Commercial Companies Law
Said Ibrahim Ambusaidi Advocates (SIA) in Muscat handles company matters across Oman under the Commercial Companies Law, Royal Decree 18/2019: incorporating companies of every form, drafting constitutive contracts and articles, corporate governance, partner and shareholder disputes, and conversion, merger, and liquidation procedures, in Arabic and English.
What we handle
- Incorporation of every company form, with constitutive contracts and articles
- Partner and shareholder agreements and ownership structures
- Corporate governance, board matters, and general meetings
- Partner and shareholder disputes and director liability claims
- Conversion, merger, acquisition, and sale of shares and stakes
- Company liquidation, deregistration, and division of assets
Which company form is right for you?
The Commercial Companies Law, Royal Decree 18/2019, sets out the company forms available in Oman, including the general partnership, limited partnership, joint venture, limited liability company, joint stock company, and one-person company. Each form shapes the partners' liability, transfer of stakes, capital requirements, and management.
We start from your activity, the number of partners, and your financing and growth plans, recommend the right form, draft the constitutive contract and articles to keep the balance between partners, and complete registration with the Ministry of Commerce, Industry and Investment Promotion. Where a foreign partner is involved, we structure the company with the Foreign Capital Investment Law, Royal Decree 50/2019, in view.
How do we protect you as a partner or shareholder?
The Commercial Companies Law, Royal Decree 18/2019, gives partners and shareholders core rights, from inspecting company books and holding management to account, to their share of profits and their vote in general meetings. Real protection, though, begins before any dispute, with well-drafted shareholder agreements covering exit, valuation, conflicts of interest, and dispute resolution.
When a dispute does arise, we represent you against partners or management: challenging general meeting resolutions, pursuing board member and manager liability, claiming withheld profits, and negotiating exit at a fair valuation. We push first for outcomes that keep the company alive, because a dispute that kills the business loses for everyone.
How do conversion, merger, and liquidation work?
The Commercial Companies Law governs a company's conversion from one form to another and its merger into or with another company, with the resolutions, approvals, and publication steps that protect partners and creditors. We manage these procedures end to end, from studying the proposed structure and drafting the conversion resolutions or merger agreement to completing registration and publication.
When a company reaches its end, we handle voluntary or judicial liquidation: appointing and following the liquidator, settling debts, dividing the remaining assets, and deregistering the company. Where financial distress is the driver, we assess with you whether restructuring or protective composition under the Bankruptcy Law, Royal Decree 53/2019, serves you better than liquidation.
Frequently asked questions
What is the difference between an LLC and a one-person company in Oman?
A limited liability company is formed by two or more persons, and each partner is liable for the company's debts only to the extent of his share in the capital. A one-person company is an LLC whose entire capital is held by a single natural or juristic person, under the Commercial Companies Law, Royal Decree 18/2019. We help you choose the right form for your situation and handle the full incorporation.
My partner runs the company alone and withholds profits. What are my rights?
Under the Commercial Companies Law you have the right to inspect the company's books and records, to claim your share of declared profits, to challenge resolutions that violate the law or the constitutive contract, and to pursue whoever caused you and the company damage. We start by reviewing the constitutive contract and any shareholder agreements, then send the demand or file the appropriate claim, aiming where possible for an outcome that preserves the company itself.
Can a foreigner fully own a company in Oman?
The Foreign Capital Investment Law, Royal Decree 50/2019, allows foreign investors to establish companies and carry on business in Oman, and full foreign ownership is available in many activities, while certain activities remain excluded or restricted under the implementing lists and decisions. We verify the position for your specific activity and handle incorporation, licensing, and ownership structuring accordingly.
How is a company liquidated in Oman?
Liquidation begins with the company's dissolution, whether by the partners' agreement, a court judgment, or one of the dissolution grounds in the Commercial Companies Law, Royal Decree 18/2019. A liquidator is appointed to collect the company's assets, recover its rights, pay its debts, and divide the remainder among the partners, ending with deregistration from the commercial register. We manage liquidation from the dissolution resolution to deregistration, and protect your rights whether you are a partner or a creditor of the company.
How much does a corporate lawyer cost in Muscat?
Fees vary with the work required: incorporation, a shareholder agreement, a shareholder dispute, a merger, or a liquidation. We start with a free first consultation by phone or WhatsApp on +968 9706 3030 to understand your company's position and your need, then give you a clear written fee proposal before work begins. The office operates Sunday to Thursday and serves companies across Oman.
Your first consultation is free
Describe your matter on WhatsApp or by phone, and we will explain your legal position before any commitment.