- Newsletter, VAT
- March 31, 2017
In the quickly shifting legal environment of the GCC, the introduction of Value Added Tax (VAT) is the most trending topic this month. In this article, we discuss the general FAQs and what VAT means for your business in GCC.
1. General Questions
1.1 What is tax?
Tax is the means by which governments raise revenue to pay for public services. Government revenues from taxation are generally used to pay for things such public hospitals, schools and universities, defence and other important aspects of daily life.
There are many different types of taxes:
- A direct tax is collected by government from the person on whom it is imposed (e.g., income tax, corporate tax).
- An indirect tax is collected for government by an intermediary (e.g. a retail store) from the person that ultimately pays the tax (e.g., VAT, Sales Tax).
1.2 What is VAT?
Value Added Tax (or VAT) is an indirect tax. Occasionally you might also see it referred to as a type of general consumption tax. In a country which has a VAT, it is imposed on most supplies of goods and services that are bought and sold.
VAT is one of the most common types of consumption tax found around the world. Over 150 countries have implemented VAT (or its equivalent, Goods and Services Tax), including all 29 European Union (EU) members, Canada, New Zealand, Australia, Singapore and Malaysia.
VAT is charged at each step of the ‘supply chain’. Ultimate consumers generally bear the VAT cost while Businesses collect and account for the tax, in a way acting as a tax collector on behalf of the government.
A business pays the government the tax that it collects from the customers while it may also receive a refund from the government on tax that it has paid to its suppliers. The net result is that tax receipts to government reflect the ‘value add’ throughout the supply chain. To explain how VAT works we have provided a simple, illustrative example below (based on a VAT rate of 5%):
1.3 What is the difference between VAT and Sales Tax?
A sales tax is also a consumption tax, just like VAT. For the general public there may be no observable difference between how the two types of taxes work, but there are some key differences. In many countries, sales taxes are only imposed on transactions involving goods. In addition, sales tax is only imposed on the final sale to the consumer. This contrasts with VAT which is imposed on goods and services and is charged throughout the supply chain, including on the final sale. VAT is also imposed on imports of goods and services so as to ensure that a level playing field is maintained for domestic providers of those same goods and services.
Many countries prefer a VAT over sales taxes for a range of reasons. Importantly, VAT is considered a more sophisticated approach to taxation as it makes businesses serve as tax collectors on behalf of the government and cuts down on misreporting and tax evasion.
1.4 Why is the UAE implementing VAT?
The UAE Federal and Emirate governments provide citizens and residents with many different public services – including hospitals, roads, public schools, parks, waste control, and police services. These services are paid for from the government budgets. VAT will provide our country with a new source of income which will contribute to the continued provision of high quality public services into the future. It will also help government move towards its vision of reducing dependence on oil and other hydrocarbons as a source of revenue.
1.5 Why does the UAE need to coordinate VAT implementation with other GCC countries?
The UAE is part of a group of countries which are closely connected through “The Economic Agreement Between the GCC States” and “The GCC Customs Union”. The GCC group of nations have historically worked together in designing and implementing new public policies as we recognize that such a collaborative approach is best for the region.
1.6 When will the VAT go into effect and what will be the rates?
VAT is likely to be introduced across the UAE on January 1 2018. The rate will be low and is likely to be 5%.
1.7 How will the government collect VAT?
Businesses will be responsible for carefully documenting their business income and costs and associated VAT charges. Registered businesses and traders will charge VAT to all of their customers at the prevailing rate and incur VAT on goods / services that they buy from suppliers. The difference between these sums is reclaimed or paid to the government.
1.8 Will VAT cover all products and services?
VAT, as a general consumption tax, will apply to the majority of transactions in goods and services. A limited number of reliefs may be granted.
1.9 Will the cost of living increase?
The cost of living is likely to increase slightly, but this will vary depending on the individual’s lifestyle and spending behaviour. If your spending is mainly on those things which are relieved from VAT, you are unlikely to see any significant increase.
1.10 What measures will the government take to ensure that businesses don’t use the VAT implementation as an excuse to increase prices?
VAT is intended to help improve the economic base of the country. Therefore, we will include rules that require businesses to be clear about how much VAT you are paying for each transaction. You will have the required information to decide whether to buy something or not.
1.11 When will more details on VAT be available?
We anticipate that more detailed information will be available in the near future.
2. VAT for Businesses
2.1 Will all businesses need to register with the government for VAT?
No, not all businesses will need to register for VAT. In simple terms, only businesses that meet a certain minimum annual turnover requirement will have to register for VAT. That is, many small businesses will not need to register for VAT. We have made this decision to safeguard small businesses from the extensive documentation and reporting that a system like VAT requires. Also, businesses may not need to register with the government if they only provide goods and services which are not subject to VAT.
Please note that we have not yet finalized the specific conditions (such as minimum annual turnover) that will help identify businesses that do not need to register for VAT. Once that information is finalized, it will be shared with the public.
2.2 What are the VAT-related responsibilities of businesses?
All businesses in the UAE will need to record their financial transactions and ensure that their financial records are accurate and up to date. Businesses that meet the minimum annual turnover requirement (as evidenced by their financial records) will be required to register for VAT. Businesses that do not think that they should be VAT registered should maintain their financial records in any event, in case we need to establish whether they should be registered.
VAT-registered businesses generally:
- must charge VAT on taxable goods or services they supply;
- may reclaim any VAT they’ve paid on business-related goods or services;
- keep a range of business records which will allow the government to check that they have got things right
If you’re a VAT-registered business you must report the amount of VAT you’ve charged and the amount of VAT you’ve paid to the government on a regular basis. It will be a formal submission and it is likely that the reporting will be made online.
If you’ve charged more VAT than you’ve paid, you have to pay the difference to the government. If you’ve paid more VAT than you’ve charged, you can reclaim the difference.
2.3 What does a business need to do to prepare for VAT?
Concerned businesses will have time to prepare before VAT will come into effect. During that time, businesses will need to meet requirements to fulfil their tax obligations. Businesses could start now so that they will be ready later. To fully comply with VAT, We believe that businesses may need to make some changes to their core operations, their financial management and book-keeping, their technology, and perhaps even their human resource mix (e.g., accountants and tax advisors). It is essential that businesses try to understand the implications of VAT now and once the legislation is issued make every effort to align their business model to government reporting and compliance requirements. We will provide businesses with guidance on how to fully comply with VAT once the legislation is issued. The final responsibility and accountability to comply with law is on the business.
2.4 When are businesses supposed to start registering for VAT?
Registration for VAT is expected to be made available to businesses that meet the requirements criteria three months before the launch of VAT. Businesses will be able to register online using eServices.
2.5 How often are registered businesses required to file VAT returns?
Registered businesses will be expected to submit VAT returns on a regular basis. It is expected that the default period for filing VAT returns will be three months for the majority of businesses.
Registered businesses will be able to file their returns online using eServices.
2.6 What kind of records are businesses required to maintain, and for how long?
Businesses will be required to keep records which will enable the authorities to identify the details of the business activities and review transactions. The specifics regarding the documents which will be required and the time period for keeping them will be communicated in due course.
3. VAT for Tourists and Visitors
3.1 Will tourists also pay VAT?
Yes, tourists are a significant source of revenue for the UAE and will pay VAT at the point of sale. Nevertheless, we have set the VAT rate deliberately low so that VAT is a limited burden on all consumers.
3.2 Will visiting businesses be able to reclaim VAT?
It is intended that we will allow foreign businesses to recover the VAT they incur when visiting the UAE. This is important as it encourages them to do business and also, because a lot of other countries have VAT systems, it protects the ability of UAE businesses to recover VAT when visiting other countries (where the rates are a lot higher).
4. UAE VAT Frequently Asked Questions (FAQs)
4.1 How can someone access UAE Tax Law?
UAE VAT law is currently being finalized, and will be published once approved. Announcements regarding the Tax Law will be made to the press and details will be published on the Ministry of Finance website. The primary source of information regarding the UAE VAT Law is the Ministry of Finance website. We recommend that you bookmark the page and visit it frequently to stay up to date on VAT related information.
5.Other Questions
5.1 What other taxes is the UAE considering?
As per global best practice, the UAE is exploring other tax options as well. However, these are still being analysed and it is unlikely that they will be introduced in the near future. The UAE is not currently considering personal income taxes, however.
5.2 Will this impact economic growth of the UAE?
Our analysis suggests that it will help the country strengthen its economy by diversifying revenues away from oil and will allow us to fund many public services. This is a sign of a maturing economy.
5.3 Where can I learn more about the UAE’s plan to implement VAT?
Over the course of 2016, the government will launch awareness and education campaigns to educate UAE residents, businesses, and other impacted groups. Our aim is to help everyone understand what VAT is, how it works, and what businesses will need to do to comply with the law.
We will also set up a website in 2016 where you can find information to understand the new tax in detail. A telephone hotline will also be established so that you can call and speak to one of our employees directly about VAT.
5.4 Are there any groups (individuals or organizations) that will be exempted from paying VAT?
VAT is a broad based tax and it is not intended that there will be special exceptions for individuals. However, there may be some special rules on VAT for organizations such as government entities as well as refunds available in some circumstances, especially where international obligations require us to make those refunds.
5.5 Changing my business systems for VAT reporting will cost money. Can the government help?
When VAT is introduced, the government will provide information and education to businesses to help them make the transition. The government will not pay for businesses to buy new technologies or hire tax specialists and accountants. That is the responsibility of each business. We will, however, provide guidance and information to assist you and we are giving businesses time to prepare.
5.6 What are the penalties for not complying with a business’s VAT responsibilities?
Everyone is urged to fully comply with their VAT responsibilities. The government is currently in the process of defining the exact fees and penalties for non-compliance.
- Newsletter
- March 31, 2017
RIYADH: The meeting of the Saudi-China Business Council in Beijing is expected to help boost trade and investment between the Kingdom and China, an official has said.
Abdullah Al-Mobty, chairman of the council, told Arab News that the business talks will coincide with King Salman’s visit to Beijing.
Al-Mobty said the discussions at the bilateral business talks will focus on cooperation in a number of areas, such as the Silk Road Economic Belt, part of a wider initiative of integrating trade and investment in Eurasia.
The trade volume between China and the Kingdom in 2016 was $42.36 billion, a decline of 18 percent on the previous year.
- Newsletter, VAT
- March 31, 2017
The six members of the Gulf Cooperation Council (GCC) will all simultaneously introduce a law to implement value-added tax (VAT) in 2018, even if it means a slight delay due to some countries lagging behind in their preparations, an official in the United Arab Emirates (UAE) said.
Younis Al Khouri, under-secretary at the UAE’s finance ministry, told Zawya in an interview last month that a 5 percent VAT is expected to be implemented simultaneously across the GCC from January 1, 2018, as part of fiscal reforms following the plunge in oil prices.
However, tax experts have voiced concerns on the feasibility and likelihood of a totally simultaneous adoption, with some suggesting that the UAE might go ahead with implementation ahead of other Gulf Arab states.
Salem Abdulla Al Shamsi, a member of the UAE’s Federal National Council, told that no member of the regional trade bloc would move forward with the implementation of the tax system independently, even if it meant passing the January 1, 2018 target date.
“There will not be a country in the GCC that will do it standalone,” he said. “When they do it, everybody has to do it, as per the agreement before the GCC. They should sign together and start the VAT (implementation).”
The UAE’s Federal National Council (FNC) approved a draft federal law regarding the introduction of taxation procedures at a meeting on March 15 – a move that indicates that the state is in advanced stages of preparations to put a taxation system in place.
Obaid Humaid Al Tayer, UAE Minister of State for Financial Affairs, told the FNC meeting that the VAT framework agreement would be implemented across the GCC in a timeframe between January 1, 2018, to January 1, 2019, according to the official transcript of the council’s meeting.
Al Shamsi said that all six states were working very hard to meet the deadline. “In my personal view, if it (the implementation) does not take place on January 1, 2018, it will still go within 2018, but (with) all the countries entitled to start the VAT,” Shamsi said.
“The minister (Al Tayer) clearly mentioned yesterday (at the FNC meeting on March 15) that we will work along with all the partners and neighbour GCC countries to release it together,” he added.
Framework and procedures
During the meeting, the council said the tax procedures bill would provide a legislative framework and standardised procedures for any future tax laws, according to a transcript of the council’s meeting on its website.
“It is only the structure for the taxes – not just VAT, (but) for every other tax,” Shamsi said.
“Like it can apply to individual taxes, VAT, company taxes, real estate taxes – but we don’t have any (of those) yet the structure can easily make sure that if we launch any tax it will be within the guidelines.”
The tax procedures draft law included clauses laying out processes for the submission and collection of taxes, according to the transcript.
As per the draft law, each taxpayer would have to provide a tax statement and supporting documents in Arabic, the transcript stated.
The draft also outlined violations and penalties for tax evasion. It said penalties would apply to taxpayers who had intentionally refrained from paying taxes or those who provided false or incorrect documents.
Tax violators or evaders will be subject to either imprisonment or a fine that would not exceed five times the tax amount that was evaded, or both.
A director general and tax auditors will be appointed to enforce the tax law by a decree from the Minister of Justice, the transcript stated.
The UAE is expected to earn around 12 billion dirhams ($3.3 billion) of revenue from VAT in its first year.
- Newsletter
- March 31, 2017
Ethiopia and Russia signed a Memorandum of Understanding (MoU) on Tourism and Culture and Protocol of the Intergovernmental Commission on Economic, Scientific, Technical and Trade Cooperation.
The agreement was signed by the two countries at the end of the 6th meeting of the intergovernmental Ethio-Russia Commission.
The Ethio-Russia Commission also agreed to boost the two countries trade exchange and diversify tradable commodities in both countries markets.
At the signing ceremony, Co-Chair of the Commission and Minister of Cabinet Affairs Alemayehu Tegenu said the meeting was crucial for Ethiopia in terms of extending and taking measures in enhancing its relation with Russia.
He noted that the two countries also agreed to diversify areas of cooperation in trade and investment fields and to establish industrial, education and agricultural partnership.
“Ethiopia and Russia also come to terms to bolster ties in science and technology, energy and mining sectors as well as commercial air transport services,” he said.
Co-chair of the Russian side of the commission and Deputy of Natural Resources and Environment Evgeny Kiselev on his part said his country is concerned with strengthening its economic relations Ethiopia.
He reiterated that he had discussion with officials from Ministry of Mines, Petroleum and Natural gas on ways his country’s investors could involve in the energy and mining sectors.
The co-chair further expressed his conviction to the joint commission’s roles in luring more Russian investment to Ethiopia.
The joint technical group agreed to establish follow up mechanism of the protocol and agreed to hold the 7th meeting of the Commission in Moscow in 2018.
- Article
- March 30, 2017
Introduction-Commercial Company Law
There has been New Government Rules issued by the authority recently, The Provisions are related to “Related Parties”, “Insiders”, and “Conflict of Interest”. The purpose of this article is to provide an overview between the New Government Rules and Commercial Company Law.
To suffice the purpose of this article, let us first understand the definition of these terms to get the overview of the terms.
Deals
The simple definition of deal is “an agreement entered into by two or more parties for their mutual benefit, especially in a business or political context’. It would define as Transactions, contracts or agreements entered by a public joint stock company that is listed in the market and do not fall under the main activity of such company or by way of including preferential terms that are not usually granted by the company to its clients, in addition to any other deals to be specified by SCA from time to time by a resolution, instruction or circulation issued thereby.
The new rule Is that the deal entered between related parties the company is 5 percent or less than the company’s capital, the approval of the Board of Directors is required. When the value exceeds 5 per cent the approval of the general assembly is required. However, the old definition mentions if deal’s value is 10 per cent or more of the company’s total assets the approval of the Board of Directors and General assembly.
However, the main issue rises in this regard is that whether the value of Deal’s shall be calculated per se or it shall be calculated accumulative. The new definition was issued recently and have not been put into practice, which creates confusion on this matter.
Another point to be considered that whether valuation of the Deal’s is required or not, the old definition of deal’s mention that the valuation of the deal is required whose value are less than 5 per cent of the company’s capital, however the new definition has ruled out this requirement and mentioned that only those Deal’s are less than 5 per cent of the company’s capital is not required.
Related Parties
The new definition of Related Parties has been amended in the new government rules by limiting the Related Parties to the Chairman, Board Members, Members of the Senior Executive Management and the employees of the company and the companies to which any of such persons own at least 30 percent of their share capital as well as sister and allied companies and subsidiaries.
The motive of such change is lesson the burden of the disclosure to the people who are entered in such deals with the company where it is impracticable. Therefore, the burden of the disclosure about the deals Is only on those are related parties as explained above.
Another point to be considered is the New Government Law is that it is saying 30% of shareholding owned by Chairman, Board Members, Members of the Senior Executive Management and the employees of the company and the companies to which any of such persons, however the old definition is mentioned 30% of shares holding by such people, so the point is the new law is silent on whether such holding should be directly or indirectly since, indirect owners have the same benefits as direct owners.
For the disclosure requirements, the new rule said the disclosure of Deal’s entered by related parties with the company, a subsidiary, or a sister company on the other side has to be disclosed to the Board of Directors whatever is the value of the deal. The old rules on the other hand mentioned that disclosure required only if the Deal’s value is 10 per cent or more of the company’s total assets. The New Governance Rules in Commercial Company Law further introduced to maintain a register of related parties which will include the value of the Deal’s and name of parties and every detail.
Insiders
The new Governance Rule in Commercial Company Law introduced new provisions for insiders (Article 12) and Confidentiality (Article 13) that did not exist under the Revoked Governance Rules. However, the new Governance Rule does not define an Insider, therefore it Is very difficult to determine who is an insider and who is not an insider of the company Therefore, insider can be determined on a case to case basis, so we assume that insider can be considered who are company’s related parties or their relatives and the persons who have access to the inside information prior to publication such as consultant, advisors who are employed or retained on a certain deal.
The new rule in Commercial Company Law also mentioned to maintain the register of permanent & temporary insiders with their name and details and it should include their disclosures.
Conflict of Interest
Another new provision also has been introduced which does not exists in the revoked law that if any Board of Directors has a joint interest of conflict of the interest with the Deal presented to the Board of Directors to take a decision on the same should inform the board regarding his interest and will not be allowed to vote on such deal and the director must inform the same to the company beforehand about the conflict of the same. If any director fails to do the same, then the company can resort to the court to invalidate the deal and the director will be compelled to pay any profit or benefit he obtained from such deal.
The new Governance Rule in Commercial Company Law also mention to maintain the register of Conflict of interest with each detail regarding to, name, address, amount, declared interest and any court decides if he fails to do so.
To Conclude we can say that the new rule is a detailed solution to avoid any problems which the company may get in the future due to the negligence of the details and therefore, it is very beneficial in today’s era. However, it is not yet put in practice once it is done, we may get to know more advantages of this.
Click here to know more on company formation in UAE.
To get in touch with our consultants write to us at [email protected]
- Article
- March 23, 2017
The Board of directors of DIFC have approved the regime for establishment of intermediate special purpose vehicles on 19 September, 2016 which shall come into force with immediate effect. It will again be innovative initiative by the DIFC that will allow the limited and listed companies in DIFC to enjoy the benefits of having an intermediate SPV, which is an advantage available only to companies having a physical presence in DIFC before the approval of this new regime. We shall be discussing the important provisions of this new regime below.
Background
These new vehicles are “Intermediate” which means that these SPV’s are neither the operating entities and nor can be the ultimate holding entities and shall have very limited application. Prior to approval of this new regime, the DIFC did not have any provision of establishment of non- regulated SPV and the entities, that already having a substantial presence in DIFC can establish SPV but must undergo a detailed application and compliance process for the same. The professional advisors however, always preferred use of SPVs for better efficiency and structuring perspective. The DIFC authorities considering the interest of entities and demand of professionals permitted the use of intermediate SPV’s.
The authorities are still in process of reviewing their companies law and related regulations and it is anticipated that this new regime will be explained and structured in the revised regulations. It is important to note here that intermediate SPV will be allowed for companies already registered with DIFC.
The Qualification Requirements
The guidelines set out by DIFC mentions the eligibility requirements for incorporating or establishing an intermediate SPV. As per the requirement criterion laid down by the authorities, applicants will only be able to qualify to incorporate an intermediate SPV, if they are one of the following:
- Holding Entity or entities, Single Family offices or proprietary investment vehicles already have a presence in DIFC;
- A collective investment scheme (CIS) established in DIFC;
- A CIS established outside DIFC but managed by a fund manager regulated by Dubai Financial Services Authority (DFSA)
If any entity does not come under any of three categories mentioned above, it shall not be a qualifying applicant for incorporating an intermediate SPV in DIFC.
Advantages
The Intermediate SPV’s registered in DIFC shall enjoy the following advantages:
Cost Saving: The new regime allow formation of these intermediate SPV’s in a more cost effective manner, rather than forming a holding entity.
Lesser Compliances: The applicants do not have to go through the long application procedure, or comply with detailed compliance requirement, which shall save lot of time and efforts.
Limited Liability: They shall enjoy all the benefits available to companies registered in DIFC e.g. UAE status and limited liability of shareholders.
No Restrictions on Foreign Ownership: These SPV’s will also have no restriction on foreign capital investments and can be owned wholly by foreign nationals or entities.
Conclusion
It is a very business friendly evolution of DIFC regulations and an significant step from the authorities. The competitive fee, easier compliances and no restriction of foreign capital shall make incorporating intermediate SPV a preferred choice for companies registered in DIFC to structure their businesses and increase efficiency.
To read more about DIFC and its features click here.
To get in touch with our consultants reach us on [email protected]
- Article
- March 21, 2017
The New Commercial Companies Law of United Arab Emirates (UAE) that is Federal Law No. 2 of 2015 became effective from July 1, 2015 replacing the old Federal Law No. 8 of 1984. The objective of the new law is to regulate the companies in UAE as per international norms related to governance rules, the protect the shareholders, encourage foreign investment and to promote the corporate social responsibility on the part of companies along with contributing to the development of the working environment and capacities of the UAE and its economic position.
Conflicts & Uncertainty
The changes in the new Commercial Companies Law (CCL) contained many improvements and modifications on the old Federal Law No. 8 of 1984.
There were debates due to uncertainty of Article 104 of New UAE Commercial Companies Law. As per the said Article all the provisions applicable to Joint Stock Companies (JSC) of the Federal Law No. 2 of 2015 are also applicable to Limited Liability Company (LLC). Thus, leading to different interpretation and conflict as to the application.
Recently,Ministry of Economy (MOE) has issued Ministerial Resolution 272 of 2016 effective from 29
April 2016 providing the application of the Article 104 and clarifying the issues faced by the businesses in UAE in interpretation.
List of Joint Stock Company’s provisions that will apply to an LLC
Directors’ liability
As per the Article 6 of the new CCL all the members of the Board of Directors are required to act in the interest of the Company first and within the Authority granted to them.Further the obligations and duties of the Board and executive management is required to be mentioned in the Articles of Association of the companies.
Audited accounts and Accounts filing
As per Article 10 of the new CCL states that the company shall prepare and maintain proper Books of accounts and follow the international accounting principles and standards for the same.
Auditor provisions
The provision 7,8 and 9 in relation to Auditor is applicable to both JSC and LLC.
To comply with the CCL article 7 and 8 a company is required to appoint one or more auditors for one renewable year. Also, the auditors have the right of access to all Company books, registers and documents etc.. Also, the auditor is required to send a copy of the report to the competent authority in case the company’s management fail to enable them to perform duties. And as per Article 9 the Audit is required to present an Annual Report to the General Meeting and is considered responsible for the correctness of all information presented in said report.
Right to call a general meeting
Article 12 has been made applicable to LLC also. The said Article states that if a shareholder holding 20% or more share capital in the company he may submit an application for the calling of the General Meeting, that must be called within 5 days. Also, if any shareholder is holding 10% or more of the company shares may submit an application accompanied by supporting documents for the calling of the General Meeting to an urgent meeting.
List of Joint Stock Company’s provisions that will not apply to an LLC
Financial assistance
The MOE Resolution clearly clarifies that thefinancial assistance prohibition as provided in Article 222 will not apply to LLCs.
Director remuneration
The Article 169 in reference to Director remuneration as applicable to JSC have been made non-applicable to the LLC Company.
Related party transactions
Articles 152(1) and (2) in relation to the prohibition on related party transactions, are also not applicable to LLCs.
Board formation and composition
The restriction as to accepting nomination as a director in Article 147 and to the upper limit for the number of board appointments an individual may hold as provided in Article 149 are now not applicable to LLCs. Thus, an LLC Director can act as Director for a number of companies without having any upper limit for the same.
Restrictions on powers of the directors
The Article 154 of the CCL provides for restrictions applicable to JSC directors’ powers – the same are not applicable to LLC directors.
Conclusion
After the Federal Law No. 2 of 2015 the MOE said Resolution 272 of 2016 specifically provides a list of provisions concerning Joint Stock Companies that applies to LLCs. Also, the Article 3(1) of the MOE Resolution specifically sets out provisions applicable to JSC that will be applicable to LLCs, to the extent do not conflict with the nature of LLCs. Further the clarification, resolution puts burden on the shareholders and general managers to be conversant with the new rules so that can implement them to their companies.
For more information reach us on [email protected]
- Article
- March 21, 2017
The DIFC is aiming to soon enact New Electronics Transactions Law with the objective of facilitating various electronic transactions, to eliminate barriers thereto which are cause of uncertainties over writing and signature requirements, and further for promotion of development of the legal and business infrastructure required for implementation of secure electronic transactions in DIFC and last but not least helping establishment of uniformity of rules, regulations and standards in relation to authentication and integrity of electronic records in DIFC. Below is a brief synopsis of the proposed “Electronic Transactions Law, DIFC Law No. 2 of 2016:
Electronic Contracts
In the said law DIFC provides that, such electronic records shall be acceptable as enforceable contract and be used in proceeding before court as evidence. Further law provides that an offer and the acceptance of an offer may be expressed by means of Electronic Communications for the formation of a valid contract.
And thus, the contract shall not be denied validity or enforceability solely because an Electronic Communication was used during the process. When a proposal to enter, a contract is made through electronic communication addressed to more than one specific party, also a proposal that makes use of interactive application for placement of order by use of the information system – is considered an invitation to make offers and indicates that the party to be bound in case of acceptance.
When a contract is formed because of the interaction of natural persons and automated message system is considered valid and enforceable.
The time and place of dispatch of electronic communication:
- Time when it leaves an information system under the control of the originator
- In another case the time when the electronic communication is received.
The time and place of dispatch of electronic communication:
- When it becomes capable of being retrieved by the addressee at an address designated by the addressee.
- capable of being retrieved by the Addressee and he becomes aware that the Electronic Communication has been sent the address as requested.
Electronic Signatures
Legal recognition to the electronic signature has been given where DIFC law requires signature of any person, or provides for consequence if the document or record is not signed. Also, it has been clarified that an electronic signature is deemed to identify the relevant person and the person’s intention of been satisfied in respect of the data in the electronic records.
Also, the electronic signature is admissible as evidence in court as an evidence and considered as valid.
Electronic Records & Retention
All electronic records have been given legal recognition for validity and enforceability. The electronic record shall certify the DIFC law for requirement to be written or in writing and if it preserves a record of the information contained the same can be reproduced in tangible form.
Where the parties have agreed to conduct a transaction by Electronic means and a party is required to send or deliver information in writing to the other party – the requirement is satisfied if the information is provided or sent in an electronic communication capable of retention by the Addressee at the time of receipt and reproducible in tangible Form.
The Electronic Record preserves a record of the Information contained therein along with the capability to reproduce the same in tangible form. And it must be retained in the format in which it is originally created. For example, if DIFC law requires the retention of a cheque, the requirement for retention is fulfilled, if Electronic Record of the information on the front and back of the cheque is maintained.
Conclusion
The new law does not provide or prescribes for penalty at the same time it should be noted that the DIFC Electronic Transactions Law excludes the use of electronic records, electronic contracts and electronic signatures in reference to all types of powers of attorney, wills and trusts, affidavits or affirmations including the sale, purchase or long term lease of real property.
- Article
- March 2, 2017
Introduction
The sultanate of Oman has enacted a new pharmacy law to regulate the pharmacy practices in Oman in March, 2015. The royal decree 35 of 2015 promulgates the “Pharmacy Law” repealing royal decree 41 of 1996 making significant amendments regarding foreign investments in Pharmacy sections. This article aims to highlight major provision of new Pharmacy law in Oman.
Key Issues
- As per the provision made by Article 11 mandates all pharmacies to have at least one of its partner to be an Omani national pharmacist. All the existing pharmacies will now have to look out for an Omani pharmacist to join their board to comply with this regulation and the application for new pharmacies should comply with this for getting the license.
- As per another provision the medicines can now be dispensed by the individuals holding prescribed educational qualification from a recognized university and licensed to act as a pharmacist by the competent authority. The pharmacist license will be granted for a maximum period of two years and can be renewed after that.
- The new law also provides for limiting the number of pharmacies an individual may open and the number of branches any brand pharmacy can open and hold ownership rights. It will help to increase fair competition and better pricing structures for the consumers.
- The new law reduces the duration for which a license can be issued from five years to two years.
- New law also prohibits sharing profits between pharmacist and physician from prescription medicines charges. This is a welcome move as it will help in providing cost effective medicines to the citizens and the money-making cartels will be abolished.
Conclusion
The new law will help to curtain monopoly and create more opportunities for Omani nationals, but at the same time, it may face criticism for the reluctance of foreign investors for investment in pharmacy industry of Oman. Article 11 of the law states that it aims to protect Omani nationals from unscrupulous competition in the industry and protect their rights in business and employment opportunities in pharmaceutical sector. The results of this new law will show their colors in their own time.
- Article
- March 1, 2017
Introduction
Cybercrime in the simplest terms can be defined as the crime committed by using the internet and/ or electronic devices. An attempt to access the secretive and personal/ financial information about an individual or business, promoting or doing unlawful activities through internet, defamation of an individual or business through social media are some of the common examples of cybercrimes. The internet has become an integral part of everyone’s daily life for its innumerable advantages, but at the same time it is the biggest threat as it allows a lot of people to have access to confidential information. All the countries around the world have their own laws to deal with such crimes and this article aims to highlight major provisions of Anti Cybercrime law of the Kingdom of Saudi Arabia (KSA).
The Law
The Anti-Cybercrime Law of KSA was promulgated by Royal decree no. M/17 on 26th March, 2007. The governing text of the law is in Arabic and the law contains sixteen articles. Like all laws in the Kingdom, the basis of this law is Shariah which protects right to privacy for everyone and prohibitions of any invasions thereon.
With the increased spread of social media in the past couple of years, the number of cybercrimes has also gone up. Sometimes, many social media users are not even aware that they are doing a crime and sometimes, the users commit cybercrimes, believing the regulatory authorities won’t be able to catch them. However, hiding from regulatory authorities at KSA in not so easy. Many arrests and prosecutions, including social media celebrities have been reported in the Kingdom for cybercrimes in the recent past. The paragraphs below shall highlight different types of cyber crimes and penalties for these crimes under the KSA Law.
We shall divide the cybercrimes in three categories for better understanding based on penalties for them.
Category 1 : This category shall include the following crimes:
- Gaining illegal access to any data or system or computer to blackmail or coercion;
- Defamation of any legal or natural person;
- Invading the privacy of an individual
Penalties : Any person who commits above mentioned crimes shall be liable to payment of fine up to 500,000 Saudi Riyals or imprisonment for up to one year or both of them.
Category 2 : This category shall include unauthorized access or hacking of social media accounts and the persons found guilty shall be punishable with imprisonment of up to four years or a fine of 3,000,000 Saudi Riyals.
Category 3 : This category shall include the following:
- Crimes related to publication, transmission or storage of any material that is inconsistent with public policy, morality, religious value of the nation;
- Publishing Pornography;
- Promotion or distribution of Narcotics or hallucinatory materials
Penalties : Any person who commits above mentioned crimes shall be liable to pay of fine up to 3,000,000 Saudi Riyals or imprisonment for up to five year or both of them.
Complaints
A person who is a victim of cybercrime can file his complaint at the nearest police station or to the appropriate authority at the Ministry of Internal Affairs if the crime comes under category 3 mentioned above. A charge sheet shall be prepared by appropriate authority once a complaint is registered and the suspect is identified. The case will then be forwarded to the criminal court.
Final word
Anti Cyber Crime law of KSA is a legislation designed to protect the privacy of the individuals and punish the criminals for invading privacy of an individual or doing any other activity oppose to the public policy, religion or morality of the Kingdom. However, it is important to note that ignorance of law is no excuse. If an individual commits any crime without knowing that they are committing a crime cannot walk freely on this ground. The social media users should guard their actions to ensure they will not land in jail for committing a cybercrime in ignorance and criminals should expect their meetings with lawyers very soon.
A Member Firm of Andersen Global
- 175+ Countries
- 525+ Locations
- 17,500+ Professionals
- 2350+ Global Partners
IMC Group