Law No. 7 of 2005 Issuing the Qatar Financial Centre Law

Law No. (7) of 2005 Issuing the Qatar Financial Centre Law

We, Hamad bin Khalifa Al Thani, Emir of the State of Qatar, Having reviewed the Provisional Constitution, as amended, particularly Articles (33), (34), (51) thereof, And Law No. (2) of 1962 on the Organization of Public Financial Policy in Qatar, as amended by Law Decree No. (19) of 1996, And Law No. (11) of 1962 on the Establishment of the Commercial Register System, and its amended laws, And Law No. (3) of 1963 on the Organization of Entry and Residence of Foreigners in Qatar, and its amended laws, And Law Decree No. (1) of 1966 on the Supervision and Control of Insurance Companies and Agents, and its amended laws, And Law No. (5) of 1970 on Determining Ministers' Powers and Assigning Duties to Ministries and Other Governmental Bodies, and its amended laws, And the Civil and Commercial Transactions Law issued by Law No. (16) of 1971, and its amended laws, And Law No. (8) of 1976 on the Organization of Tenders and Auctions, and its amended laws, And Law No. (3) of 1984 on the Organization of Guaranteeing the Residence and Departure of Foreigners, as amended by Law No. (21) of 2002, And Law No. (5) of 1989 on the State General Budget, And Law No. (11) of 1990 on the Establishment of the Qatar Chamber of Commerce and Industry, as amended by Law No. (11) of 1996, And the Civil and Commercial Procedure Law issued by Law No. (13) of 1990, as amended by Law No. (7) of 1995

Official Gazette Number Five on 24 May / 2005

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And Law Decree No. (11) of 1993 on Income Tax, And Law Decree No. (15) of 1993 on the Establishment of the Qatar Central Bank, as amended by Law No. (19) of 1997, And Law No. (4) of 1995 on Accounting Debts, and its amended laws, And Law No. (14) of 1995 on the Establishment of the Doha Securities Market, as amended by Law Decree No. (26) of 2002, And Law No. (21) of 1998 on Converting the Qatar General Authority for Telecommunications into a Qatari Joint Stock Company, And Law No. (13) of 2000 on the Organization of Investing Non-Qatari Capital in Economic Activity, and its amended laws, And the Civil Service Law issued by Law No. (1) of 2001, And the Commercial Companies Law issued by Law No. (5) of 2002, And Law No. (7) of 2002 on Protecting Copyright and Neighboring Rights, And Law No. (8) of 2002 on the Organization of Commercial Agents' Activities, And Law No. (9) of 2002 on Trademarks, Commercial Data, Trade Names, Geographical Indications, Fees, and Industrial Designs, And Law No. (25) of 2002 on Investment Funds, And Law No. (28) of 2002 on Combating Money Laundering, as amended by Law Decree No. (21) of 2003, And the Customs Law issued by Law No. (40) of 2002, And the Penal Law issued by Law No. (11) of 2004, And the Civil Law issued by Law No. (22) of 2004, And the Criminal Procedure Law issued by Law No. (23) of 2004, And Law Decree No. (32) of 2004 on the Organization of the Ministry of Economy and Commerce and the Assignment of Its Duties,

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And upon the proposal of the Minister of Economy and Commerce, And upon the draft law submitted by the Council of Ministers, And after taking the opinion of the Shura Council, We have decided the following Law:

Article (1) The provisions of the Qatar Financial Centre Law attached to this Law shall be implemented.

Article (2) All competent authorities shall, each within their respective purview, implement this Law. It shall be effective from 1 May 2005. It shall be published in the Official Gazette. An official English translation is attached.

Hamad bin Khalifa Al Thani Emir of the State of Qatar

Issued at the Amir's Diwan on: 28 / 1 / 1426 AH Corresponding to: 9 / 3 / 2005 AD

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Law Qatar Financial Centre

Article (1) Definitions In the application of the provisions of this Law, the following words and expressions shall have the meanings indicated alongside each of them, unless the context requires otherwise: The State: The State of Qatar. The Minister: The Minister of Economy and Commerce. The Centre: The Qatar Financial Centre. Centre Authorities: The Centre Companies Registration Office, and any arbitral tribunal, or any other body or entity established therein pursuant to any of Articles (6) and (9) of this Law. The Centre Authority: The Qatar Financial Centre Authority established pursuant to Article (3) of this Law. The Board: The Board of Directors of the Qatar Financial Centre Authority. The Chairman: The Chairman of the Qatar Financial Centre Authority. The General Manager: The General Manager of the Qatar Financial Centre Authority. The Centre Companies Registration Office: The Centre Companies Registration Office established pursuant to Article (7) of this Law. The Regulatory Authority: The Qatar Financial Centre Regulatory Authority established pursuant to Article (8) of this Law. Licensed Activities: The activities listed in Annex No. (3) or specified by the Council of Ministers pursuant to Article (1/10) of this Law.

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Regulated Activities: Any licensed activities for which this Law or Regulations require that they not be conducted except with the approval, permit, or license of the Regulatory Authority, including (and subject to what the Regulations stipulate) Licensed Activities listed in Part (1) of Annex No. (3) of this Law. The Appeals Authority: The Qatar Financial Centre Appeals Authority established pursuant to Article (8) of this Law. Regulations: The Regulations issued by the Minister pursuant to Article (9) of this Law.

Article (2) Headquarters of the Qatar Financial Centre 1- The city of Doha shall be the headquarters for a financial and business centre, known as the Qatar Financial Centre, and referred to herein as the Centre. 2- The Council of Ministers shall determine the boundaries of the Centre, and may amend them from time to time. 3- Any entity established and operating in the State outside the Centre's headquarters in accordance with Clause (2) of this Article shall be considered, until a decision by the Minister to the contrary is issued, classified among the entities established in the Centre and operating therein, provided it obtains the necessary approval, permit, or license for that purpose and submits an undertaking to the Centre Authority to transfer its operations within the Centre before the expiry of the period specified in the Minister's decision. This decision shall be valid for six months starting from the date of its issuance. It may be renewed upon expiry for an additional period not exceeding six months as determined by the Minister in his sole discretionary power, once satisfied of the seriousness of the reasons justifying such action.

Article (3) The Centre Authority 1- A body named "The Qatar Financial Centre Authority" is established by this Law, which shall manage the Centre in accordance with

• 94 - its objectives stipulated in Article (5) of this Law. It shall have independent legal personality and full capacity to perform legal acts in accordance with this Law, and shall enjoy financial and administrative independence from the State (except as expressly provided in this Law). The Centre Authority shall have the authority to conclude contracts and litigate in its own name as plaintiff or defendant, and to own and lease assets of all kinds, and to bear liabilities and obligations arising from its activities (subject to the provisions of Article (16) of this Law) without any liability on the part of the State for such. 2- The main headquarters of the Centre Authority shall be within the boundaries defined for the Centre. 3- The Centre Authority shall be managed by the Board. 4- The Centre Authority shall conduct its affairs in accordance with the provisions of this Law, and it shall have the authority to do so pursuant to a decision by the Board to adopt its own rules and bylaws. 5- The Minister shall be the Chairman of the Centre Authority.

Article (4) Board of Directors of the Centre Authority The Board shall be formed and perform its duties in accordance with the provisions of this Law, and it shall have the powers and duties stipulated therein, particularly those set out in Annex No. (1) of this Law.

Article (5) Objectives of the Centre Authority The Centre Authority aims to achieve the following objectives: 1- Establish the Centre and affirm and enhance its status as a leading global destination for finance and business, designed to attract the business of global banks, financial services, insurance activities, and major corporate functions, and other businesses. 2- Establish a suitable legal and regulatory framework for the Centre in consultation with the Regulatory Authority and the Appeals Authority, as appropriate, which applies to the Centre and the activities conducted therein, and those conducted outside the Centre

• 95 - by persons, companies, or entities established therein. 3- Ensure that the Centre, including its authorities, without limitation, obtain sufficient funding, or their ability to obtain such funding, to enable them to finance their activities without unjustified difficulties, and to achieve financial stability. 4- Conduct the Centre's activities in accordance with global best practices, and avoid bureaucracy to the greatest extent possible. 5- Other purposes that the Authority reasonably considers necessary, desirable, or appropriate to achieve, enhance, or support any of the foregoing objectives.

Article (6) Powers of the Centre Authority The Centre Authority shall have the following powers in order to achieve its objectives: 1- Facilitate the business environment, infrastructure, administrative services, and any other services necessary to achieve the Centre's objectives. 2- Cooperate and enter into arrangements with countries, global financial and business centres, and other entities, authorities, and organizations. 3- Ensure the proper management and operation of the Centre and delegate to the General Manager such powers as it deems appropriate for this purpose. 4- Submit Regulations to the Minister in accordance with Article (9) of this Law. 5- Issue licenses, approvals, and permits authorized to be issued pursuant to this Law to persons, companies, and other entities wishing to conduct their business in the Centre (whether by establishing a branch or other operation or by establishing or founding a new company or entity therein). These persons, companies, or entities shall not conduct regulated activities except after obtaining the necessary approvals, permits, or licenses from the Regulatory Authority. 6- Arrange the necessary administrative procedures between the different entities operating within the Centre

• 96 - and other bodies located outside it. 7- Determine and collect fees for services provided by the Authority or Centre Authorities. 8- Advise the State on double taxation agreements. 9- Perform any other tasks or duties assigned to it by the Council of Ministers relating to the Centre's business. 10- Enter into arrangements with suppliers designated by it to provide information technology and telecommunications services and equipment, in the event that Qatar Telecom (Qtel) is unable or unwilling to provide such services and equipment, according to the level, or in the manner, or under the conditions sufficient to achieve the Centre's objectives or the activities conducted therein. In this case, Qatar Telecom (Qtel) must immediately connect and link such equipment and services to its own telecommunications network and equipment, and maintain such connections, as required or requested to facilitate work within the Centre. 11- Establish other companies or entities for the purpose of performing any of its duties. 12- Appoint an advisory board to advise it on the strategy for achieving its objectives. This Advisory Board shall include persons with international experience in activities of bodies similar to the Centre Authority. 13- Appoint employees, consultants, and other service providers as it deems necessary or desirable. 14- Exercise all powers stipulated in this Law, and other powers that it considers, for reasonable reasons, necessary or appropriate to achieve any of the foregoing in the preceding clauses. The Centre Authority shall have full freedom to perform itself, or through whom it authorizes to do so, everything that helps it perform its duties or powers stipulated in this Law, or any laws, rules, or regulations applicable to it in the future, pursuant to its sole discretionary power.
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Article (7) Centre Companies Registration Office 1- The Centre Companies Registration Office is established by this Law, for the purpose of performing tasks and functions related to companies and other entities established or created to conduct their activities in the Centre, and any other tasks that the Centre Authority deems appropriate. Subject to the provisions of this Law, the Regulations shall determine the composition of the Centre Companies Registration Office, and how it is managed, its objectives, tasks, duties, and powers. 2- Notwithstanding the provisions of Article (5) of the Commercial Companies Law issued by Law No. (5) of 2002, or any provision of any other law or regulations, it is permitted pursuant to the Regulations to establish or create in the Centre limited liability companies, joint ventures, or any other types of companies or entities, whether owned by one or more natural or legal persons, whether citizens, residents, or others.

Article (8) The Regulatory Authority and the Appeals Authority 1- Notwithstanding any contrary provision in this Law or any other law or regulations, a Regulatory Authority is established pursuant to the provisions of this Law, for the purposes of regulating, licensing, and supervising the business of banks, financial transactions, and insurance activities conducted in or through the Centre. Without prejudice to the provisions of this Law, or Regulations applicable to persons who establish or conduct any business within the Centre, the Regulatory Authority shall have exclusive powers of regulation, licensing, and supervision over these activities. The Regulatory Authority shall be a government entity for the purposes of the State. Subject to the provisions of this Law, including the provisions set out in Annex No. (4) thereof, the Regulations, issued with the approval of the Council of Ministers, shall determine the composition of the Regulatory Authority and how it is managed, its objectives, tasks, duties, and powers (including in cases of restricting activities subject to regulation, licensing, and supervision by the Regulatory Authority), and these Regulations shall not be amended or repealed except with the approval of the Council of Ministers.

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2- An Appeals Authority is established by this Law to hear appeals submitted by bodies, individuals, and interested persons against decisions of the Regulatory Authority. Subject to the provisions of this Law, including the provisions set out in Annex No. (5) thereof, the Regulations, issued with the approval of the Council of Ministers, shall determine the composition of the Appeals Authority and how it is managed, its objectives, tasks, duties, and powers. These Regulations shall not be amended or repealed except with the approval of the Council of Ministers. The Appeals Authority shall be the only body with jurisdiction to hear appeals against decisions issued by the Regulatory Authority, and its decision shall be final and binding on the parties and not subject to appeal.

3- The Minister shall submit draft Regulations referred to in Clauses (1) and (2) of this Article, which are submitted to him by the Regulatory Authority or the Appeals Authority, to the Council of Ministers for approval, subject to its observations thereon. The Council of Ministers may, before approving them, request any changes, amendments, or additions it deems appropriate, without this implying the need for the approval of the Regulatory Authority or the Appeals Authority for such changes, amendments, or additions.

4- Whenever the Regulatory Authority and the Appeals Authority submit their annual budgets prepared in accordance with the provisions of this Law and Regulations; the State shall provide the necessary funding for each of them directly and independently of the Centre Authority's budget. Additionally, the Council of Ministers may request the Centre Authority to provide a portion of its own budget to each of the Regulatory Authority and the Appeals Authority, and to provide them with auxiliary services if it deems that such arrangements will not affect the independence of these two bodies.

5- Both the Regulatory Authority and the Appeals Authority shall enjoy financial and administrative independence from the State, the Centre Authority and its authorities, and from each other, in order to achieve their objectives pursuant to this Law. This shall not alter the power of the Council of Ministers to appoint and dismiss members of the Board of Directors of the Regulatory Authority and members of the Appeals Authority as set out in Annexes No. (4) and (5) of this Law. Each shall remain liable for the liabilities and obligations arising from the conduct of its activities (subject to the provisions of Article (16) of this Law) without any liability on the part of the State for such.

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provisions of Article (16) of this Law) without any liability on the part of the State for such.

6- Both the Regulatory Authority and the Appeals Authority shall have independent budgets, to which the State's laws regarding the General State Budget and its ministries shall not apply. The Regulations shall determine the powers of the Regulatory Authority and the Appeals Authority to obtain other resources in addition to the funding granted to them by the State, and to borrow money.

Article (9) Rule-Making Power

1- Both the Centre Authority, the Regulatory Authority, and the Appeals Authority shall have the power to make Regulations for themselves (and to amend, change, or repeal existing ones) as they deem appropriate to achieve their objectives and assist them in exercising their powers and duties and implementing them, including provisions regarding the determination and payment of compensation and fines in case of violation of the provisions contained in these Regulations. These Regulations shall be submitted to the Minister for issuance in accordance with the authority vested in him in that regard (subject to the fact that the issuance of the Regulations referred to in Clauses (1) and (2) of Article (8) requires, in addition, the approval of the Council of Ministers as stipulated in that Article) and subject to the Minister having the authority to issue amendments and changes to existing Regulations or repeal them.

2- The Regulations may, without limitation, cover the matters stipulated in Annex No. (2) and may be drafted in the language specified by the Minister.

3- The Regulations may, without limitation, establish an arbitral body or court within the Centre having jurisdiction to settle disputes concerning activities conducted in or through the Centre or facts occurring in the Centre. It may issue orders, decisions, and directives, according to, and to the extent, stipulated in the Regulations, and determine how it is formed, its tasks, duties, and the procedures applicable before it. No body or court established pursuant to this Article shall have jurisdiction over matters that fall under the jurisdiction of the Regulatory Authority and the Appeals Authority pursuant to this Law or Regulations.

4- Decisions, orders, and directives of any arbitral body or court established pursuant to the Regulations in accordance with

• 100 - Clause (3) of this Article shall be enforceable, and unless the Regulations provide otherwise, the decisions and procedures of any of these bodies shall not be subject to appeal, review, or revision.

Article (10) Activities Permitted to be Conducted in the Centre

1- Licenses may be issued directly for all types of business activities stipulated in Annex No. (3) of this Law, and any other activities specified by the Council of Ministers from time to time to be conducted in the Centre or through it. No other activities may be conducted within the Centre. Without prejudice to the provisions of Clause (2) of this Article, the Regulations shall determine the activities that may and may not be conducted in the Centre or through it, and may restrict in any manner the conditions for conducting these activities or the place within which they are conducted.

2- Activities permitted to be conducted in the Centre or through it shall not be conducted except in accordance with the approvals, permits, and licenses required pursuant to the provisions of this Law and Regulations, including, without limitation, Article (7/11) of this Law.

3- The Council of Ministers, in determining the activities prohibited from being conducted in the Centre or through it, may rely on their conflict with the interests of the State or public policy therein.

Article (11) Licensing of Operations

1- Notwithstanding any contrary provision in any other law or regulation in the State, and subject to the provisions of Clause (2) of this Article, the Centre Authority shall have exclusive authority to approve, permit, and license companies, individuals, and other entities to establish or conduct business in the Centre or to conduct the permitted activities in the Centre or through it. The Centre Authority shall determine the provisions and conditions under which these approvals, permits, and licenses are issued, and the conditions to be fulfilled for granting any of them, and determine the nature of the activities that may be conducted thereunder.

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2- Without prejudice to the provisions of Clause (1) of this Article, regulated activities within the Centre or through it shall not be conducted except pursuant to a specific approval, permit, or license issued by the Regulatory Authority.

3- Unless otherwise provided in the provisions of this Law, the establishment or organization of business or the establishment of companies or entities and the conduct of such business within the Centre or through it shall be subject only to the provisions of this Law and Regulations, and not to any others.

4- Within the scope of the license issued to any person, company, or entity to conduct any business in or through the Centre pursuant to the provisions of this Law and the Regulations issued thereunder, none of these persons, companies, or entities shall need to obtain any other license, approval, permission, membership, or registration in the State to conduct such business in or through the Centre. Subject to what is stipulated in this Law, these persons, companies, or entities, when conducting such business, shall be subject to the supervision, regulation, and enforcement procedures set forth in this Law and the Regulations issued thereunder. The approval, permit, or license, or the regulation or supervision of any business conducted by a person, company, or entity licensed, permitted, or approved pursuant to this Law (pursuant to Article "18" thereof) shall not be subject to the authorities of the State, including, without limitation:

1/4 - The Ministry of Economy and Commerce.

2/4 - The Qatar Central Bank.

3/4 - The Qatar Commercial Register.

4/4 - The Qatar Chamber of Commerce and Industry.

5/4 - The Municipality of Doha.

The laws relating to the approval, permit, or licensing of business and the supervision and regulation thereof, which would have applied to these persons, companies, and entities had this Law not been issued, shall not apply to the conduct of business by these persons, companies, or entities whenever they regulate matters subject to the Regulations issued pursuant to the provisions of this Law or were required to be excluded due to their conflict or incompatibility with those Regulations.

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Article (12) Legislative Guarantees

Notwithstanding any contrary provision in any other law or regulation, entities approved, permitted, or licensed to conduct their activities in the Centre or through it shall enjoy the following:

1- Exemption from any nationalization, confiscation, or restrictions on private ownership procedures.

2- Freedom to refinance investments and profits.

3- Freedom to use and appoint their employees according to the conditions they deem appropriate, subject to what the Regulations stipulate, and the obligations arising from international treaties concluded by the State regarding employment conditions therein.

4- Payment of taxes only as prescribed by the Regulations.

5- The possibility of being 100% owned by persons, companies, or entities other than citizens or residents of the State.

Article (13) Revenue of the Centre Authority

1- The Centre Authority shall have an independent budget to which the State's laws regarding the General State Budget and ministries shall not apply. For the first financial year, the budget shall be prepared by the Minister, and for subsequent years, approval shall be by the Board and then submitted to the Minister for approval.

2- In addition to the funding provided by the State to the Centre Authority, it may obtain additional resources to finance its activities and the activities of the Centre Authorities, the Regulatory Authority, and the Appeals Authority pursuant to Article (8) of this Law, and other activities conducted pursuant to this Law, in such manner as it deems appropriate, including, without limitation:

1/2 Fees for services provided in the Centre or related to it or its authorities.

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2/2 Licensing, establishment, and registration fees imposed by the Centre Authority or its authorities pursuant to this Law or Regulations.

3/2 Rents for premises located within the Centre.

4/2 Other revenues prescribed by the provisions of this Law or Regulations.

Subject to the requirement of obtaining the approval of the Council of Ministers for any loan taken by the Centre Authority, in aggregate, exceeding an amount equivalent to (500) five hundred million US dollars, the Centre Authority may borrow money (including money in a currency other than the State's currency) to achieve its objectives. Revenue, funds, and property of the Centre Authority may be offered as security for such money and the interest due thereon, as appropriate.

Without prejudice to the provisions of Article (14) of this Law, the Centre Authority may invest its funds, which are not immediately needed for expenditure, in investment avenues authorized by the Board.

Article (14) Disposal of Surplus

The Centre Authority, the Regulatory Authority, and the Appeals Authority may retain any surplus they achieve, whether included in budget estimates or not, or decide to return it to the State. These surpluses may be used to pay off debts (as appropriate), or to form a general reserve, or for any other needs as the Board, or the Board of Directors of the Regulatory Authority, or members of the Appeals Authority deem appropriate, as the case may be.

Article (15) Accounting Requirements

1- Both the Centre Authority, the Regulatory Authority, and the Appeals Authority are exempt from the supervision of the State's Court of Audit.

2- The financial year for each of the Centre Authority, the Regulatory Authority, and the Appeals Authority shall start on the first day of January

• 104 - and end on the last day of December of that year, except for the first financial year of each, which shall start on the day this Law comes into force and end on the last day of December of the following year.

3- Each of the Centre Authority, the Regulatory Authority, and the Appeals Authority shall keep accounting records sufficient to show a statement of its transactions, such that these records at any time can accurately reflect its revenues, expenses, assets, liabilities, and financial position. Each of the Centre Authority, the Regulatory Authority, and the Appeals Authority shall, within a reasonable period after the end of each financial year, prepare its accounts in accordance with internationally accepted accounting principles, and have them audited by independent auditors from an approved audit firm having an office in the State. The auditors shall state in their report whether those accounts reflect a true and fair view of the financial position of the audited Authority during the relevant financial year, and state its assets and liabilities at the end of that financial year. The auditors shall include in their report any other matters they deem appropriate.

4- Each of the Centre Authority, the Regulatory Authority, and the Appeals Authority shall, within a reasonable period, submit a copy of its audited accounts and a report on its activities, and any other reports requested by the Council of Ministers.

Article (16) Liability of the Centre Authority, the Regulatory Authority, the Appeals Authority, and the Centre Authorities

1- Subject to the provisions of Clauses (2) and (3) of this Article, the Appeals Authority and the Centre Authorities, and all members of the Board, including the Chairman and General Manager, or members of the Board of Directors of the Regulatory Authority and members of the Appeals Authority, and officeholders in the Centre Authority, the Regulatory Authority, and the Appeals Authority, and any other bodies added by the Centre Authority to its authorities, shall not bear any civil liability regarding the performance of acts or omissions to perform acts committed

• 105 - in good faith, during the performance or attempted performance of their powers, duties, and tasks, pursuant to this Law or Regulations or in accordance with their provisions.

2- This Article does not exempt the Centre Authority or any of its Board members or employees from civil liability related to any commercial activities conducted by the Centre Authority.

3- This Article does not exempt any of the Centre Authority, the Regulatory Authority, the Appeals Authority, and the Centre Authorities, and their Board members and employees, as appropriate, from civil liability related to any commercial contract to which any of these bodies is a party.

Article (17) Taxes

1- The laws and regulations of the State relating to taxes and fees of any kind shall not apply to the Centre, except those stipulated in this Law and Regulations.

2- Entities located in the Centre (whether established therein or not), their managers, employees, and workers in the Centre, shall not be subject to any taxes or fees of any nature, for a period of three years starting from the date this Law comes into force (or from any later date specified by the Council of Ministers within six months of the date of its coming into force).

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3- Regulations may, after the expiration of the three years referred to in the preceding clause, stipulate the imposition, management, and collection of all types of taxes and fees within the Centre, including, without limitation, taxes related to entities, individuals, and companies conducting business in the Centre, as well as salaries, wages, and employee benefits of those working in the Centre. The regulations may also determine, from time to time, the amount, method, and calculation of these taxes and fees, and may provide exemptions therefrom for periods deemed appropriate.

4- All such taxes and fees shall be collected by the Centre Authority.

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Article (18) Interaction with Other Laws

1- Subject to the provisions of this Law, including, without limitation, Article (11) thereof, the criminal and penal laws enacted by the State shall apply to the Centre.

However, the performance of any act in the Centre pursuant to approval, permit, or license issued in accordance with the provisions of this Law or the regulations shall not constitute a violation of any criminal law or any other law applicable in the State.

2- Without prejudice to the provisions of Clause (1) of this Article, (and contrary to what is established regarding criminal matters), the civil laws and civil rules and regulations of the State shall apply to the Centre, (without limitation to contracts, transactions, and arrangements conducted in the Centre, between entities established therein and such entities and their contractors and employees), except those excluded by the regulations or conflicting with them, subject to the provisions of Clauses (3) and (5) of this Article.

3- Activities conducted in the State outside the Centre by an entity established within the Centre or conducting operations from it, regarding contracts, transactions, or arrangements entered into between such entities and persons residing in the State or entities established therein outside the Centre, shall be subject to the laws and regulations of the State, as if the entity established within the Centre or conducting operations from it were established in an area outside the State.

4- Notwithstanding any contrary provision in any other law or regulation in the State, the Centre Authority may issue all necessary visas, permits, and documents related to employment in the Centre and other entities operating therein, or the performance of any work therein. Such visas, permits, and documents shall have full validity, acceptance, and enforcement by all authorities of the State. All concerned authorities in the State shall adopt such visas, permits, and documents and act in accordance with them.

5- Notwithstanding any contrary provision in any other law or regulation in the State, the laws and rules governing service in the State shall not apply to the Centre Authority, the Regulatory Authority, the Appeals Authority, and the Centre's agencies, nor to any of the employees of such bodies. The Centre Authority, the Regulatory Authority, the Appeals Authority, and the Centre's agencies shall have the authority to establish their internal regulations regarding the rules, conditions, and procedures applicable to their employees.

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6- The Centre Authority, the Regulatory Authority, the Appeals Authority, and any of the Centre's agencies shall not be subject to Law No. (8) of 1976 concerning the regulation of tenders and auctions and its amendments, or to any law replacing it.

Article (19) General Provisions

1- The Centre's agencies shall enjoy financial and administrative independence from the State and from each other, and each shall bear the responsibilities and obligations arising from the exercise of its activities (subject to the provisions of Article (16) of this Law), with no responsibility on the part of the State for such matters.

2- For the purposes of this Law and the regulations issued in implementation thereof, all members of the Council, members of the Board of Directors of the Regulatory Authority, members of the Appeals Authority, the management of the Centre's Company Registration Office, and all employees and persons working under the supervision of any of the Centre Authority, Regulatory Authority, Appeals Authority, or Centre's agencies, shall be considered public officials in the application of the provisions of the Penal Law issued by Law No. (11) of 2004 referred to.

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Appendix No. (1) The Council: Composition, Powers, Chairman, and General Manager

1- The Council shall be formed by a decision of the Council of Ministers, consisting of a Chairman and no more than nine other members, including the General Manager. They shall be chosen from persons whom the Council of Ministers considers to have local or international expertise in the fields of trade, finance, banking, law, insurance, accounting, and capital markets.

2- Without prejudice to the provisions of Clauses (13) and (14) of this Appendix, the appointment of Council members, other than the Chairman, shall be for a period of three years, renewable.

3- The Council of Ministers shall determine the amount of the allowance for Council members. The Council shall determine the conditions and terms under which the Centre Authority may employ any Council member, including the General Manager, to perform other duties and tasks in addition to their duties and tasks as a Council member.

4- A Council member may delegate another member to represent them and vote on their behalf at any Council meeting.

5- The Council shall have, without limitation, the following powers:

1/5: Formulating the general policies and plans of the Centre.

2/5: Formulating regulations in accordance with Article (1/9) of this Law.

3/5: Developing and managing the Centre to achieve the following:

a- Ensuring its continued management in accordance with the best international standards for similar financial and business centers.

b- Establishing and maintaining the Centre's status as a financial and business center in the Middle East.

c- Providing the necessary infrastructure, workforce, services, and support to achieve the objectives mentioned in (a) and (b).

4/5: Preparing the annual budget for the Centre Authority, necessary to finance its activities, agencies, the Regulatory Authority, and the Appeals Authority, in accordance with the directives of the Council of Ministers under Article (4/8).