Changing the Contractor or Consultant in Dubai: How is it Done?

Changing the contractor or the consultant in Dubai is not one decision but two tracks that must run together: a contractual track governed by the rules on the contract for work (muqawala) in the Civil Transactions Law, and an administrative track before the authority that issued the building permit, whether Dubai Municipality through the Build in Dubai platform or the Dubai Development Authority in the areas under it. Many owners start with the second track because it is faster; they replace the contractor on the permit and then discover that the contract is still in force and that the contractor is claiming the value of what he completed plus the profit he lost on what he did not.

The mistakes here are costly: a notice with no fixed deadline or precise description of the breaches, removing the contractor from the site before the state of the works has been recorded, or a release signed in haste that forfeits the right of recourse for defects that appear later. Each of them turns into a lawsuit that drags on for years.

In this article, AWADH ALMHEIRI LAW FIRM AND LEGAL CONSULTATIONS explains when the employer is entitled to change the contractor or the engineering office, how this is done legally and administratively in Dubai, which liabilities remain after the change, and where the risk lies that calls for a lawyer before the decision is taken.

When are you entitled to change the contractor in Dubai?

The Civil Transactions Law distinguishes two situations. In the first, it becomes apparent during the work that the contractor is performing it defectively or contrary to the terms of the contract; here the employer may not terminate the contract outright, but must first give the contractor notice to comply with the terms and rectify the non-conforming works within a reasonable period that he fixes for him. If that period expires without rectification, the employer may, after recording the state of the works, terminate the contract and entrust another contractor with completing and correcting the work at the first contractor's expense. The second situation allows immediate termination without a grace period: where the defects in performance cannot be remedied, where the contractor is so late that completion within the agreed time is hopeless, or where he conducts himself in a way that shows an intention not to perform.

There is a third situation that many overlook: the employer may withdraw from the contract and stop the work at any time before completion even if the contractor is not at fault, but in return must compensate him for everything he spent, everything he completed and what he could have earned had he finished the work, and the court may reduce this compensation according to the circumstances. Whoever changes a contractor merely because he found a cheaper offer pays the price difference twice. We set out the forms of breach of the time limits in Contract Disputes and Delays in Delivery in the UAE.

When are you entitled to change the consultant or the engineering office?

The engineering office on a construction project performs two roles that may be combined or separate: preparing the design, and supervising the execution. The law holds it liable for defects attributable to the design it prepared, makes it jointly liable with the contractor for defects in execution that occurred under its supervision, and entitles it to a separate fee for each of the two roles unless otherwise agreed. If it fails in its supervision, delays approving drawings and payment certificates, abandons the site, or accepts non-conforming works, that is a breach justifying termination under the terms of the contract, and the same rules on notice and grace period apply to it.

What makes changing the consultant more delicate than changing the contractor is that the engineering office is the party in whose name the building permit is registered and which submits the change and completion applications. Without replacing it administratively the owner cannot proceed with the project, and without its consent or its technical report the transfer of responsibility to the new office stalls. The decision must therefore be preceded by an arrangement with a replacement office willing to endorse the state-of-works report and take over supervision from a defined point.

The legal notice and recording the state of the works before the change

The notice is not an angry email; it is a document the court will read two years later. It must identify the breaches by reference to the contract clauses and the drawings, give a clear deadline for rectification, warn that its expiry will result in termination and the assignment of the works to another contractor at the contractor's expense, and be served through the notary public or by a means that proves receipt.

Then comes the step on which most cases are lost: recording the state of the works. The law makes the employer's right to terminate and to assign the work to someone else conditional on recording the state, that is, documenting the percentage of completion, the defects and the materials on site before the new contractor touches them. This is done by a technical report from the supervising engineering office or an independent consultant, and in case of dispute by having the summary judge appoint an expert before the lawsuit is filed. Whoever brings in a new contractor before this documentation can no longer prove that the defects were the first contractor's and not the second's.

Changing the contractor or consultant on the building permit: the administrative procedure in Dubai

At Dubai Municipality this procedure is governed by an administrative resolution issued in 2024 approving the procedures for changing engineering offices and contracting companies and issuing completion certificates, which distinguishes a change by mutual consent from a change without the consent of the previous party:

In the areas under the Dubai Development Authority the service is called replacement of the consultant or contractor; it is submitted by the owner or by the previous or new party, and is completed within two working days with a no-objection certificate from the previous party, or ten working days with a letter of undertaking from the owner. In Abu Dhabi the service is provided through the TAMM platform.

The conclusion the owner must understand: a financial dispute with the old contractor does not stop his replacement on the permit, but neither does it extinguish his debt. The new permit solves the problem of the site, not the problem of the contract, and the latter is settled by agreement, Arbitration and Dispute Resolution in the UAE or litigation.

What happens to the old contractor's dues and the decennial liability after the change?

If the price was fixed per unit and the work consists of parts, the contractor is entitled to the price in proportion to what he completed after it has been inspected and accepted, and for defective works only after the cost of repairing them is deducted. The decennial liability for the collapse of the building or for defects threatening its strength and safety remains with the first contractor and the engineer for the works they executed, runs from the employer's taking delivery of them, and passes to the new contractor only for his own works. Any clause intended to exempt the contractor or the engineer from this liability or to limit it is void. The details of this liability are in What is the Decennial Warranty and Contractor Liability in UAE Law?.

The risk at this stage is a release signed to end the relationship quickly that discharges the contractor from all liability and is later construed as a waiver of the defects apparent at the time of signing, or a settlement that does not fix the point at which responsibility passes, so that the two contractors blame each other when a defect appears in the waterproofing or the foundations.

If the contractor refuses to leave the site or withholds the drawings and materials

The contractor has a right to retain the thing his work has affected until he receives his fee, but this does not extend to holding the whole site or paralysing the project as leverage to collect disputed sums. If the contractor refuses to hand over the site, the drawings or the materials the owner has paid for, the route is the summary judge to compel delivery, or Preventive Attachment in the UAE: When to Request It? over his receivables with third parties as security for the compensation to be awarded. Subcontractors cannot claim directly from the owner anything owed to the main contractor unless he has assigned them to him, so the owner does not pay twice under the pressure of a workers' stoppage.

The dispute after the change: litigation or arbitration

After the change there usually remains a dispute over the extra cost of completion, delay penalties, the value of the works completed and compensation for defects. The dispute resolution clause in the contract determines the route, Dubai Courts or arbitration, and major construction contracts usually refer to the FIDIC forms, which lay down stages of notice and settlement before arbitration whose lapse forfeits the claim. We explained this in FIDIC Contracts in the UAE: Legal Nature and Scope. In both cases the engineering expert's report will decide the case, so the quality of the recording of the state carried out before the change is what determines the outcome of the dispute after it. If the contract contains no arbitration clause, the general route is in How to File a Lawsuit in Dubai?.

Do I need a lawyer to change the contractor or the consultant?

The owner or the new engineering office can submit the administrative procedure themselves, but the decision that precedes it is a legal one: is the breach enough for termination at the contractor's expense, or will the owner be treated as having withdrawn from the contract and be liable to compensate? Is the notice valid? Has the state been recorded in a way that will stand up before the expert? A contract drafted without a lawyer usually lacks the termination clauses, delay penalties and site handover mechanism that make a change possible without a dispute. See Drafting Contracts and Agreements in the UAE. Fees are set once the size of the project, the stage of the dispute and the procedures it requires are known, and are recorded in a written fee agreement before work begins.

Periods governing the change of contractor or consultant

What to prepare before contacting the lawyer

Legal references

• Federal Decree-Law No. (25) of 2025 Issuing the Civil Transactions Law.

• Administrative Resolution No. (275) of 2024 issued by Dubai Municipality approving the procedures for changing engineering offices and contracting companies and issuing completion certificates.

• Dubai Executive Council Resolution No. (28) of 2022 concerning insurance of construction works in the Emirate of Dubai.

Frequently asked questions about changing the contractor or consultant in Dubai