Employing somebody in the UAE: the three documents

A job offer, a contract registered with MOHRE and an internal contract written in head office. They rarely agree, and only one of them is the document that governs.

The UK–UAE corridor · Part of Outsourced General Counsel, Dubai

A business that has just opened in Dubai usually ends up holding three pieces of paper for the same employee, and they rarely say the same thing.

There is the job offer, negotiated by whoever was hiring. There is the contract registered with the Ministry of Human Resources and Emiratisation, produced by the PRO or the free zone and signed in a portal. And there is the internal contract, which is the UK template with the country name changed, sitting in a folder in head office.

Only one of those is the document a UAE authority will look at. The other two matter mainly when they contradict it.

Which document governs a UAE employment relationship?

This is the part that surprises people who have only employed in the UK, where the written statement of particulars is a description of a bargain made elsewhere. In the UAE the registered contract is closer to the bargain itself. The official UAE government guidance sets out the models and durations available in the private sector, and the registered contract has to be one of them.

So a clause that exists only in the head office version is not automatically worthless, but it is arguing uphill. If it improves on the registered terms it will usually be honoured, because nothing stops an employer being more generous than the law. If it takes something away, it is the registered contract that is read.

What the job offer is really doing

The job offer is treated as a document with consequences rather than a courtesy. It has to be provided in Arabic and English, and in a third language the worker understands, and it comes with an annex setting out the provisions of the Labour Law.

More importantly, the contract that follows is built from it. The employment contract is based on the offer letter signed by both parties and is submitted to MOHRE within fourteen days of the worker's arrival in the country, or of the change of status where they are already here. After signing, the employer cannot alter or replace the provisions of the offer without the worker's consent.

The practical consequence is that the negotiating room is at offer stage, not at contract stage. A business that treats the offer as a warm letter and the contract as the real document has it exactly the wrong way round, and discovers this when it tries to add a probation clause, a notice period or a bonus condition that was never in the offer.

The internal contract, and where it quietly fails

The internal contract is usually the most detailed of the three, because it is the one a lawyer wrote. It is also the one most likely to contain provisions that do not travel.

Three recur. The first is a notice period longer than the registered one, which the business believes it has and does not. The second is a restrictive covenant drafted to English standards, with a twelve-month non-compete and a worldwide non-solicit. The third is a bonus or commission scheme expressed as discretionary in a way that reads very differently once end of service is being calculated.

None of these is fatal on its own. Together they produce a situation where the business thinks it has bought certainty and has actually bought a second version of the truth.

Can a UK-style restrictive covenant be enforced in the UAE?

The instinct to draft wide and rely on severance is an English habit and it does not transfer well. What tends to work is a covenant that names the actual competitive risk: a defined client list, a defined territory, a period measured in months rather than the maximum available.

There is also a practical layer that has nothing to do with drafting. The labour ban and work permit machinery does a great deal of the work an English employer would expect a covenant to do, and it does it without litigation. A business that understands that usually finds it needs less contractual protection than it thought.

Notice, and the number everybody gets wrong

Notice runs off the registered contract. Where the internal document says three months and the registered document says one, the employee who resigns with one month's notice has done what was required.

This matters most on the way out of a senior hire, which is exactly when a business least wants to discover that the handover period it planned around does not exist. It is a fifteen-minute check against the MOHRE record and almost nobody does it until it is too late.

End of service, and why the three documents matter to it

End of service gratuity is calculated on basic salary, and basic salary is a number that appears on the registered contract. This is why the split between basic pay and allowances on that document is one of the most commercially significant lines in the whole arrangement, and why it is usually set by whoever filled in the portal.

A business that has allowed the registered basic to drift upwards relative to the total package has quietly increased its end of service liability across the whole workforce. A business that has pushed it down too far has created a different problem, because the registered figure also drives visa eligibility and, in some cases, what the employee can show a bank.

Where a specialist is needed

Immigration filings, PRO work and the mechanics of visa and permit applications sit with licensed agents, and they should. Corporate tax and VAT treatment of employment costs is a matter for a UAE tax adviser. Where a dispute reaches the MOHRE complaint process or the courts, local counsel is instructed.

What Dinmore Bell does is hold the three documents together: read what is actually registered, align the internal paper to it, write the offer stage properly so the contract that follows says what the business intended, and keep the register current as people are hired and promoted. It is the same function described on the outsourced General Counsel page, applied to the part of the business that generates the most paper. Where the underlying employment questions are UK ones, they sit with the employment function.

What to do this week

Pull the registered contracts for your five most senior UAE staff and put them next to the internal versions. Where the notice period, the basic salary or the job title differs, you have found the gap before it found you.

Then look at the offer letters you are about to send. That is where the next three years of this are decided.