UAE Corporate / Commercial LawLaw No. (3) of 2006 Establishing Dubai World

Article (3) A public corporation named “Dubai World” is hereby established and affiliated to the Government of Dubai. It will have legal personality, and financial and administrative autonomy. It may sue or be sued in its own name, and may appoint any person to represent ©2016 The Supreme Legislation Committee in the Emirate of Dubai 1 Every effort has been made to produce an accurate and complete English version of this legislation. However, for the purpose of its interpretation and application, reference must be made to the original Arabic text. In case of conflict, the Arabic text will prevail.

-- 1 of 5 --

Law No. (3) of 2006 Establishing Dubai World Page 2 of 5 it in any judicial proceedings in which it or any of its Subsidiaries is involved. DW will be managed on a commercial for-profit basis.

Article (4) DW will: 1. invest in, establish, and manage commercial projects; 2. invest in, establish, and manage industrial projects; 3. invest in, establish, and manage agricultural projects; 4. invest in, sell, lease out, buy, manage, and develop real property and land, and engage in general contracting and maintenance business; 5. invest in all types of services projects; 6. invest in all financial business fields; 7. establish, manage, operate, and develop airports and seaports; 8. establish, manage, operate, and develop free zones, special industrial zones, and other zones; 9. audit, supervise, and coordinate the work of the Subsidiaries; and 10. conduct any other activities which the Chairman or the Board of Directors deems required for the achievement of the interests of DW.

Article (5) DW will have the powers to: 1. cooperate, coordinate, and conclude agreements with local and international entities in its own name and on behalf of its Subsidiaries; 2. establish companies wholly owned by DW, hold shares in existing companies or in companies under incorporation, and assign any interests in any such companies; 3. finance its projects or those of any of the Subsidiaries through any financing options, including through borrowing or providing guarantees, through issuing bonds and shares to the public, through issuing Islamic bonds (sukuk) or Islamic partnership (Musharaka) sukuk, or through trading in any other financial instruments issued by any source it deems appropriate, and list such instruments in financial markets. For this purpose, DW may, and may authorise its Subsidiaries to, provide any financial security, concession, or guarantee or create any mortgage/ pledge to obtain such finance;

-- 2 of 5 --

Law No. (3) of 2006 Establishing Dubai World Page 3 of 5 4. purchase, own, sell, and lease out land, real property, and any other property; 5. sell and lease out land on behalf of the Government; 6. delegate any of its powers to the Subsidiaries or to third parties; 7. impose and collect fees in return for the services it provides; and 8. exercise any other powers which the Chairman or the Board of Directors deems required for the achievement of the interest of DW.

Article (7) The Chairman will supervise the work of DW and the Subsidiaries, and may exercise the powers of DW. The Chairman will, in particular: 1. supervise, audit, and coordinate the work of DW and the Subsidiaries; 2. develop the work plans and programmes of DW and the Subsidiaries; 3. prepare the draft budgets of DW and the Subsidiaries; 4. develop the administrative and financial regulations of DW and the Subsidiaries; 5. approve purchasing contracts, tenders, and projects of DW; 6. invest the property of DW in any financial products; 7. obtain finance and provide guarantees; 8. sell, purchase, and lease out land and other property; 9. endorse and draw any negotiable instruments such as cheques, bills of exchange, and promissory notes; 10. acquire intellectual property rights including rights in patents, trademarks, or industrial drawings and designs, and sublicense the same to the Subsidiaries or to other companies; 11. establish companies solely or with other persons, and own shares in any other company; and

-- 3 of 5 --

Law No. (3) of 2006 Establishing Dubai World Page 4 of 5 12. appoint senior staff members to DW.