General UAE Legal Questions LawLaw No. (16) of 2017

Article (1) The following words and expressions, wherever mentioned in this Law, will have the meaning indicated opposite each of them unless the context implies otherwise: Emirate: The Emirate of Dubai. Government: The Government of Dubai. Executive Council: The Executive Council of the Emirate of Dubai. KFC: The Knowledge Fund Corporation. Board of Directors: The board of directors of the KFC. CEO: The chief executive officer of the KFC. ©2017 The Supreme Legislation Committee in the Emirate of Dub ai 1Every effort has b een made to produce an accurate and complete English version of this legislation. However, for the purpose of its interpretation and application, reference must b e made to the original Arabic text. In case of conflict, the Arab ic text will prevail.

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Law No. (16) of 2017 Concerning the Know ledge Fund Corporation Page 2 of 7 Scope of Application

Article (5) For the purpose of achieving its objectives, the KFC will have the duties and powers to: 1. manage and invest, in line with the relevant policy approved by the Board of Directors, the movable and immovable property allocated to it with a view to developing and using them to achieve its objectives; 2. establish corporations and companies either solely or with other persons; and implement or participate in educational projects; 3. use, in accordance with the relevant bylaws approved by the Board of Directors, the KFC’s property and returns on investment to achieve educational objectives;

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Law No. (16) of 2017 Concerning the Know ledge Fund Corporation Page 3 of 7 4. allocate land in the Emirate for educational purposes in accordance with the relevant rules, conditions, and procedures approved by the Board of Directors, and in compliance with the requirements of architectural and urban planning in the Emirate; and 5. perform any other duties related to the objectives of the KFC and assigned to it by the Chairman of the Executive Council. Organisational Structure of the KFC

Article (7) a. The KFC will have a Board of Directors comprised of a chairman, a vice chairman, and a number of experienced and specialised members appointed pursuant to a resolution of the Chairman of the Executive Council. b. The Board of Directors will undertake general supervision of the KFC and of the performance of its functions under this Law and the resolutions issued in pursuance hereof. In particular, the Board of Directors will have the duties and powers to: 1. approve, and supervise the implementation of, the general policy of the KFC and its strategic and development plans, in line with the strategic plans of the Emirate; 2. approve the projects, programmes, and initiatives aimed at supporting education and improving its quality, in line with the strategic plans of the Emirate; 3. approve the organisational structure of the KFC and the bylaws and regulations governing its administrative, financial, and technical work; 4. approve the internal bylaws regulating the use of the KFC’s property, assets, and returns on investment; 5. approve the fees and charges for the services provided by the KFC, and submit the same to the competent entities for final approval; 6. approve the draft annual budget and final accounts of the KFC, and submit the same to the competent entities for final approval;

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Law No. (16) of 2017 Concerning the Know ledge Fund Corporation Page 4 of 7 7. form permanent and temporary sub-committees and work teams; and determine their duties, functions, and tenure; 8. approve the annual report on the work, activities, and financial performance of the KFC; and submit the same to the Chairman of the Executive Council; 9. appoint auditors and determine their annual remuneration; and 10. exercise any other duties or powers required for the achievement of the objectives of the KFC. Meetings of the Board of Directors

Article (8) a. The Board of Directors will convene at the invitation of the chairman, or the vice chairman if the chairman is absent, at least once every three (3) months and where necessary. Meetings of the Board of Directors will be valid if attended by the majority of its members, provided that its chairman or vice chairman is in attendance. b. Resolutions and recommendations of the Board of Directors will be passed by majority vote of attending members; and in the event of a tie, the chair of the meeting will have the casting vote. Resolutions of the Board of Directors will be recorded in minutes signed by the chair of the meeting and the rapporteur. c. The Board of Directors may seek assistance from the experts and specialists it deems appropriate to attend its meetings, provided that they do not have a vote in its deliberations. d. A rapporteur will be appointed to the Board of Directors by the chairman of the Board of Directors. The rapporteur will be responsible for sending meeting invitations to the members of the Board of Directors, preparing meeting agendas, recording minutes of meetings, following up the implementation of the Board of Directors resolutions and recommendations, and performing any other duties assigned to him by the chairman of the Board of Directors. Executive Body of the KFC

Article (10) a. The CEO will be appointed pursuant to a resolution of the Chairman of the Executive Council upon the recommendation of the Board of Directors. b. The CEO will be directly responsible to the Board of Directors for performing the duties assigned to him under this Law and the resolutions issued in pursuance hereof. In particular, the CEO will have the duties and powers to: 1. develop the general policy, strategic and development plans, projects, programmes, and initiatives of the KFC; submit the same to the Board of Directors for approval; and follow up their implementation upon approval; 2. approve the operational plans required for the implementation of the approved general policy and strategic plans of the KFC; 3. propose the internal bylaws regulating the use of the KFC’s property, assets, and returns on investment; and submit the same to the Board of Directors for approval; 4. prepare the bylaws and regulations governing the administrative, financial, and technical work of the KFC; and submit the same to the Board of Directors for approval; 5. prepare the organisational structure of the KFC, and submit the same to the Board of Directors for approval; 6. implement the resolutions issued by the Board of Directors; 7. propose fees and charges for the services provided by the KFC, and submit the same to the Board of Directors for approval; 8. prepare the draft annual budget and final accounts of the KFC, and submit the same to the Board of Directors for approval; 9. submit to the Board of Directors periodic reports on the financial performance of the KFC; 10. prepare the annual report on the work, activities, and financial performance of the KFC; and submit the same to the Board of Directors for approval in preparation for submitting it to the Chairman of the Executive Council;

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Law No. (16) of 2017 Concerning the Know ledge Fund Corporation Page 6 of 7 11. supervise the daily work of the executive body of the KFC; 12. represent the KFC before third parties and conclude the contracts and agreements required for the achievement of the objectives of the KFC; and 13. exercise any other duties or powers assigned to him by the Board of Directors. Financial Resources of the KFC