General UAE Legal Questions LawLaw No. (14) of 2015

Article (4) In order to achieve the objectives of this Law, the DED will regulate the conduct of Economic Activities in the Emirate. For this purpose, the DED may: 1. establish the regulations and rules required to regulate granting Licences, and determine the details and validity of these Licences and the method of variation of such details, in accordance with the legislation in force and in coordination with the Competent Entities; 2. regulate the registration of Establishments in the commercial register; 3. register and maintain the trade names of Establishments; 4. regulate and license Economic Activities in the Emirate, including the retail sector activities, in accordance with the legislation in force and in coordination with the Competent Entities; ©2015 The Supreme Legislation Committee in the Emirate of Dubai 1Every 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.

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Law No. (14) of 2015 Amending Law No. (13) of 2011 Regulating the Conduct of Economic Activities in the Emirate of Dubai Page 2 of 5 5. determine and classify the Economic Activities authorised in the Emirate in accordance with the latest internationally recognised systems, and regularly develop and update the lists and classification of Economic Activities in accordance with the economic activity needs and economic development requirements of the Emirate; 6. issue Commercial Authorisations to conduct the Marketing Activities in the Emirate in accordance with the relevant requirements and rules adopted by the DED; 7. regulate and determine the working hours of Establishments in the Emirate in accordance with the relevant rules adopted by the DED; 8. attest memoranda of association of companies and any amendments thereto, in accordance with the legislation in force in the Emirate and in coordination with the Competent Entities; 9. create, operate, and supervise the implementation of an electronic system to assess the volume of sales, and require all sale outlets to use this system; 10. maintain a register dedicated for recording the domiciles of choice of Establishments, in accordance with the relevant requirements and rules adopted by the DED; 11. conduct intellectual property audits and inspections, combat commercial fraud, manage trademark and commercial protection operations, and undertake consumer protection in the Emirate; and 12. conduct audit and inspection of Establishments, including retail Establishments, to ensure their compliance with the terms of their Licences. Issuing Licences

Article (6) a. A natural or legal person may conduct an Economic Activity in the Emirate only through an Establishment licensed by the DED. The DED will determine the conditions and requirements for granting Licences and the documents and approvals that must be submitted in order to issue Licences. b. The DED may issue a special purpose Licence to an Establishment to conduct an activity outside of the UAE or to achieve a specific objective, subject to the following conditions: 1. The activity or specific objective of the Establishment must be included in the activities or objectives prescribed by the DED for such Licence. 2. The Establishment must comply with the rules and procedures prescribed by the DED, and must submit the documents required by the DED for issuing such Licence.

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Law No. (14) of 2015 Amending Law No. (13) of 2011 Regulating the Conduct of Economic Activities in the Emirate of Dubai Page 3 of 5 3. The Establishment must comply with this Law and the resolutions issued in pursuance hereof, throughout the term of the Licence and to the extent prescribed by the DED. 4. The Establishment must comply with the terms of the issued Licence, and refrain from conducting its activity within the UAE or achieving any objective other than the objective for which the Licence is issued. c. Upon request of an Establishment licensed outside of the UAE, the DED may transfer the registration information of the Establishment to the registers of the DED, license it, and issue it with a certificate of good standing, subject to the following conditions: 1. The Establishment must provide the DED with a certificate issued by the competent licensing authority outside of the UAE, stating that this authority approves the transfer of the registration information of the Establishment to the Emirate. 2. The Establishment must provide the DED with a statement of its financial position and the economic feasibility of transferring its registration information to the Emirate; a schedule for changing its place of business and conducting its activities in the Emirate; and any other data or information required by the DED. 3. The Establishment must meet all rules and criteria prescribed by the DED. 4. The Articles of Association of the Establishment must conform to the provisions of this Law, the resolutions issued in pursuance hereof, and the legislation in force in the Emirate. 5. The Establishment must maintain its rights and obligations towards third parties. d. The DED may not hold any liability towards third parties for any obligations or legal consequences for which an Establishment licensed pursuant to this Article may be responsible. Obligations of Establishments

Article (19) An Establishment must: 1. comply with the legislation in force in the Emirate, and the instructions, bylaws, and resolutions issued by the DED and Competent Entities; 2. comply with the requirements and rules for conducting its licensed Economic Activity; 3. notify the DED of any variation or amendment to the information and documents based on which the Licence is granted, within ten (10) working days from the date of such variation or amendment; and ensure that the variation or amendment is made in accordance with the legislation in force in the UAE;

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Law No. (14) of 2015 Amending Law No. (13) of 2011 Regulating the Conduct of Economic Activities in the Emirate of Dubai Page 4 of 5 4. use the trade name assigned to the Establishment in the Licence in all its dealings with third parties; 5. allow the DED authorised employees access to the Establishment and its information and registers as required to perform their duties; 6. provide the DED with any information, data, or statistics it may request; 7. specify its domicile of choice, and register it with the DED; and 8. remedy any violation it commits within the period prescribed by the DED, failing which the DED may remedy the violation and hold the violating Establishment liable for the costs, including the transportation, destruction, storage, and seizure costs; and the estimation of such costs by the DED will be final. Amicable Settlement

Article (31) a. At the request of a violating Establishment, the DED may conclude an amicable settlement with it subject to the following conditions: 1. submission of an application for settlement within six (6) months from the date of committing the violation; 2. payment of no less than fifty percent (50%) of the fine prescribed for the violation; 3. no similar violations have been committed by the Establishment within one (1) year preceding the commission of the violation in respect of which amicable settlement is requested; and 4. any other conditions determined by the DED in this respect. b. A violating Establishment must satisfy the conditions of the amicable settlement within the period prescribed by the DED, failing which the settlement will be deemed null and void. Repeals