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International Humanitarian City Licensing Regulations

Licensing Regulations – Version 1 Page 1 of 20

The In ternational Humanitarian City
Licensing Regulations

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PART ONE
PRELIMINARY AND KEY PROVISIONS
1. PRELIMINARY AND KEY PROVISIONS

1.1 This document is referred to as the Licensing Regulations.

1.2 These Licensing Regulations are issued in accordanc e with Articles 5, 20 and 21 of Law No.
1 of 2012 (the IHC Law).

1.3 These Licensing Regulations come into full force an d effect on the date of their issuance by
the Authority’s Chief Executive Officer. Subsequent amendments to these Licensing
Regulations shall also come into full force and eff ect on the date of their issuance by the
Authority’s Chief Executive Officer.

1.4 The purpose of these Licensing Regulations is to se t out the framework under which
Establishments may carry on their business in the F reezone as a Licensed Establishment.
These Licensing Regulations are binding on all Esta blishments, except UN Agencies. For the
avoidance of doubt, these Licensing Regulations app ly equally to NPO Establishments,
Commercial Establishments and Intergovernmental Est ablishments, unless a rule or
regulation issued by the Authority specifically sta tes otherwise.

1.5 All Establishments must comply with these Licensing Regulations and, for the duration of
their Licence, comply with all other regulations pr omulgated by the Authority from time to
time as well as any applicable UAE or Dubai laws or regulations applying in the Freezone.

1.6 Failure to comply with any laws, regulations or rul es applicable in the Freezone may result
in:

(a)
a Sanction being imposed on the Establishment as st ipulated in the General Rules and
Regulations or any other rule or regulation promulg ated by the Authority; and / or
(b)
the termination of the Establishment’s Licence.
1.7 The Authority’s Chief Executive Officer may, from t ime to time, amend these Licensing
Regulations.

1.8 These Licensing Regulations must be read in conjunc tion with:

(a)
The General Rules and Regulations;
(b)
Any other regulations promulgated by the Authority, including, without limitation, the
Member’s Registration Regulations; and
(c)
Any agreement executed between the Authority and th e Establishment.
1.9 The Authority may appoint a registrar or any other third party who shall have the powers
and discharge the duties conferred or imposed upon that third party by the Authority.

1.10 Regardless of any delegation pursuant to Article 1.9, the payment of any fees shall be
made directly to the Authority. The Authority shall have no liability or responsibility
whatsoever for any fees paid by an Applicant or Est ablishment in respect of these
Licensing Regulations to any third party, regardles s of whether such third party is
authorised by the Authority to do anything in conne ction with these Licensing Regulations.

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PART TWO
INTERPRETATION
2. DEFINITIONS
2.1
Capitalised words in these Licensing Regulations ha ve the meaning indicted below:

Applicant: an entity that submits an Application for Licence i n accordance with these
Licensing Regulations.
Application: an application for a Licence.

Associated Body: any corporate body which is or has at any relevant time been:
(a)
a holding company, subsidiary or related company of the Licensed Establishment;

(b)
a subsidiary of a holding company of the Licensed E stablishment;

(c)
a holding company of a subsidiary of the Licensed E stablishment; or

(d)
a corporate body in the case of which a controller of the Licensed Establishment
along or with associates, is entitled to exercise, or control the exercise of, more
than 50 per cent of the voting power at a general m eeting.

Authority: the International Humanitarian City Authority estab lished in accordance with
the IHC Law.
Commercial Establishment: any entity which undertakes commercial activities i n the
Freezone.
Director: a member of the board of directors which manages a nd controls the affairs of an
Establishment and includes an alternate director an d any person occupying the position of
director by whatever name called
Establishment(s): any NPO Establishment, Commercial Establishment or Intergovernmental
Establishment which meets the Registration Requirem ents and holds a Lease and a Licence
to operate in the Freezone.
Freezone: the geographical area comprising the International Humanitarian City.
Guidelines : the guidelines governing the registration and lic ensing requirements of new
Establishments or licence renewal of existing Estab lishments, which are issued by the
Authority from time to time.
Intergovernmental Establishment: any entity which holds a Licence to undertake activ ities
in the Freezone. For the avoidance of doubt, an Int ergovernmental Establishment is an
agency set up by member states and established via a treaty or charter to carry out not-for-
profit activities.
Licence: a Licence issued by the Authority pursuant to these Regulations.

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Licence Activity List: the list of approved activities for Establishments issued and amended
by the Authority from time to time, which shall be divided into segments.

Licensed Establishment: an Establishment licensed under these Licensing Reg ulations.

Court: the Court or arbitral body appointed by the Authori ty for the purposes of these
Licensing Regulations.
Home Regulator: the relevant supervisory authority in the country o r territory in which an
institution has its principal of business.
Inspector: any person appointed by the Authority under Article
42.

Manager: the manager of a Licensed Establishment as describe d in Article
30.

NPO Establishment: any entity that undertakes not-for-profit activitie s in the Freezone.

Sanctions: any punitive action that may be taken by the Author ity in accordance with these
Licensing Regulations or any other rule or regulati on promulgated by the Authority, or as
determined by the Authority in its sole discretion.

UAE: the United Arab Emirates.
2.2
A reference to a particular law or regulation in th ese Licensing Regulations is a reference to
that law or regulation as it is in force, taking ac count of any subsequent amendment,
extension, or re-enactment and includes any subordi nate legislation made under it, from
time to time.

2.3 In the event of any inconsistency in these Licensin g Regulations or between these Licensing
Regulations and any other applicable law or regulat ion (whether issued by the Authority or
otherwise), the Authority will determine the correc t interpretation and each Applicant or
Establishment shall be so bound.

2.4 References in these Licensing Regulations to time p eriods are to be construed in
accordance with the Gregorian calendar. Whenever th ese Licensing Regulations reference a
period of time, such period will include every cale ndar day, except that:

a)
when the last day of the period falls on a Friday o r a Saturday, the period will end
instead on the next Sunday; and
b)
when the last day of the period falls on a UAE or D ubai public holiday, the period will
end instead on the next day that is not a UAE or Du bai public holiday.
2.5
A person who wishes to submit an original document or a photocopy of a document written
in a language other than English or Arabic must als o submit a notarized translation of that
document in English or Arabic, prepared by a transl ation service acceptable to the
Authority. Certain classes of documents may be subm itted electronically if approved by the
Authority.

2.6 Unless the context otherwise requires, any referenc e in these Licensing Regulations to a
“person” includes a reference to a natural person, a corporate body, limited liability
company, association or partnership and to the lega l or personal representatives, legal
successors and lawful assigns of any such person.

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PART THREE
GENERAL PROVISIONS RELATING TO APPLICATIONS FOR A LICENC E
3. ELIGIBILITY

3.1 Only an Establishment which is registered under the Registration Regulations may submit an
Application to become a Licensed Establishment.
4. APPLICANTS

4.1 Only an entity that intends to be the eventual Lice nsed Establishment may be an Applicant.
5. PERSONS ENTITLED TO PROVIDE ACTIVITIES

5.1 Subject to the provisions of these Licensing Regula tions no person may provide any
activities in the Freezone without being registered in accordance with the provisions of the
Registration Regulations and/or obtaining a Licence from the Authority in accordance with
the provisions of these Licensing Regulations.

5.2 For the purposes of these Licensing Regulations a p erson provides activities in the Freezone
if:

(a)
it carries out activities from a permanent place o f business maintained by it in the
Freezone; or
(b)
it engages in or from the Freezone in any business and its doing so constitutes the
carrying out by it of a business in the Freezone.
6. LICENCE ACTIVITY LIST

6.1 The Authority shall publish from time to time, the Licence Activity List of the approved
activities for which a Licence may be issued in the Freezone.
7. EXEMPTIONS

7.1 These Licensing Regulations do not apply in relatio n to:

(a)
a person falling within a class prescribed by the A uthority from time to time to the
extent that it carries on any activities within the Freezone; or
(b)
a transaction of a description specified by the Aut hority from time to time and by
reference to any matter appearing to the Authority to be appropriate.

7.2
An exemption specified under Article 7.1 may provide that such exemption shall be subjec t
to one or more conditions or requirements as may be specified by the Authority from time
to time.
8. FORM OF APPLICATION

8.1 An Application for a Licence to provide activities in the Freezone from an Applicant shall be
made to the Authority in such form and manner as th e Authority may require;

8.2 An Application for a Licence will considered only i f it meets the following requirements:

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(a) it must be in English or, if approved by the Authority, in Arabic;
(b)
it is typewritten or written in a legible manner;
(c)
all data, information, and signatures required unde r these Licensing Regulations and
the applicable Guidelines are supplied;
9. INFORMATION TO BE PROVIDED WITH APPLICATION

9.1 All Applications must be submitted in accordance wi th the Guidelines and must be
accompanied by all supporting documents set out in such Guidelines issued by the Authority
from time to time.

9.2 At any time after receiving an Application and befo re determining it, the Authority may by
written notice require the Applicant or its legal r epresentative or any person who is or is to
be a Director or Manager of the Applicant to provid e additional information or documents.

9.3 The Applicant for a Licence shall furnish the Autho rity with such further information about
the business to which the Application relates (bein g, if the Authority so requires,
information verified in a specified manner) as the Authority may require for the purpose of
determining the Application.
10. PROVISION OF INCOMPLETE APPLICATION

10.1 It is the responsibility of the Applicant to submit a completed Application form and provide
the required information and documents as per the r elevant Guidelines of the Authority.

10.2 In the case of incomplete Applications the Authorit y will notify the Applicant identifying
the information that has not been provided.

10.3 The Authority must specify a period of time within which the Application may be
resubmitted with the required information, which ti me period shall be thirty (30) days
unless otherwise notified by the Authority.

10.4 If the Applicant does not provide the required info rmation to the Authority within 3 months
from its request date, the Authority will reject th e Application at its sole discretion and the
Applicant must submit a new Application which will be treated as a new Application. The
Authority may accept or reject the new Application at its sole discretion.
11. WITHDRAWAL OF APPLICATION

11.1 The Applicant may withdraw the Application, by givi ng the Authority written notice, at any
time prior to the Authority issuing the Licence.

11.2 The Authority will retain a copy of the Applicant’s withdrawal of the Application together
with a copy of all the information provided by the Applicant or otherwise obtained during
the course of consideration of the Application.

12. REQUIREMENT TO NOTIFY CHANGES

12.1 At any time during the review of an Application and prior to the Authority issuing a Licence,
the Applicant must promptly notify the Authority of any substantial modification or change
to the information or documentation contained in it s Application.

12.2 Failure of an Applicant to notify the Authority of any such changes will result in either:

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(a)
the Application being considered incomplete and withdrawn in accordance with Article
11; or
(b)
the Authority not including any modifications in th e Licence, if it is issued.

PART FOUR
PROVISIONS RELATING TO GRANTING OR REFUSING LICENCES
13. GRANT OR REFUSAL OF LICENCE

13.1 The Authority may on considering an Application dul y made in accordance with Part Three
and after being provided with all such information, documents and reports as it may
require, accept or refuse the Application for a Lic ence.
14. REQUIREMENT TO SATISFY RELEVANT CRITERIA

14.1 The Authority shall not accept an Application for a Licence unless satisfied that the
Application meets the criteria and requirements as per the relevant Guidelines applied by
the Authority from time to time.

14.2 The criteria may include, but is not limited to, th e requirement for Applicant to meet
public health and safety requirements as provided b y the applicable Regulations, rules,
policies or standards.
15. CONSIDERATIONS

15.1 In determining whether to grant or refuse an Applic ation for a Licence the Authority may
take into account any matters relating:

(a)
to any person who is or will be employed by or asso ciated with the Applicant for the
purposes of the Applicant’s business;
(b)
to any other Associated Body or to any Director of any Associated Body.
15.2
In the case of an Applicant incorporated, establish ed or formed outside the Freezone, the
Authority may take into account the length of time the Applicant has been incorporated,
established or formed outside the Freezone prior to the Application being made in
accordance with Part Three.

15.3 In considering whether to grant an Application made under Article 8 the Authority shall
additionally have regard to the need to protect the public and the reputation of the
Freezone and by reference to any other factor appea ring to the Authority to be
appropriate.
16. GROUNDS TO REFUSE TO GRANT A LICENCE

16.1 The Authority may refuse to grant a Licence if it a ppears to the Authority that the
Applicant:

(a)
is closely linked with any person; and

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(b) the close links with that person or any matter relating to laws or administrative
provisions to which that person is subject, are suc h as would prevent the effective
exercise by the Authority of its supervisory powers in relation to the Applicant; or
(c)
the statements, information and/or documents made o r submitted by the Applicant are
false or misleading; or
(d)
has not complied with any public health and safety requirements under the applicable
Regulations, rules, policies or standards; or
(e)
has not met the Authority’s criteria and requiremen ts, which can be provided by the
Authority on request.
17. APPLICANT TO BE NOTIFIED OF DECISION

17.1 Where the Authority grants an Application for a Lic ence it shall give written notice of that
fact to the Applicant.

17.2 Where the Authority refuses an application for a Li cence it shall give written notice of that
fact to the Applicant.
18. REASONS FOR REFUSAL OR CHANGE OF TERMS

18.1 If the Authority refuses to grant a Licence, or gra nts a Licence on terms other than those
sought by the Applicant the Authority may provide t he Applicant with a written statement
of reasons for the refusal or the terms of the Lice nce, on request from the Applicant, but
the Authority is not obliged to do so.
19. NO APPEAL

19.1 There will be no appeal allowed of the Authority de cision to refuse to grant or grant a
Licence on terms other than those sought by the App licant.
20. TERM OF LICENCE

20.1 Subject to these Licensing Regulations and the Registration Regulations, the Licence will be
for the term specified in the Licence and shall be renewed in accordance with the
provisions of Article
23.
21. DETAILS TO APPEAR ON LICENCE

21.1 A Licence issued under these Licensing Regulations shall state:

a)
the Licence number;
b)
the name of the Licencee (which should be as per th e headquarters or mother company
name in the case of branches);
c)
Operating Name;
d)
Legal Status (whether branch of foreign entity or F Z LLC);
e)
Category (whether NPO Establishment, Commercial Est ablishment or Intergovernmental
Establishment)
f)
Issue Date;
g)
Licence Validity;
h)
Manager Details;
i)
Local Address; and
j)
Segment and Activities

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22. AMENDMENTS OF LICENCE

22.1 The details specified on the Licence for Licensed Establishment can be amended at the
Licensed Establishment’s written request and upon p ayment of the specified fee, as
notified by the Authority from time to time, subjec t always to the Authority’s sole
discretion in approving the request to so amend the Licence details. However, changes to
the activity specified in the Licence for the Licen sed Establishment cannot be amended
pursuant to this Article.

22.2 Licensed Establishments wishing to amend their acti vities will have to apply to the
Authority to obtain prior approval before an amende d Licence can be issued for the new
activity. The new activity must be chosen from the Licence Activity List. The Licensed
Establishment must provide any further information to support their application for a new
activity, as requested by the Authority.

22.3 The fees charged for amending the specified activit y on a Licence will be the same as
charged for the issuance of a new Licence, provided that the activities are within the same
segment from the Licence Activity List. If the new activities are from a different segment
of the Licence Activity List, there shall be an add itional fee as may be prescribed by the
Authority from time to time.

22.4 Licensed Establishments whose activities fall under different categories will be issued with
separate Licences for each category of activity. Wh ere so directed by the Authority, a
separate Lease must be entered into for each activi ty.

PART FIVE
RENEWAL OF LICENCE
23. RENEWAL OF LICENCE

23.1 Each Licensed Establishment must renew its Licence every year, effective as of the
anniversary of the issuance of its Licence (each da te on which a Licensed Establishment’s
Licence is to be renewed is a “Renewal Date”).
24. SUBMISSION OF RENEWAL REQUEST

24.1 A Licensed Establishment must submit to the Authori ty a Renewal Request and the required
fee and documents no later than thirty (30) days pr ior to each Renewal Date.

24.2 The Authority may, at its discretion, allow a Renew al Request to be filed later than the
date provided for in Article
23.1 24.1, based on a justified written request submitte d by the
Establishment.
25. INFORMATION TO BE PROVIDED WITH THE RENEWAL REQUEST

25.1 The Renewal Request must include such information and documents as stipulated in the
Guidelines issued by the Authority from time to tim e.
26. THE AUTHORITY TO REVIEW THE RENEWAL REQUEST

26.1 The Authority will review the Request to renew the Licence within fifteen (15) days of
receipt of the Request.

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26.2 At any time after receiving the Renewal Request, the Authority may by written notice
require the Establishment or the Manager of the Est ablishment to submit additional
information or documents or provide clarifications on the submitted documents.
27. ESTABLISHMENT TO BE NOTIFIED OF DECISION

27.1 Where the Authority grants an approval to renew a L icence it shall give written notice of
that fact to the Establishment.

27.2 Where the Authority refuses to renew a Licence it s hall give written notice of that fact to
the Establishment.
28. REASONS FOR REFUSAL OR CHANGE OF TERMS

28.1 If the Authority refuses to grant a renewal of the Licence, or grants a renewal of the
Licence on terms other than those sought by the Est ablishment the Authority may provide
the Establishment with a written statement of reaso ns for the refusal or the terms of the
Licence, on request from the Establishment.
29. FAILURE TO FILE A RENEWAL APPLICATION

29.1 If a Licensed Establishment fails to file a Renewal Request for its Licence, its Licence will
remain in effect from the expiry date of Licence, u ntil the Authority notifies the Licensed
Establishment in writing that it is to cease provid ing any or all activities to which the
Licence relates, in accordance with Article
32.

29.2 A notice provided by the Authority under Article 29.1 must specify a period of time during
which the Licensed Establishment is to complete an orderly winding down of the activities
or parts of the activities it provides under its Li cence, which time period the Authority
may, in its discretion, extend.

29.3 Upon the completion of the orderly winding down of the Licensed Establishment’s
activities, the affected Licensed Establishment wil l immediately cease providing all
activities allowed under its Licence.

PART SIX
OBLIGATIONS OF LICENSEES
30. ROLE OF THE MANAGER

30.1 Every entity granted a Licence under these Licensin g Regulations to provide activities in the
Freezone shall appoint a Manager, who shall be a na tural person, or, subject to the
approval of the Authority, a juridical person repre sented by a natural person.

30.2 The Manager, whose details shall be mentioned on th e Establishment’s Licence, shall be the
principle representative of the Licensed Establishm ent in the Freezone and shall represent
the Licensed Establishment in all matters with the Authority. The Manager must apply for
employment visa, with all required supporting docum ents, to the Authority within 30 days
from the issuance of Licence in accordance with Art icle
30.6.

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30.3 .The Authority, may at its discretion, allow an NPO
Establishment or Intergovernmental
Establishment to temporarily appoint a Manager who is an employee at the Establishment’s
headquarters for a maximum period of six (6) months from Licence issue date. Without
prejudice to the generality of Article
30.6, the Authority would waive the requirement
under Article
30.6 (a) for the duration of the temporary appointm ent.

30.4 The Licensed Establishment may, either under the Ap plication for the Licence as set out in
Part Three, regulate, limit or otherwise specify th e extent of the powers of the Manager in
representing the Licensed Establishment both inside and outside the Freezone.

30.5 Subject to any limitations prescribed by the Licens ed Establishment under Article 30.4, the
Manager is empowered to manage and conduct the day to day operations, business and
affairs of the Licensed Establishment.

30.6 The Manager shall be sponsored by the Authority pur suant to the personnel sponsorship
agreement between the Licensed Establishment and th e Authority, with the exception of
NPO Establishments and Intergovernmental Establishm ents who shall be permitted to
appoint a Manager who is a volunteer and not under the Authority’s sponsorship, provided
the following conditions are met:

(a) the Manager holds a valid UAE residence visa;
(b)
the NPO Establishment or Intergovernmental Establis hment provides a no objection
certificate issued by the Manager’s current sponsor allowing the Manager to work as a
volunteer for the NPO Establishment in the Freezone ;

(c)
the NPO Establishment or Intergovernmental Establis hment issues an undertaking
letter, issued by the Establishment’s headquarters, in the form prescribed by the
Authority from time to time; and
(d)
the NPO Establishment or Intergovernmental Establis hment obtains the Authority’s prior
written approval of the Manager, such approval whic h may be withheld at the
Authority’s sole discretion without any obligation to give reasons.
31. IMPOSITION OF CONDITIONS ON LICENSES

31.1 The Authority may at any time on or after issuing a Licence under Part Four by notice in
writing served on the Licensed Establishment:

(a)
impose such conditions or restrictions as appear to the Authority to be necessary or
desirable in respect of a Licensed Establishment; a nd
(b)
vary or revoke any condition or restriction so impo sed.
31.2
Article 31.1 is subject to the Authority having reason to b elieve that it is appropriate to
impose such conditions or restrictions.

31.3 If the Authority imposes a condition or restriction under Article 31.1, the Authority may
provide the Licensed Establishment with a written s tatement of reasons for imposing a
condition or restriction on request from the applic ant.

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32. REVOCATION, CANCELLATION OR SUSPENSION OF A LICENCE

32.1 The Authority may, if it thinks fit, revoke or cancel a Licence or suspend a Licence for a
specified period or completely until the occurrence of a specified event or until specified
conditions are complied with.

32.2 Any revocation, cancellation or suspension must be given by notice in writing served on the
Licensed Establishment.

32.3 The Authority may act under Article 32.1:

(a)
at the request of the Licensed Establishment;
(b)
if the Licensed Establishment has: (i)
contravened a provision of these Licensing Regulati ons or its Licence; or
(ii)
failed to satisfy an obligation to which the Licens ed Establishment is subject by
virtue of these Licensing Regulations; or
(iii)
no longer meets the relevant applicable minimum cri teria under which it was
licensed;
(c)
if the Licensed Establishment has furnished mislead ing or inaccurate information to the
Authority under or for the purposes of any provisio n of these Licensing Regulations;
(d)
if the Licensed Establishment has not commenced to carry on in the Freezone the
activities to which its Licence relates within thir ty (30) days of its issue or within such
other period as may be specified by the Authority;
(e)
if the Licensed Establishment has not paid any rene wal or other fee, including any fee
for late renewal due and payable in respect of a Li cence or if the Licensed
Establishment has not paid any other amounts due to the Authority;
(f)
if the Licensed Establishment has failed to submit relevant requested documents for
renewal of its Licence within 60 days from the Lice nce expiry date;
(g)
if the Licensed Establishment has ceased to provide activities in the Freezone;
(h)
if the Licensed Establishment is carrying on activi ties of a different category to that set
out on the Licence;
(i)
if the Licensed Establishment has assigned the bene fit and control of a business to a
third party without the approval of the Authority;
(j)
on the order of a Court;
(k)
if the Authority considers it desirable to revoke, cancel or suspend the Licence for the
protection of the public or of the reputation of th e Freezone;
(l)
if the Licensed Establishment operates from offices outside the Freezone, carries on
activities outside the Freezone without obtaining t he prior written approval of the
Authority (such approval which may be withheld in t he Authority’s sole discretion
without any obligation to give reasons) and the pri or written approval of any other
relevant Government Department or is in violation o f any applicable laws; or
(m)
on any other ground, which the Authority may specif y from time to time as a ground for
the revocation, cancellation or suspension of a Lic ence.
33. REASONS FOR REFUSAL OR CHANGE OF TERMS

33.1 If the Authority revokes, cancels or suspends a Lic ence pursuant to Article 32 the Authority
may provide the Licensed Establishment with a writt en statement of reasons for its
decision on request from the Licensed Establishment .

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34. RIGHT OF REVIEW OF THE AUTHORITY’S DECISION

34.1 The Licensed Establishment has the right to seek a review of the decision to decline, to
revoke, or suspend a Licensed Establishment or plac e conditions or restrictions on the
Licensed Establishment to which that Holder has not agreed in writing.
35. LIMITATIONS OF LICENCE

35.1 A Licensed Establishment shall not carry on (or purport to carry on) any business in the UAE
outside the Freezone solely on the basis of a Licen ce granted under these Licensing
Regulations.
36. DISPUTE RESOLUTION

36.1 It shall be a condition of any Licence granted that a Licensed Establishment submits to the
jurisdiction of the Court and/or tribunal designate d by the Authority to hear disputes in the
Freezone.

PART SEVEN
PROVISION OF INFORMATION
37. NOTIFICATION OF CHANGE OF MANAGER

37.1 A Licensed Establishment shall give notice in writi ng to the Authority of the fact that a
person has become or has ceased to be the Manager o f the Licensed Establishment.

37.2 A notice required to be given under Article 37.1 shall be given within a period of fourteen
(14) days immediately following the day on which th e Licensed Establishment becomes
aware of the relevant fact.

37.3 The Establishment must appoint a new Manager within sixty (60) days of such written notice
and shall arrange with the Authority to modify the Licence accordingly. The Authority may,
at its discretion, allow the Manager to be appointe d at a later date based on a written
request by the Establishment

38. POWER TO OBTAIN INFORMATION AND DOCUMENTS

38.1 The Authority may, by notice in writing served on a Licensed Establishment require the
Licensed Establishment to provide the Authority:

(a)
at such times or intervals and in respect of such p eriods as may be specified in the
notice, with such information as the Authority may reasonably require for the
performance of its functions under these Licensing Regulations; or
(b)
with a report on any aspect of, any matter in relat ion to which the Authority may
require information under Article
38.1 (a).
38.2
The Authority may:

(a)
by notice in writing served on a Licensed Establish ment, require it to produce, within
such time as may be specified in the notice, docume nts of such description as may be
so specified; or

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(b) authorise any of its officers, servants or agents, on producing evidence of his authority,
to require a Licensed Establishment to furnish him forthwith with such information and
documents as he may specify,
38.3
Where under Article 38.2 the Authority or any officer, servant or agent of the Authority has
power to require the production of any documents fr om a Licensed Establishment, the
Authority or that officer, servant or agent shall h ave the like power to require the
production of those documents from any person who a ppears to be in possession of them.

38.4 The power conferred by this Article to require a Li censed Establishment or other person to
produce any documents includes power:

(a)
if the documents are produced, to take copies of th em or extracts from them and to
require that Licensed Establishment or person, to p rovide an explanation of them; and
(b)
if the documents are not produced, to require the p erson who was required to produce
them to state, to the best of his knowledge and bel ief, where they are.
39. INFORMATION ABOUT THE MANAGER

39.1 The Authority may, by notice in writing served on any person who is or is to be a Manager of
a Licensed Establishment, require him to furnish th e Authority, within such time as may be
specified in the notice, with such information or d ocuments as the Authority may
reasonably require for determining whether he is a fit and proper person to hold the
particular position which he holds or is to hold.
40. FORMER LICENSED ESTABLISHMENTS

40.1 The provisions of Article 38 shall apply to a former Licensed Establishment, provided that
where that former Licensed Establishment is an over seas entity, it shall only apply to a
branch located in the Freezone in respect of such f ormer Licensed Establishment.
41. RIGHT OF ENTRY TO OBTAIN INFORMATION AND DOCUMENTS

41.1 An officer, servant or agent of the Authority may e nter any premises occupied by a person
on whom a notice:

(a)
has been served under Article 38 for the purposes of obtaining the information or
documents required by the notice and of exercising the powers conferred by Article
38;
or
(b)
could be served under Article 38, for the purpose of obtaining such information o r
documents as are specified by the Authority, being information or documents that
could be required by a notice; but the Authority sh all not authorise any person to act
under this paragraph unless it has reasonable cause to believe that if such a notice was
served it would not be complied with or that any do cuments to which it would relate
would be removed, tampered with or destroyed.
42. INVESTIGATIONS ON BEHALF OF THE AUTHORITY

42.1 The Authority may appoint one or more Inspectors to investigate and report to the
Authority on:

(a)
the nature, conduct or state of the Licensed Establ ishment’s business or any particular
aspect of it; or

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(b) the ownership or control of the Licensed Establishment,

and the Authority may give notice in writing to the Licensed Establishment of the
appointment, but is not obliged to do so.

42.2
An Inspector may also, if he thinks necessary to do so for the purposes of his investigation,
investigate the business of any other body corporat e which is closely linked to a Licensed
Establishment.

42.3 An Inspector may, for the purposes of exercising hi s powers under this Article, enter any
premises occupied by a Licensed Establishment being investigated by him; he shall give
notice if it is appropriate to do so but he is not obliged to give such notice.

42.4 An Inspector shall, if so required, produce evidenc e of his authority.

42.5 The provisions of this Article shall apply to a for mer Licensed Establishment, provided that
where that former Licensed Establishment is incorpo rated, established or formed outside of
the Authority, it shall only apply to a branch loca ted in the Freezone in respect of such
former Licensed Establishment.

PART EIGHT
CONDUCT OF BUSINESS
43. CONDUCT OF ACTIVITIES

43.1 The Authority may, make rules, guidelines and polic ies regulating the conduct of activities
carried on in the Freezone and relating to the prov ision of activities.

43.2 Such rules, policies or guidelines made under this Article may in particular make provision
for:

(a)
restricting a Licensed Establishment from carrying on, or holding himself out as carrying
on: (i)
activities of any kind specified in the rules, poli cies or guidelines; or
(ii)
activities of a kind or on a scale other than that notified by the Licensed
Establishment to the Authority and approved by the Authority;
(b)
restricting a person from providing activities in relation to persons other than those of
a specified class or description;
(c)
regulating the manner in which a person may hold hi mself out as providing any
activities;
(d)
the form and content of advertisements in respect o f any business activities;
(e)
naming of the activities to be provided
(f)
specifying any particular public health requirement that the Licensed Establishment
will need to comply with when providing the activit ies
(g)
requiring Licensed Establishments to impose require ments and/or restrictions on the
activities provided by their employees in relation thereto;
(h)
for arrangements for the settlement of disputes and ;
(i)
requiring the keeping of accounts and other records , as to their form and content and
for their inspection.

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43.3 Article 43.2 is without prejudice to the generality of Article 43.1 and accordingly rules,
policies or guidelines made under this Article may make provision for matters other than
those mentioned in Article
43.2 or further provision as to any of the matters there
mentioned.
44. CONTROL OF ADVERTISING AND CORRESPONDENCE

44.1 The Authority may, by a decision of the Chief Execu tive Officer, make rules in respect of
the issue, form and content of advertisements and m ay give directions to advertisers if it
considers an advertisement to be misleading. No adv ertisements may be placed by
Establishments within the Freezone that have not be en specifically approved by the
Authority.

44.2 Without prejudice to the generality of Article 44.1 rules under this Article 44 may:

(a)
prohibit the issue of advertisements of any descrip tion (whether by reference to their
contents, to the persons by whom they are issued or otherwise);
(b)
make provision as to the matters which must or whic h may not be included in
advertisements; or
(c)
provide for exemptions from any prohibition or requ irement imposed by the rules.
44.3
In this Article 44an “advertisement” includes any means of bringing such an invitation or
such information to the notice of the persons to wh om it is addressed or directed; and
references to the issue of an advertisement shall b e construed accordingly.

44.4 The Establishment must clearly state that it is a m ember of the Freezone in the letterhead
or footer all its formal correspondence, in accorda nce with Article 22 of the IHC Law.
45. FINANCIAL RESOURCES RULES

45.1 The Authority may require certain Licensed Establis hments to have and maintain in respect
of their activities such financial resources as are required by the Guidelines, rules, policies
or standards.

45.2 Without prejudice to the generality of Article 45.1 rules, policies or standards under this
Article may:

(a) impose requirements which are absolute or which are to vary from time to time by
reference to such factors as are specified in or de termined in accordance with the
rules, policies or standards; and
(b)
make provision as to the assets, liabilities and ot her matters to be taken into account
in determining a Licensed Establishment’s financial resources for the purposes of the
Rules and the extent to which and the manner in whi ch they are to be taken into
account for that purpose.
46. NOTIFICATION

46.1 The Authority may make rules, policies or guideline s requiring Licensed Establishments to
give it notice of the occurrence of such events as are specified in the rules, policies or
standards.

46.2 Without prejudice to the generality of this Article , rules, policies or guidelines made under
this Article may relate to:

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(a) the nature of the activities being carried on;
(b)
the nature of any other related business carried on with or for the purposes of the
activities;
(c)
any proposal of a Licensed Establishment to alter t he nature or extent of any activities
to be provided;
(d)
changes in key personnel;
(e)
the financial position of a Licensed Establishment with respect to any activities being to
be provided.
46.3
rules, policies or guidelines made under this Artic le may require information to be given in
a specified form and to be verified in a specified manner.
47. EMPLOYMENT OF PROHIBITED PERSONS

47.1 If it appears to the Authority that any individual is not a fit and proper person to be
employed by a Licensed Establishment, either genera lly or in relation to a particular
activity, it may direct that he shall not, without the written consent of the Authority be
employed by such Licensed Establishment.

47.2 The Authority may revoke a direction or approval ma de under this Article.

47.3 In this Article, references to “employment” include references to employment other than
under a contract of service.

PART NINE
INFORMATION
48. REGISTER OF LICENSED ESTABLISHMENTS

48.1 The Authority shall maintain or cause to be maintai ned a register or registers of Licences
granted under these Licensing Regulations and such a register may be held in electronic
form or in any other permanent manner.

48.2 The Authority may provide a copy of any entry in th e register to any person who asks for it
on payment of a fee fixed by the Authority. Such fe e shall not be applicable to UAE federal
or local government entities.

48.3 The register shall include the names and addresses of Licensed Establishments and such
other particulars, including any restrictions or co nditions imposed upon the Licence as
provided under Part Four.
49. RESTRICTIONS ON DISCLOSURE OF INFORMATION

49.1 Subject to the provisions of Article 50:

(a)
no person who receives information relating to the activities or other affairs of any
entity under or for the purposes of these Licensing Regulations; and
(b)
no person who obtains any such information directly or indirectly from a person who
has so received it;

Licensing Regulations – Version 1 Page 18 of 20

shall disclose the information without the consent of the person to whom it relates and (if
different) the person from whom it was so obtained.
50. CASES WHERE DISCLOSURE IS PERMITTED

50.1 Article 49 does not preclude:

(a)
the disclosure of information which at the time of disclosure is or has already been
made available to the public from other sources or information in the form of a
summary or collection of information so framed as n ot to enable information relating to
any particular person to be ascertained from it;
(b)
the disclosure of information strictly for the purp ose of enabling the Authority to
discharge its functions conferred upon it by these Licensing Regulations;

(c)
without prejudice to the generality of Article 50, the disclosure of information by the
Authority to the auditor of a Licensed Establishmen t if it appears to the Authority that
the disclosure would enable or assist the Authority to discharge its functions under
these Licensing Regulations or would otherwise be i n the public interest;

(d)
where the Authority considers it necessary in order to enable or assist it to discharge its
functions under these Licensing Regulations to seek advice from a qualified person on
any matter of law, accountancy or valuation or any other matter requiring the exercise
of professional skill, the disclosure by the Author ity to that person of such information
as appears to the Authority to be necessary to ensu re that he is properly informed as to
the matters on which his advice is sought;
(e)
the disclosure by the Authority of limited informat ion in the interests of customers,
investors, counterparties or other persons;
(f)
the disclosure of information for the purpose of en abling or assisting a Home Regulator
or any other relevant supervisory authority outside the Freezone to exercise its
supervisory functions;
(g)
the disclosure of information in compliance with, o r for the purposes of enabling or
assisting a person to comply with, any requirement imposed by or under these Licensing
Regulations or any order, Rule, Standard or Policy made under it;

(h)
the disclosure of information with a view to the in stigation of, or otherwise for the
purposes of, any criminal proceedings;
(i)
the disclosure of information in connection with an y other proceedings arising out of
these Licensing Regulations.
51. INFORMATION SUPPLIED BY THE HOME REGULATOR

51.1 Article 50 applies also in relation to information supplied to the Authority for the purposes
of its functions under these Licensing Regulations by a Home Regulator or any other
relevant supervisory authority outside the Freezone .

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52. MISCELLANEOUS

52.1 Suits and actions against the Authority

(a)
No suit or action shall lie against the Authority or any person acting on its behalf in
respect of anything done or omitted to be done in t heir official capacity in good faith.
(b)
The Authority or any person acting on its behalf sh all not be required to prosecute,
defend or take part in any proceedings outside the jurisdiction of the Court and if it
does it shall be indemnified by or on behalf of the person who wishes the Authority to
act against any judgment, order or costs that may b e awarded against him by deed,
guarantee or deposit, as it may require.
52.2
Applications to Court

(a)
Any application to the Court under these Licensing Regulations shall be made in the
manner prescribed by the Court.
(b)
Without prejudice to Article 52.2 (a), an application may in the first place be heard
when the Court may direct that the proceedings shal l be served on such persons, if any,
as it shall think fit.
52.3
Power to enforce

(a)
Orders made by a Court under these Licensing Regula tions may be enforced by the
Authority as orders made in an action pending there in.
52.4
Rules and implementing regulations

(a)
Without prejudice to the specific powers in certain Articles of these Licensing
Regulations to prescribe matters or issue implement ing regulations and notwithstanding
the absence of such powers in certain other Article s, the Authority may, by a decision
of the Chief Executive Officer, make implementing r egulations from time to time to
prescribe any matter to be prescribed under this re gulations or for the better carrying
out of these Licensing Regulations including by ame nding or supplementing these
Licensing Regulations.
(b)
Any power of the Authority under these Licensing Re gulations may be exercisable in
accordance with this Article
52.4 and includes the power to make different provi sion
for different cases.
52.5
Publication of information and advice

(a)
The Authority may publish information or give advic e in such form and manner as it
considers appropriate with respect to:
(i)
the operation of these Licensing Regulations, rules , and codes of practice made or
issued under these Licensing Regulations, including in particular the rights of
customers or counterparties the duties of Licensed Establishments and the steps to
be taken for enforcing those rights or complying wi th those duties; and
(ii)
any other matters about which it appears to the Aut hority to be desirable to publish
information or give advice for the protection of cu stomers or counter parties or any
class of customers, counterparties or other persons .

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52.6 Agreements made by or through licensed persons
(a)
The fact that an agreement is entered into in contr avention of these Licensing
Regulations shall not affect any civil liability in respect any money paid by a customer
or counterparty or other person.
(b)
Subject to Article 52.6 (a) any agreement relating to the business carried on by a
Licensed Establishment:
(i)
which is entered into by a person in the course of carrying on a business in the
Freezone and who does not hold a Licence granted un der these Licensing
Regulations or other appropriate regulations; or

(ii)
which is entered into:
a.
by a person who does hold a Licence granted under t hese Licensing Regulations
or other appropriate regulations in the course of w hich he enters into the
agreement; but
b.
in consequence of anything said or done by a person in the course of carrying
on business in the Freezone in contravention of tha t Regulation,

shall be unenforceable against the other party; and that party shall be entitled to recover any
money or other property paid or transferred by him under the agreement, together with
compensation for any loss sustained by him as a res ult of having parted with it.
(c)
The compensation recoverable under Article 52.6 (b) shall be such as the parties may
agree or as the Court may, on the application of ei ther party, determine.

(d)
A Court may allow an agreement to which Article 52.6 (b) applies to be enforced or
money and property paid or transferred under it to be retained if it is satisfied:

(i)
in a case within Article 52.6 (b) (i) that the person mentioned in that paragraph
reasonably believed that his entering into the agre ement did not constitute a
contravention of Article
5;

(ii)
in a case within Article 52.6 (b) (ii) that the person mentioned in Article 52.6 (b) (ii) a
did not know that the agreement was entered into as mentioned in Article
52.6 (b) (ii)( b); and

(iii)
in either case, that it is just and equitable for t he agreement to be enforced or, as
the case may be, for the money or property paid or transferred under it to be
retained.
(e)
Where a person elects not to perform an agreement w hich by virtue of this Article 52.6
is unenforceable against him or by virtue of this A rticle
52.6 recovers money paid or
other property transferred by him under an agreemen t he shall repay any money and
return any other property received by him under the agreement.

(f)
Where any property transferred under an agreement t o which this Article 52.6 applies
has passed to a third party the references to that property in Article
52.6 (b), 52.6 (d)
and
52.6 (e)shall be construed as references to its value at the time of its transfer under
the agreement.

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