Law No. (27) of 2023
Establishing the Engineering Office[1]
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We, Mohammed bin Rashid Al Maktoum, Ruler of
Dubai,
After perusal of:
Law No. (1) of 2016 Concerning the Financial
Regulations of the Government of Dubai, its Implementing Bylaw, and their
amendments;
Law No. (8) of 2019 Concerning His Highness the Ruler
of Dubai’s Court;
Law No. (8) of 2022 Regulating the Public Debt of the
Government of Dubai; and
Decree No. (22) of 2021 Concerning the Chairman of His
Highness the Ruler of Dubai’s Court,
Do
hereby issue this Law.
This Law will be cited as “Law No. (27) of 2023
Establishing the Engineering Office”.
The
following words and expressions, wherever mentioned in this Law, will have the
meaning indicated opposite each of them unless the context implies otherwise:
|
UAE: |
The United Arab Emirates. |
|
Emirate: |
The Emirate of Dubai. |
|
Ruler: |
His Highness the Ruler of Dubai. |
|
Government: |
The Government of Dubai. |
|
HHRC: |
The Ruler's Court. |
|
EO: |
The Engineering Office. |
|
Chairman: |
The chairman of the EO. |
|
Director General: |
The director general of the EO. |
Pursuant
to this Law, a public corporation named the “Engineering Office” is
established. The EO will conduct its business on a commercial basis, and will
have legal personality, financial and administrative autonomy, and the full
legal capacity required to exercise its duties and powers under this Law. The
EO is hereby affiliated to the Ruler.
The
head office of the EO will be located in the Emirate. Other branches of the EO
may be established within and outside of the Emirate pursuant to a resolution
of the Chairman.
The
EO will have the duties and powers to:
1.
provide various consultancy,
engineering, and guarding services; and provide, implement, develop, and
supervise architectural, artistic, and other projects of high importance or
unique nature as assigned to it by the Ruler or the Chairman of the HHRC;
2.
grant, in coordination with the
concerned entities in the Emirate, approvals and permits for the projects and
activities to be implemented at the sites of the EO or the companies owned by
or affiliated to it;
3.
establish, solely or in partnership
with other persons within and outside of the UAE, companies, corporations, and
investment funds and portfolios. This includes the acquisition or merger of
companies; corporations; and investment and commercial funds, portfolios, and
projects, as well as owning shares and stocks therein;
4.
undertake investments, own shares
and bonds, and trade in all types of securities and commodities that generate
sustainable returns, whether in local or international financial markets, in
line with the investment policies approved by the Chairman;
5.
purchase, possess, and own movable
and immovable property; invest and dispose of such property in any legal
manner; provide mortgage security and guarantees; and conclude Financial
Derivatives contracts, in accordance with the legislation in force in the
Emirate;
6.
invest its assets in a diversified
portfolio of industrial, commercial, agricultural, real estate, financial,
service, and other investments;
7.
finance the projects of the EO or of
the companies owned by or affiliated to it; or issue debt securities, sukuk, notes, or other financial instruments, within or outside of the UAE,
to secure the financial liquidity required for financing these projects, in
accordance with the legislation in force in the Emirate;
8.
convey, sell, transfer, pledge, or assign
any shares or stocks in the companies owned by or affiliated to it; and
9.
exercise any other duties or powers
required to enable the EO to perform its functions under this Law, the
resolutions issued in pursuance hereof, and other legislation in force in the
Emirate, as assigned to it by the Ruler or the Chairman of the HHRC.
The EO will have the following organisational levels:
1.
the Chairman;
2.
the Director General; and
3.
the executive body.
A
Chairman will be appointed to the EO pursuant to a decree issued by the Ruler.
a.
The Chairman will undertake general
supervision of the EO, administer its affairs, and ensure that the EO performs
its functions under this Law, the resolutions issued in pursuance hereof, and
other legislation in force in the Emirate. In particular, the Chairman will
have the duties and powers to:
1.
approve the general policy;
investment, strategic, development, and operational plans; activities;
programmes; and projects of the EO;
2.
approve the draft annual budget of the
EO, and submit the same to the Chairman of the HHRC for final approval;
3.
approve the Financial Statements and
organisational structure of the EO;
4.
approve the fees and charges for the
services provided by the EO;
5.
approve the bylaws, regulations, and
resolutions regulating the financial, administrative, technical, contractual
work of the EO, including the human resources regulation of the EO;
6.
approve the acquisition or merger of
the companies or corporations affiliated to or owned by the EO, or in which it
holds shares; or the conveyance, sale, transfer, pledge, or assignment of any
of its shares therein;
7.
approve the conduct of borrowing or
lending transactions; provision of guarantees and security; or issuance of bonds,
sukuk, or other debt instruments by the EO, in accordance
with the relevant legislation in force in the Emirate;
8.
approve the restructuring of any
assets, shares, or stocks in companies owned by or affiliated to the EO, or in
which it holds shares; or the transfer of these assets, shares, or stocks to the
EO or to any of the companies owned by or affiliated to it, subject to observing
the relevant governance regulations applicable to these companies;
9.
appoint external auditors and
determine their remuneration;
10.
approve the foundations of risk
management associated with the activities and work of the EO; and
11.
exercise any other duties or powers
required to enable the EO to perform the functions assigned to it under this Law,
the resolutions issued in pursuance hereof, and other legislation in force in
the Emirate; as assigned to it by the Ruler or the Chairman of the HHRC.
b.
The Chairman may delegate any of his
powers under this Law to the Director General, provided that such delegation is
specific and in writing.
A
Director General will be appointed to the EO pursuant to a resolution issued by
the Chairman.
a.
The Director General will manage the
EO and supervise its day-to-day work. The Director General will be directly
responsible to the Chairman for performing the duties assigned to him under
this Law, the resolutions issued in pursuance hereof, and other legislation in
force in the Emirate. In particular, the Director General will have the duties
and powers to:
1.
develop the general policy and the investment,
strategic, development, and operational plans of the EO; submit these to the
Chairman for approval; and take all actions required for implementation of the
same upon their approval;
2.
propose the programmes, projects,
and activities of the EO; submit the same to the Chairman for approval; prepare
the necessary implementation plans for these programmes, projects, and
activities; and submit periodic reports on the implementation outcomes of the
same to the Chairman for issuing directives and making the necessary decisions
in this respect;
3.
follow up, and provide guidance on,
the operations related to the activities of the EO;
4.
supervise the executive body of the
EO; and appoint, and follow up the performance of, competent and specialised
employees;
5.
propose investment areas for the EO
assets with a view to ensuring their sustainability; and submit the proposals
to the Chairman for approval;
6.
establish balanced risk management foundations
that are suitable for the assets managed by the EO, its activities, and its operations;
and submit the same to the Chairman for approval;
7.
supervise achievement by the
executive body of the EO of the performance indicators approved by the
Chairman, and submit periodic reports on its performance outcomes to the
Chairman for issuing directives and making the necessary decisions in this
respect;
8.
prepare the organisational structure
of the EO and submit the same to the Chairman for approval;
9.
prepare the bylaws, regulations, and
resolutions regulating the administrative, financial, technical, and
contractual work of the EO, including the human resources regulation of the EO;
and submit the same to the Chairman for approval;
10.
engage experts and consultants and
determine and pay their remuneration in accordance with the bylaws applicable
to the EO;
11.
prepare the draft annual budget of the
EO and submit the same to the Chairman for approval;
12.
prepare the Financial Statements of
the EO and submit the same to the Chairman for approval;
13.
open, manage, and close the EO accounts
with banks and financial institutions, in accordance with the powers vested in
him by the Chairman and the legislation in force in the Emirate;
14.
represent the EO before third
parties; and conclude the contracts, agreements, and memoranda of understanding
as required to enable the EO to perform its functions under this Law, the
resolutions issued in pursuance hereof, and other legislation in force in the
Emirate;
15.
prepare periodic reports on the
workflow of the
EO and submit the same to the Chairman to give the relevant directives as he deems
appropriate;
16.
prepare annual reports on the
performance, activities, and investments of the EO and the companies owned by
or affiliated to it; and submit the same to the Chairman for approval;
17.
form permanent and temporary
committees and work teams; and determine their duties, powers, and terms of
reference; and
18.
exercise any other duties or powers
related to enabling the EO to perform its functions under this Law, the
resolutions issued in pursuance hereof, and other legislation in force in the
Emirate; or assigned or delegated to him by the Chairman, the Chairman of the
HHRC, or the Ruler.
b.
The
Director General may delegate to any of the EO employees any of his powers under this Law, provided that such delegation is specific,
in writing, and in accordance with the relevant table of approval powers approved
by the Chairman.
a.
The executive body of the EO will be
comprised of the Director General and a number of administrative, technical,
and finance employees.
b.
The executive body will be
responsible for performing the operational work of the EO, implementing its
approved policies and strategic plans, and following up the implementation of
the resolutions issued by the Chairman and the Director General.
c.
The rights, duties, and employment
affairs of the employees of the executive body of the EO will be governed by
the relevant human resources regulation approved by the Chairman for this
purpose.
a.
The EO will have its own annual budget.
b.
In managing its accounts and
records, the EO will apply the relevant accounting rules and principles
approved by the Chairman.
c.
The Financial Year of the EO will
commence on 1 January and will end on 31 December of each year, except that the
first Financial Year will commence as of the date this Law comes into force and
will end on 31 December of the following year.
The
financial resources of the EO will consist of:
1.
the annual budget approved by the
Ruler for the EO;
2.
the fees and charges for the
services provided by the EO;
3.
the movable and immovable property
allocated to the EO by the Government;
4.
the returns on investment of the
assets and property owned by the EO or of the companies owned by or affiliated
to it;
5.
the proceeds generated from the notes,
sukuk, financial bonds, and other financial instruments
issued by the EO; and
6.
any other resources approved by the
Chairman.
The
Government will not be liable to third parties for any debts or obligations
arising from conducting the activities of the EO, or from the performance of
its functions under this Law, the resolutions issued in pursuance hereof, and
other legislation in force in the Emirate. The EO will be solely liable to
third parties for such debts and obligations.
Except
in cases of fraud and gross fault, neither the Chairman, nor the Director
General, nor any of the employees of the EO will, in the course of managing the
EO and its operations, incur civil liability towards third parties for any act
or omission committed by them in connection with this management. The EO will
be solely liable to third parties for any such act or omission.
All Government
Entities in the Emirate and the companies owned by the Government, or in which
the Government holds shares, must fully cooperate with the EO and provide it
with the data, information, statistics, documents, and studies it requests and
deems necessary to enable it to perform its functions under this Law, the
resolutions issued in pursuance hereof, and other legislation in force in the
Emirate; and must provide the EO, upon request, with the necessary support.
The
Chairman or his authorised representative will issue the resolutions required
for the implementation of the provisions of this Law.
a. All the assets and interests owned by, and the companies owned by or affiliated
to, the Engineering Office established under Trade Licence Number (602199)
issued by the Department of Economy and Tourism in the Emirate, are hereby
transferred to the EO established under this Law. The EO hereby succeeds to all
the rights and obligations of the Engineering Office in respect of these
assets, interests, and companies. In particular, the EO succeeds to the rights
and obligations pertaining to the ownership of all shares constituting the
share capital of companies; all contracts, agreements, undertakings, deposits,
bank accounts, and loans; and the ownership of the real property, movables,
assets, devices, equipment, and funds of the Engineering Office.
b. All concerned Government Entities in the Emirate, and all companies
owned by the Government or in which the Government holds shares, must register
in the name of the EO or of the companies designated by it all the assets,
shares, stocks, movable and immovable property, licences, permits, notes,
bonds, franchises, and other financial instruments whose ownership is
transferred to the EO under paragraph (a) of this Article.
c. As of the effective date of this Law, all employees and other personnel
of the Engineering Office will be transferred to the EO, and will retain their
existing rights. These employees and staff members will be governed by the
relevant human resources regulation adopted by the EO.
d. Any provision in any other legislation is hereby repealed to the extent
that it contradicts the provisions of this Law.
e. The bylaws, resolutions, instructions, and policies that are applicable
to the EO on the effective date of this Law will continue in force to the
extent that they do not contradict the provisions hereof, until new superseding
bylaws, resolutions, instructions, and policies are issued.
This
Law comes into force on the day on which it is issued, and will be published in
the Official Gazette.
Mohammed bin Rashid Al Maktoum
Ruler of Dubai
Issued
in Dubai on 14 December 2023
Corresponding to 1 Jumada al-Thaniyah 1445 A.H.
©2024 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.