We value shares in private companies across the UAE by first valuing the company and then examining what the particular shares entitle their holder to under the constitutional documents and any shareholders' agreement.
Situations
When UAE clients ask for this valuation
- 1Shares are being sold, transferred or gifted between shareholders.
- 2A new shareholder is joining and the price per share must be set.
- 3Shares are being issued, cancelled or bought back.
- 4Shares move between related parties and market value is relevant for corporate tax.
Who asks us
Typical clients
- Shareholders and directors
- Accountants and corporate tax advisers
- Lawyers acting on share transfers
What we value
The subject of the valuation
Ordinary and preference shares, majority and minority holdings, and shares in mainland, free-zone, DIFC and ADGM companies. Where several classes exist, we consider how value is shared between them.
Our method
How we reach the figure
We value the company as a whole, consider how that value is allocated between share classes, and then consider the particular holding: what it controls, what it receives and how readily it could be sold.
For non-controlling holdings it may be appropriate to reflect lack of control and marketability, but this depends on the purpose, the basis of value and the facts. Some contractual definitions of value require a pro rata share with no discount. We do not apply a standard percentage.
| Income | Sustainable profit or projected cash flows | Usual starting point |
|---|---|---|
| Market | GCC and international deal and listed-company evidence | Cross-check |
| Asset | Restated balance sheet value | Where relevant |
The company value is then applied to the specific holding, considering control, transfer restrictions and the rights in the MoA and any shareholders' agreement.
Value drivers
Points that move the value
- Size of holding
- The voting thresholds set by the Commercial Companies Law and the company's own articles.
- Share rights
- Rights to dividends, capital and votes attached to each class.
- Transfer restrictions
- Pre-emption rights, consent requirements and lock-ups.
- Shareholders' agreement
- Drag, tag, deadlock and valuation mechanisms.
- Dividend history
- Whether the company distributes profits or retains them.
Documents
What we will ask you for
- Memorandum and Articles of Association
- Shareholders' agreement and register
- Financial statements and forecasts
- Details of the transaction or purpose
The full list is tailored to your company once the scope is agreed.
Report, timing & fees
What you receive, and when
A share valuation report setting out the company value, the allocation to the shares and the reasoning for any adjustment to the holding.
Timing
Usually two to four weeks.
Compare report levels on our reports and deliverables page.
Questions
Questions clients ask about this service
- Is a minority discount always applied?
- No. Whether one applies depends on the basis of value and the agreement between the parties. Some definitions require a pro rata value.
- Can you value shares held through a nominee?
- We value the economic interest described to us and note the legal arrangements relied on. We do not give legal advice on nominee structures.