UAE advisory / Governance

Corporate Governance Consulting in the UAE

Board effectiveness, clear accountability and practical governance frameworks for UAE family businesses, SMEs and corporate groups.

Discuss your governance priorities

The business case

Strong governance starts with clear decisions

Governance is the system through which an organisation is directed, overseen and held accountable. It defines who can decide, how decisions are documented and how the board gains confidence that strategy, risk and compliance are being managed. A good framework supports business growth without creating unnecessary bureaucracy.

Bilu Balakrishnan Management Consultancy FZE LLC helps boards, shareholders and leadership teams turn governance principles into workable structures. We assess the current position, identify gaps and develop charters, policies, decision rights and reporting routines proportionate to the entity’s size, ownership and regulatory setting.

For a founder-led business, this may mean separating ownership from day-to-day management. For a growing group, it may involve aligning subsidiary oversight and delegated powers. For an established board, the priority may be stronger committee effectiveness, better information and disciplined follow-through on decisions.

Scope of advisory

Our governance services

01

Governance maturity assessment

Review ownership arrangements, board structures, policies, reporting and decision-making practices. Identify priority gaps and develop a phased improvement roadmap with responsibilities and realistic milestones.

02

Board & committee frameworks

Develop board, audit and risk committee charters, annual work plans and terms of reference. Clarify reserved matters, committee mandates, escalation routes and the information needed for effective oversight.

03

Delegation of Authority

Map approval powers for expenditure, contracts, banking, recruitment and strategic transactions. Align financial thresholds and signatory rules with job roles, legal authority and internal controls.

04

Policies, ethics & conduct

Build policy architecture covering conflicts of interest, related-party transactions, ethical conduct, whistleblowing and policy ownership. Establish review cycles and practical mechanisms for implementation.

05

Board effectiveness & support

Support structured board evaluations, director induction, agenda planning, board packs, minutes and action tracking. Strengthen the quality of information and the discipline of documenting and implementing decisions.

06

Family business & group governance

Clarify the interfaces between shareholders, family members, boards and management. Support succession discussions, subsidiary oversight and governance arrangements for growth, investment and corporate restructuring.

Framework into practice

Oversight, management and assurance—connected

We use recognised governance principles and the IIA Three Lines Model as reference points, adapted to the entity rather than imposed as a one-size-fits-all structure. Accountability remains with the governing body; management owns operations and risk; independent assurance provides objective insight.

01

Governing body

Sets direction, approves strategy and risk appetite, and oversees management’s performance and accountability.

02

First line: management

Delivers products and services, owns risks and operates controls as part of everyday business.

03

Second line: specialist oversight

Risk, compliance and other specialist functions provide expertise, monitoring and constructive challenge.

04

Third line: independent assurance

Internal audit provides independent, objective assurance to the governing body on governance, risk and controls.

Local context

Adapted to UAE entities

UAE governance requirements depend on legal form, licensing jurisdiction, ownership and listing status. We begin by identifying whether the entity operates under mainland company requirements, a free zone framework or a specialised regime such as DIFC or ADGM.

Listed public joint stock companies have specific governance obligations. Those requirements should not automatically be applied to every privately held business. For SMEs and family companies, we select proportionate good practices and distinguish legal requirements from voluntary enhancements.

Our work connects governance documents with the company’s constitutional documents, shareholder arrangements, regulatory obligations and actual operating model. Specialist legal or regulated advice is coordinated where the engagement requires it.

Tangible outputs

What an engagement can deliver

  • Governance assessment and prioritised roadmap
  • Board and committee charters
  • Delegation of Authority and reserved-matters schedule
  • Governance policy register and key policies
  • Board calendar, reporting templates and action tracker
  • Implementation support and director workshops

Final deliverables are agreed for your entity’s needs and engagement scope.

From enquiry to execution

A structured, collaborative engagement

  1. 1

    Discover

    Understand your entity, objectives, concerns and existing documentation.

  2. 2

    Assess

    Review the current position and agree priorities, scope and deliverables.

  3. 3

    Design

    Develop tailored frameworks and practical tools with your team.

  4. 4

    Implement

    Support adoption, assign responsibilities and build internal capability.

  5. 5

    Review

    Evaluate progress and refine the approach as needs evolve.

Common questions

Governance advisory, clarified

Does a small UAE company need a governance framework?

A small company does not need the same structure as a listed group, but clear approvals, documented responsibilities and basic oversight can reduce avoidable disputes and control gaps. We size the framework to the company’s complexity and applicable obligations.

Can you improve our existing policies rather than start again?

Yes. We review the documents and routines already in use, retain what works and prioritise gaps. The objective is a coherent, usable framework—not a larger collection of documents.

How do governance and risk management work together?

Governance establishes oversight and accountability. Risk management supplies the analysis and reporting that inform decisions. Board and committee mandates, risk appetite and escalation rules connect the two.

What determines the scope and duration?

The number of entities, ownership structure, available documentation and level of implementation support all affect the engagement. Following an initial discussion and document review, we agree a scope, deliverables and milestones before work begins.

Principal-led, framework-driven advice

Led by CS Bilu Balakrishnan, Founder & Principal Consultant, with over 20 years of governance, risk and ESG experience. Professional credentials include FCS, Registered Independent Director (IICA), Certified CSR Professional (ICSI) and the COSO ERM Certificate of Applied Competence.

Meet our founder

Discuss your governance priorities

Start with a confidential discussion about your entity, current challenges and the outcomes you want to achieve.

Request a consultation