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Rules and 
Procedures  (299) to 
(301)  thousand 
dirhams shall 
be imposed on 
the person who 
violates any of 
the provisions 
contained in 
the acquisition 
rules and 
procedures, in 
addition to the 
procedures laid 
down by the 
Ministry or the 
Authority in 
accordance 
with the 
decisions 
issued in this 
regard.  thousand 
dirhams shall 
be imposed on 
the person who 
violates any of 
the provisions 
contained in 
the acquisition 
rules and 
procedures, in 
addition to the 
procedures laid 
down by the 
Authority in 
accordance 
with the 
decisions 
issued in this 
regard.  
42 Failure to 
Invite the 
General 
Assembly to Article 
(308 ) 
 - A fine of 
(50,000) fifty 
thousand 
dirhams shall A fine of 
(100,000) one 
hundred 
thousand A fine of 
(200,000) two 
hundred 
thousand Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  41 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Convene in 
the Case of 
Losses  And 
Article 
(309)  be imposed on 
the Director or 
Chairman of 
the Board of 
Directors, or 
their 
representative 
in the 
Company, if its 
losses amount 
to half of its 
capital and they 
fail to invite its 
General 
Assembly to 
convene in 
accordance 
with the 
provisions of 
the Decree -
Law.  dirhams shall 
be imposed on 
any Chairman 
of the Board of 
Directors, or 
their 
representative, 
if its losses 
amount to half 
of its capital 
and they fail to 
invite its 
General 
Assembly to 
convene in 
accordance 
with the 
provisions of 
the Decree -
Law.  dirhams shall 
be imposed on 
any Chairman 
of the Board of 
Directors, or 
their 
representative, 
if its losses 
amount to half 
of its capital 
and they fail to 
invite its 
General 
Assembly to 
convene in 
accordance 
with the 
provisions of 
the Decree -
Law.  
43 Refusal to 
Assist 
Inspectors  Article 
(343)  A fine of 
(5,000) five 
thousand A fine of 
(5,000) five 
thousand A fine of 
(10,000) ten 
thousand A fine of 
(200,000) two 
hundred Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  42 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
dirhams shall 
be imposed on 
the Director of 
the Company, 
or their 
representative, 
or the 
employee of 
the Company, 
or the Auditor 
who refuses to 
provide 
information t o 
the Authority's 
inspectors to 
carry out their 
duties, or 
conceals 
information or 
clarifications 
from them, or 
provides them 
with misleading 
information.  dirhams shall 
be imposed on 
the Director or 
Chairman of 
the Board o f 
Directors of the 
Company, or 
their 
representative, 
or the 
employee of 
the Company, 
or the Auditor 
who refuses to 
provide 
information to 
the Authority's 
inspectors to 
carry out their 
duties, or 
conceals 
information or 
clarifications 
from them, or dirhams shall 
be imposed on 
any Member or 
Chairman of 
the Board of 
Directors of the 
Company, or 
the Managing 
Director or 
General 
Manager, or the 
employee of 
the Company, 
or the Auditor 
who refuses to 
provide 
information to 
the Authority's 
inspectors to 
carry out their 
duties, or 
conceals 
information or 
clarifications thousand 
dirhams shall 
be imposed on 
any Member or 
Chairman of 
the Board of 
Directors of the 
Company, or 
the Managing 
Director or 
General 
Manager, or the 
employee of 
the Company 
who refuses to 
provide 
information to 
the Authority's 
inspectors to 
carry out their 
duties, or 
concea ls 
information or 
clarifications Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  43 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
provides  them 
with misleading 
information.  from them, or 
provides them 
with misleading 
information.  from them, or 
provides them 
with misleading 
information.  
44 Delayed 
Adjustment of 
Status  Article 
(359)  Shall be fined 
an amount of 
(500) five 
hundred 
dirhams per 
month any 
Company that 
fails to amend 
its 
Memorandum 
of Association 
to comply with 
the provisions 
of the Decree -
Law.  This fine 
shall begin to 
be calculated 
after the lapse 
of a period of 
year from the Shall be fined 
an amount of 
(1000) one 
thousand 
dirhams per 
month any 
Company that 
fails to amend 
its 
Memorandum 
of Association 
to comply with 
the provisions 
of the Decree -
Law.  This fine 
shall begin to 
be calculated 
after the lapse 
of a period of 
year from the Shall be fined 
an amount of 
(1,500) one 
thousand and 
five hundred 
dirhams per 
month any 
Company that 
fails to amend 
its 
Memorandum 
of Association 
and Articles of 
Association to 
comply with 
the provisions 
of the Decree -
Law.  This fine 
shall begin to 
be calculated Shall be fined 
an amount of 
(2,000) two 
thousand 
dirhams per 
month any 
Company that 
fails to a mend 
its 
Memorandum 
of Association 
and Articles of 
Association to 
comply with 
the provisions 
of the Decree -
Law.  This fine 
shall begin to 
be calculated 
after the lapse Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  44 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
date on which 
the Decree -Law 
entered into 
force, provided 
that the total of 
such fines does 
not exceed 
(5,000) five 
thousand 
dirhams 
annually.  date on which 
the Decree -Law 
entered into 
force, provided 
that the total of 
such fines does 
not exceed 
(10,000) ten 
thousand 
dirhams 
annually.  after the lapse 
of a period of 
year from the 
date on which 
the Decree -Law 
entered into 
force, provided 
that the total of 
such fines does 
not exceed 
(15,000) fifteen 
thousand 
dirhams 
annually.  of a period of 
year from the 
date on which 
the Decree -Law 
entered into 
force, provided 
that the total of 
such fines does 
not exceed 
(20,000) 
twenty 
thousand 
dirhams 
annually.  
45 Violation of 
the Provisions 
of the Decree -
Law and the 
Decisions 
Implementing 
it, for Which 
No 
Administrative 
Penalty was - Shall be  fined 
an amount of 
(10,000) ten 
thousand 
dirhams 
whoever 
violates any 
provision of the 
Decree -Law for 
acts and other Shall be fined 
an amount of 
(10,000) ten 
thousand 
dirhams 
whoever 
violates any 
provision of the 
Decree -Law for 
acts and other Shall be  fined 
an amount of 
(15,000) fifteen 
thousand 
dirhams 
whoever 
violates any 
provision of the 
Decree -Law for 
acts and other Shall be fined 
an amount not 
less than 
(1,000) one 
thousand 
dirhams but not 
exceeding 
(500,000) five 
hundred 
thousand Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  45 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
Specified in 
this 
Resolution  violations not 
previously 
specified in this 
Schedule and 
committed in 
violation of the 
provisions of 
Federal Decree -
Law No. (32) of 
2021 r egarding 
Commercial 
Companies or 
the provisions 
of rules, 
regulations, or 
decisions 
issued in 
implementation 
thereof.  violations  not 
previously 
specified in this 
Schedule and 
committed in 
violation of the 
provisions of 
Federal Decree -
Law No. (32) of 
2021 regarding 
Commercial 
Companies or 
the provisions 
of rules, 
regulations, or 
decisions 
issued in 
implementation 
thereof.  violations not 
previously 
specified in this 
Schedule and 
committed in 
violation of the 
provisions of 
Federal Decree -
Law No. (32) of 
2021 regarding 
Commercial 
Companies or 
the provisions 
of rules, 
regulations, or 
decisions 
issued in 
implementation 
thereof.  dirhams 
whoeve r 
violates any 
provision of the 
Decree -Law for 
acts and other 
violations not 
previously 
specified in this 
Schedule and 
committed in 
violation of the 
provisions of 
Federal Decree -
Law No. (32) of 
2021 regarding 
Commercial 
Companies or 
the provisions 
of rules , 
regulations, or 
decisions 
issued in Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  46 
 SN Violation  Legal 
Reference  Administrative 
Penalties for 
Partnership & 
Simple 
Partnership 
Companies  Administrative 
Penalties for 
Limited 
Liability 
Companies  Administrative 
Penalties for 
Private Joint 
Stock 
Companies  Administrative 
Penalties for 
Public Joint 
Stock 
Companies  
implementation 
thereof.  
 Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  47 
 B- Violations Related to Investment Funds  
 
SN Violation  Legal 
Reference  Administrative Penalties  
1 Violation of the Rules, 
Decisions and Circulars 
Regulating Investment Funds 
Issued by the Authority  Article 
(273 ) A fine ranging from (20,000) twenty thousand 
dirhams to (10,000,000) ten million dirhams 
shall be imposed on anyone whose violation is 
proven, in addition to the procedures decided by 
the Authority in accorda nce with the decisions 
issued in this regard.  
2 Failure to Renew the 
Investment Fund Licence  The Fund Manager and the Board of Directors of 
the self -managed fund shall each be penalized 
with a delay fine of (500) five hundred dirhams 
for each month of delay in renewing the 
Investment Fund licence.  
 
C- Violations Related to the Auditors of Joint -stock Companies  
 
Violation  Legal Reference  Administrative Penalties  
Violation of the Provisions of 
the Decree -Law and the Rules 
and Decisions Regulating the 
Affairs of the Auditors of 
Private Joint Stock Companies 
and the Mechanism of their 
Practice of their Profession  Articles (153), (173), 
(177), (187), (189), 
(237), (238), (244); 
Articles from (245) to 
(252); And Articles 
(254), ( 340) and 
( 343)  A fine of (200,000) two hundred thousand 
dirhams shall be imposed on the Auditing 
Company that violates any of the provisions 
of the Decree -Law and the rules, decisions 
and circulars regulating the Affairs of the 
Auditors of Private Joint  Stock Companies 
and the Mechanism for their Practice of their 
Profession.  
 
 
 Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  48 
 D- Violations Related to the Secretariat of the Share Register  
 
Violation  Legal Reference  Administrative Penalties  
Violation of the Rules and 
Decisions Regulating the Work 
of the Secretariat  of the 
Shareholders’ Share Register  in 
Private Joint -Stock Companies  article (262 ) A fine of (100,000) one hundred thousand 
dirhams shall be imposed on the Registrar of 
the S hareholders' Share Register  in Private 
Shareholding Companies proved to have 
violated any of the rules and decisions 
regulating the work of the Shareholders' 
Share Register  Secretariat in Private 
Shareholding Companies.  
 
E- Violations Related to Foreign Companies  
 
Violation  Legal Reference  Administrative Penalty  
Failure to Register and License 
Foreign Companies  article (336)  
 
And  
article (338)  Shall be fined an amount of (100,000) one 
hundred thousand dirhams any foreign 
company or its office or branch in the State 
if it fails to register itself with the Registrar 
and obtain a licence from the Competent 
Authority, or if it fails to submit, on an 
annual basis, a copy of the Balance Sheet 
and Final Accounts with the Auditor’s 
Report and a copy of the Final Accounts of 
its Holding Company, if any, to the 
Authority, the Competent Authority and the 
Ministry.  
 
 
 Cabinet Resolution of 20 22 Concerning the List of Administrative Penalties Concerning Acts Committed in 
Violation of the Provisions of  Federal Decree -Law of 2021 Concerning Commercial Companies  49 
 F- Violations Related to Representative Offices  
 
Violation  Legal Reference  Administrative Penalty  
Representative Office's 
Practising a Commercial 
Activity  article (339)  A fine of (50,000) fifty thousand dirhams 
shall be imposed on the foreign Company's 
Representative Office in the State if such 
Representative Office conducts a 
commercial  activity in the State.  
 
G- Violations Related to Other Persons  
 
Violation  Legal Reference  Administrative Penalty  
Violation by Other Persons of 
the Provisions of the Decree -
Law and the Decisions 
Implementing it, for Which No 
Administrative Penalty was 
Specified in this Resolution  - Any person who commits a violation of any 
of the provisions of the Decree -Law and the 
decisions implementing it for which no 
administrative penalty was specified in this 
Resolution shall be fined an amount of not 
less than (1,000) one thousand dirhams but 
not exceeding (500,000) five hundred 
thousand dirhams.