218. Contract with sole member who is also a director
(1) This section applies where—
(a) a non-restricted scope company or a public company having only one member enters into a contract with the sole member,
(b) the sole member is also a director of the company, and
(c) the contract is not entered into in the ordinary course of the company's business.
(2) The company must, unless the contract is in writing, ensure that the terms of the contract are either—
(a) set out in a written memorandum, or
(b) recorded in the minutes of the first meeting of the directors of the company following the making of the contract.
(3) If a company fails to comply with this section a contravention of these Regulations is committed by every officer of the company who is in default.
(4) A person who commits the contravention referred to in subsection (3) shall be liable to a level 1 fine.
(5) For the purposes of this section a shadow director is treated as a director.
(6) Failure to comply with this section in relation to a contract does not affect the validity of the contract.
(7) Nothing in this section shall be read as excluding the operation of any rule of law applicable in the Abu Dhabi Global Market applying to contracts between a company and a director of the company.