The Abu Dhabi Court of Cassation, sitting as its General Assembly (Civil), the enlarged formation convened to resolve conflicting prior rulings, has issued an important decision that will be of particular interest to creditors, company managers, and litigation practitioners involved in execution proceedings.
The judgment, dated 29 June 2026, clarifies when a company’s legal representative, or a third party, may be subjected to imprisonment or a travel ban during execution, and resolves two conflicting lines of authority on Article 322 of the Civil Procedure Law (Federal Decree-Law No. 42 of 2022).
Because the decision was issued by the General Assembly to unify conflicting principles, it binds the onshore Abu Dhabi courts. It does not apply in the Abu Dhabi Global Market (ADGM), the emirate’s separate common-law jurisdiction.
The Issue
Article 322 permits the execution judge, in defined circumstances, to order the imprisonment of, or impose a travel ban on, the legal representative of a private legal entity or another person, even where the creditor holds no executable title (an enforceable court order or instrument permitting execution against a named party) against that individual personally, where the failure to enforce is attributable to them.
The Court’s jurisprudence had been divided. One line of authority required proof of fraud, abuse of powers, or breach of law or the company’s articles giving rise to the manager’s personal liability under Article 84 of the Commercial Companies Law (Federal Decree-Law No. 32 of 2021), or an existing judgment or instrument establishing personal liability for the debt. On that view, mere failure to produce documents showing the company’s financial position did not justify measures under Article 322. A second line took a broader approach, treating conduct that obstructed execution, such as withholding financial information, as sufficient in itself.
The Court’s Ruling
The General Assembly adopted the broader approach, but framed the applicable test more precisely than the earlier line of authority. Personal enforcement measures may be ordered where the legal representative, or a third party, has engaged in “abnormal conduct” that caused execution to be prevented or obstructed. The test is abnormal conduct that caused the prevention or obstruction of execution, not mere non-disclosure in the abstract.
Although the Court did not define the term exhaustively, it explained that such conduct may operate directly, by concealing or dissipating the debtor’s assets, or indirectly, by manipulating the balance sheets and records that should reveal the debtor’s executable assets, including by withholding financial information that would reveal the company’s financial position and executable assets.
The Court also made clear that such conduct need not amount to fraud or deceit. It expressly recognised that even “poor management” may justify personal enforcement measures where it frustrates execution. However, it did not define “poor management” or identify the degree of negligence or incompetence required, so the scope of the concept remains uncertain.
Article 322 requires an investigation to be conducted in both cases before the measure is ordered. Before ordering imprisonment, the execution judge must, under Article 320(1), conduct a brief investigation where the documents supporting the application are insufficient.
Where a travel ban is sought, the judge must also observe the conditions and controls in Articles 324 to 326 of the Civil Procedure Law.
Practical Significance
Article 322 is distinct from Article 84
The Court held that Article 322 operates independently from Article 84 of the Commercial Companies Law. The adopted test does not require the conditions for manager liability under Article 84 to be satisfied.
The question is not whether the representative is personally liable for the debt, but whether that person’s own conduct prevented or obstructed execution of the judgment.
No separate judgment or executable title required
The ruling widens the circumstances in which creditors may pursue coercive measures against company representatives and third parties, without establishing fraud or deceit and without obtaining a separate judgment or executable title against them personally.
Timing of the relevant conduct
The relevant conduct need not occur during execution. It may have taken place before the judgment was issued, before execution commenced, or during the execution process.
This considerably broadens the inquiry under Article 322 and extends it to conduct predating the executable title.
Travel bans remain subject to statutory safeguards
A travel ban remains subject to the statutory conditions and controls contained in Articles 324 to 326 of the Civil Procedure Law.
The execution judge retains the final say
Personal enforcement measures are not automatic. The creditor must still satisfy the execution judge, on the supporting documents and any investigation the judge considers necessary, that the individual’s conduct prevented or obstructed execution.
Whether that threshold has been met is ultimately a matter for the execution judge to determine, provided the conclusion is reasonably supported by the evidence.
What This Means in Practice
For creditors, the decision materially strengthens their position: a representative’s or third party’s non-cooperation, in particular concealing or withholding financial information, can ground personal coercive measures without a separate liability finding.
Applications should be built on demonstrable abnormal conduct that obstructed execution, supported by documents. Because the relevant evidence often lies with the company, a creditor may also invite the execution judge to investigate the facts or to appoint an expert.
For company representatives, exposure has increased. The best practical protection is proactive, documented disclosure of the company’s financial position and asset movements, together with a contemporaneous record of good-faith conduct capable of rebutting any allegation of abnormal conduct.
TL;DR
- The threshold for invoking Article 322 is broader than one line of previous authority had suggested.
- Fraud or deceit is not required; even “poor management” may suffice, although the Court did not define the concept or the degree of negligence required.
- Establishing the manager’s personal liability under Article 84 of the Commercial Companies Law is unnecessary; Article 322 is a distinct, procedural mechanism.
- The relevant question is whether the representative’s or third party’s own conduct prevented or obstructed execution.
- The conduct may have occurred before the judgment, before execution commenced, or during execution.
- No separate judgment or executable title against the representative or third party is required.
- A travel ban remains subject to the safeguards in Articles 324 to 326.
- Personal enforcement measures are not automatic; the creditor must still satisfy the execution judge that the statutory requirements are met.
How We Can Help
Our dispute resolution team advises creditors on structuring and pursuing enforcement applications under Article 322, and represents company representatives and third parties facing personal enforcement measures. For advice on a specific matter, please contact us.
Disclaimer
This article is general commentary on a recent judgment and is published for information purposes only. It does not constitute legal advice and should not be relied upon as such. The contents reflect the author’s understanding of UAE law as at the date of publication. Any specific matter should be assessed on its own facts. Specific legal advice should be sought in relation to any particular matter or transaction. The author and Salloum & Partners LLC accept no responsibility for any action taken or not taken on the basis of this article.
© Salloum & Partners LLC, 2026. All rights reserved.
The Abu Dhabi Court of Cassation, sitting as its General Assembly (Civil), the enlarged formation convened to resolve conflicting prior rulings, has issued an important decision that will be of particular interest to creditors, company managers, and litigation practitioners involved in execution proceedings.
The judgment, dated 29 June 2026, clarifies when a company’s legal representative, or a third party, may be subjected to imprisonment or a travel ban during execution, and resolves two conflicting lines of authority on Article 322 of the Civil Procedure Law (Federal Decree-Law No. 42 of 2022).
Because the decision was issued by the General Assembly to unify conflicting principles, it binds the onshore Abu Dhabi courts. It does not apply in the Abu Dhabi Global Market (ADGM), the emirate’s separate common-law jurisdiction.
The Issue
Article 322 permits the execution judge, in defined circumstances, to order the imprisonment of, or impose a travel ban on, the legal representative of a private legal entity or another person, even where the creditor holds no executable title (an enforceable court order or instrument permitting execution against a named party) against that individual personally, where the failure to enforce is attributable to them.
The Court’s jurisprudence had been divided. One line of authority required proof of fraud, abuse of powers, or breach of law or the company’s articles giving rise to the manager’s personal liability under Article 84 of the Commercial Companies Law (Federal Decree-Law No. 32 of 2021), or an existing judgment or instrument establishing personal liability for the debt. On that view, mere failure to produce documents showing the company’s financial position did not justify measures under Article 322. A second line took a broader approach, treating conduct that obstructed execution, such as withholding financial information, as sufficient in itself.
The Court’s Ruling
The General Assembly adopted the broader approach, but framed the applicable test more precisely than the earlier line of authority. Personal enforcement measures may be ordered where the legal representative, or a third party, has engaged in “abnormal conduct” that caused execution to be prevented or obstructed. The test is abnormal conduct that caused the prevention or obstruction of execution, not mere non-disclosure in the abstract.
Although the Court did not define the term exhaustively, it explained that such conduct may operate directly, by concealing or dissipating the debtor’s assets, or indirectly, by manipulating the balance sheets and records that should reveal the debtor’s executable assets, including by withholding financial information that would reveal the company’s financial position and executable assets.
The Court also made clear that such conduct need not amount to fraud or deceit. It expressly recognised that even “poor management” may justify personal enforcement measures where it frustrates execution. However, it did not define “poor management” or identify the degree of negligence or incompetence required, so the scope of the concept remains uncertain.
Article 322 requires an investigation to be conducted in both cases before the measure is ordered. Before ordering imprisonment, the execution judge must, under Article 320(1), conduct a brief investigation where the documents supporting the application are insufficient.
Where a travel ban is sought, the judge must also observe the conditions and controls in Articles 324 to 326 of the Civil Procedure Law.
Practical Significance
Article 322 is distinct from Article 84
The Court held that Article 322 operates independently from Article 84 of the Commercial Companies Law. The adopted test does not require the conditions for manager liability under Article 84 to be satisfied.
The question is not whether the representative is personally liable for the debt, but whether that person’s own conduct prevented or obstructed execution of the judgment.
No separate judgment or executable title required
The ruling widens the circumstances in which creditors may pursue coercive measures against company representatives and third parties, without establishing fraud or deceit and without obtaining a separate judgment or executable title against them personally.
Timing of the relevant conduct
The relevant conduct need not occur during execution. It may have taken place before the judgment was issued, before execution commenced, or during the execution process.
This considerably broadens the inquiry under Article 322 and extends it to conduct predating the executable title.
Travel bans remain subject to statutory safeguards
A travel ban remains subject to the statutory conditions and controls contained in Articles 324 to 326 of the Civil Procedure Law.
The execution judge retains the final say
Personal enforcement measures are not automatic. The creditor must still satisfy the execution judge, on the supporting documents and any investigation the judge considers necessary, that the individual’s conduct prevented or obstructed execution.
Whether that threshold has been met is ultimately a matter for the execution judge to determine, provided the conclusion is reasonably supported by the evidence.
What This Means in Practice
For creditors, the decision materially strengthens their position: a representative’s or third party’s non-cooperation, in particular concealing or withholding financial information, can ground personal coercive measures without a separate liability finding.
Applications should be built on demonstrable abnormal conduct that obstructed execution, supported by documents. Because the relevant evidence often lies with the company, a creditor may also invite the execution judge to investigate the facts or to appoint an expert.
For company representatives, exposure has increased. The best practical protection is proactive, documented disclosure of the company’s financial position and asset movements, together with a contemporaneous record of good-faith conduct capable of rebutting any allegation of abnormal conduct.
TL;DR
- The threshold for invoking Article 322 is broader than one line of previous authority had suggested.
- Fraud or deceit is not required; even “poor management” may suffice, although the Court did not define the concept or the degree of negligence required.
- Establishing the manager’s personal liability under Article 84 of the Commercial Companies Law is unnecessary; Article 322 is a distinct, procedural mechanism.
- The relevant question is whether the representative’s or third party’s own conduct prevented or obstructed execution.
- The conduct may have occurred before the judgment, before execution commenced, or during execution.
- No separate judgment or executable title against the representative or third party is required.
- A travel ban remains subject to the safeguards in Articles 324 to 326.
- Personal enforcement measures are not automatic; the creditor must still satisfy the execution judge that the statutory requirements are met.
How We Can Help
Our dispute resolution team advises creditors on structuring and pursuing enforcement applications under Article 322, and represents company representatives and third parties facing personal enforcement measures. For advice on a specific matter, please contact us.
Disclaimer
This article is general commentary on a recent judgment and is published for information purposes only. It does not constitute legal advice and should not be relied upon as such. The contents reflect the author’s understanding of UAE law as at the date of publication. Any specific matter should be assessed on its own facts. Specific legal advice should be sought in relation to any particular matter or transaction. The author and Salloum & Partners LLC accept no responsibility for any action taken or not taken on the basis of this article.
© Salloum & Partners LLC, 2026. All rights reserved.
