Group Restructuring
Business-focused legal support for group restructuring in the UAE, helping companies move faster, reduce risk and make confident decisions.
Foundation, Group Restructuring and Transgenerational Transmission
We support the restructuring of a group of companies held ultimately by the founders and assist in restructuring the organisation to enable a successful transmission to future family generations and business continuity.
In-depth description
Foundation Setup services assist in establishing foundations.
- This includes drafting legal documents, ensuring compliance with regulations, and obtaining necessary approvals.
- The service provides guidance on structuring governance, operational frameworks, and tax benefits, enabling clients to create impactful, legally sound foundations that align with their family transmission goals.
- This is one of the most complex services the Firm offers to its client and it starts with an in-depth review of the group structuring and end with implementation of Founder’s letter of wishes.
Scope of work
- Conduct an in-depth review of the existing family group structure and succession objectives.
- Design a comprehensive restructuring plan, often involving the setup of a Foundation (e.g., in ADGM/DIFC) as the ultimate holding vehicle.
- Draft all legal documentation, including the Foundation Charter, By-Laws, and letters of wishes from the Founder.
- Manage the legal implementation of the restructure, including the transfer of group company shares to the Foundation.
Price range
AED 100,000 – AED 1,000,000
Cumulative assessment – billed Hourly (contractual elements) and Lump Sum (corporate setup).
Primary Determinants of Pricing
Complexity of restructuring, number of entities and assets, number of UBO, number of members in management (family/non-family).
Group annual turnover, overall asset value, tax issues, number of countries of operation, location of registration.
Financial, HR, operational restructuring requirement.
Contractual elements (charter and bylaws of the foundation, articles of association, SPVs and other corporate vehicles, intra-group contracts, management related contracts, policies, accounting rules set-up, tax optimisation rules, transfer pricing, restructuring etc.).
Deliverables
- A comprehensive Group Restructuring and Succession Plan.
- The fully established and registered Foundation.
- All legal documents for the transfer of assets.
Is your corporate group structured for long-term success?
Do you own multiple entities without a holding structure?
Are you bringing in investors or selling part of your group?
Is business continuity a concern if something happens to you?
Are there tax or regulatory reasons to simplify your structure?
Frequently asked questions
Yes, in most cases. Material structural changes (merging entities, transferring assets between subsidiaries, changing the ultimate holding structure) require shareholder and board resolutions at each affected entity. For regulated entities, prior regulatory consent may also be required before any structural change is implemented.
Key contacts:
Romain Astruc
Managing Partner – Generalist, Advisory & Litigation
Mehdi Al Ghafari
Associate – Corporate, Commercial & Litigation
Gabriel Elmarzouki
Associate – Corporate, Commercial & Litigation
Other services you might need
Corporate restructuring requires tax planning, governance updates and often a clean-up before any external transaction process.
Accounting, Auditing & Tax - UAE Corporate Compliance
M&A Advisory - Acquisitions, Exits & Due Diligence
Corporate Governance - Board, Policies & Controls
WHAT SET US APART
Why ASTRUC & Co
Corporate restructuring requires legal, tax and governance expertise working in lockstep. We deliver all three from a single team.
1.
Commercial priorities
We restructure groups around what your business actually needs – investor readiness, succession clarity, tax efficiency or pre-sale preparation. The legal work follows the
2.
Cross-border fluency
Restructuring a group with entities in France, the UAE and elsewhere requires expertise across all jurisdictions. We manage the full process – coordinating every legal system
3.
Senior counsel only
Group restructuring is irreversible and multi-jurisdictional. Every engagement is led by senior partners with cross-border corporate restructuring experience and knowledge of
More than legal counsel
With you, all the way
Life in the UAE brings extraordinary opportunities — and equally complex legal realities. Whether you’re relocating your family, navigating a divorce across jurisdictions, or structuring an inheritance that spans continents, you deserve a legal partner who understands both the technicalities and the human side of what you’re going through. At ASTRUC & Co, we treat every client’s situation as if it were our own.
From our offices in Dubai to our network spanning Riyadh, Paris, and Luxembourg, we bring senior-level attention to every matter — personal or financial. We believe the best legal advice is honest, clear, and delivered by someone who genuinely cares about the outcome. That’s why our clients stay with us, and why they come back when life presents its next chapter.
Ready to move forward?
Book a consultation with our team to discuss your situation and explore the right legal and strategic approach for your business.
