The Dubai Court of Cassation upheld a ruling by the Courts of First Instance and the Appeals Court that an Asian employee was entitled to 25% of the shares of a pharmaceutical company that he contributed to founding for only 20 thousand dirhams, and a judgment in his favour amounted to about seven million and 731 thousand dirhams.
The rationale for the ruling obtained by “Emirates Today” revealed that the Asian employee joined as an “offensive opponent” according to the legal term, to a lawsuit brought by his “Arab national” partner to restore his rights in the same company after he contributed to its establishment by 50% and at a rate of 60,000 dirhams, but Their partner repudiated them and eluded them with the aim of acquiring the company, taking advantage of the failure to prove the partnership in a written contract or publicity.
“Emirates Today” was alone in the text of a reference ruling in which the Court of Cassation in Dubai resolved a judicial dispute, by endorsing the eligibility of the Arab partner in 50% of the company’s shares, and decided for him the amount of 15 million and 462 thousand dirhams, of its total profits, and the institutions that branched from it.
According to the rationale of the ruling, Dubai Courts applied the rule of “partnership of reality” between the employees and their partner, who repudiated them and transferred the company in the name of his wife, in order to deprive them of their rights. And sharing in profit and loss, pointing out that the failure to prove the partnership in a written contract and not to publicize it, does not preclude proving its existence by other means of proof.
According to the evidence from the lawsuit papers and the expert’s report, which the court reassured, the plaintiff, the defendant and the third “Asian” partner “joined the lawsuit as an intervening opponent.” They agreed among themselves in 2009 to establish a pharmaceutical consulting company to be registered as a sole proprietorship owned by the defendant, given that the two partners The other two “Arab and Asian” are employees of another party and cannot register their names in the contract, and they agreed that the company’s capital will be 130,000 dirhams, and the Arab employee will pay 60,000 dirhams from his personal account to the company’s account, then pay 30,000 dirhams in cash, provided that His share of 50% of the partnership, and the other two partners equally paid an amount of 20 thousand dirhams for each of them, provided that the share of each of them is 25%.
In 2010, they agreed to add a new activity to the company and change its name, and the defendant was providing the Arab plaintiff and the Asian partner with all the information about the company, contracts and otherwise, via e-mail, and they remained committed until 2020.
The lawsuit papers stated that the Arab plaintiff left his job and decided to officially include himself in the partnership, and sat down with his two partners to draft a new contract proving his partnership by 50%, but the defendant turned against his two partners, and took possession of the company’s assets for himself.
The plaintiff filed a lawsuit, especially after he discovered that his partner had registered the company from the beginning in the name of the defendant’s wife, who had taken secret measures to depose his two partners, so he signed a partnership contract with his wife without their knowledge, and the institution continued to grow and prosper, and its activities expanded and branched out into other companies, and in the meantime The defendant transferred the company entirely in his name, believing that he had completely divorced his two partners, because on paper they had contributed to a company owned by his wife, and in light of the transfer of ownership, they no longer had any rights.
The arbitrator and legal advisor representing the plaintiff, Muhammad Naguib, said that the defendant had initiated the transfer of all the foundation’s funds and profits, which exceed 30 million dirhams, to his wife’s account, in a new attempt to embezzle his partners’ shares in the profits, which represents a form of fraud, collusion and the unjustified appropriation of others’ money. , and put them under psychological and material pressures and family burdens.
He added that his client demanded to prove a reality partnership between him, the defendant and the third partner, the “offensive opponent”, in the institution from the date of its establishment, and to obligate the company, the defendant and his wife to pay his due profits from the date of the company’s establishment. lawsuit.
Najib indicated that the plaintiff based his lawsuit on the bank transfer of the incorporation amount of 60 thousand dirhams, in addition to the correspondence that has been taking place between them constantly since its establishment and over the years.
After examining the case, the Court of First Instance ruled to obligate the defendant and the company to pay 15 million and 462 thousand dirhams, and legal interest at 5% of the due date for the Arab plaintiff. He submitted a memorandum requesting that he prove his partnership in the defendant institution at a rate of 25% and pay all his profits due from the date of the partnership,
In addition, the defendant did not accept the verdict and appealed to the Court of Appeal, confirming the absence of a reality partnership with the defendants. However, the court rejected the appeals submitted and upheld the appealed judgment. He continued the appeal before the last judicial instance of the Court of Cassation, which settled the dispute with a reference ruling, which is to prove the partnership of reality and support the judgments of the first degree and the appeal .
The Court of Cassation clarified in the merits of its important ruling that the judge in the matter has the authority to conclude whether or not a company is established between persons when they have the intention to participate in an activity that has consequences, as the judge finds out from the circumstances of the case and all the papers and evidence, without being sued by the Court of Cassation, when he establishes his judgment On justifiable reasons have a fixed origin.
She stated that the main condition for the establishment of a reality partnership is that the partners have the intention to participate in the activity and that each of them contribute to its dependence with profit and loss, pointing out in an important realization that the failure to prove the partnership in a written contract, and its failure to publicize it does not preclude proving its existence by other means of proof.
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