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.

©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.

Establishment of the EO

Article (3)

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.

Head Office of the EO

Article (4)

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.

Functions of the EO

Article (5)

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.

Organisational Structure of the EO

Article (6)

The EO will have the following organisational levels:

1. the Chairman;
2. the Director General; and
3. the executive body.

Chairman of the EO

Article (7)

A Chairman will be appointed to the EO pursuant to a decree issued by the Ruler.

Functions of the Chairman

 Article (8)

1. 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.

2. The Chairman may delegate any of his powers under this Law to the Director General, provided that such delegation is specific and in writing.

Director General of the EO

Article (9)

A Director General will be appointed to the EO pursuant to a resolution issued by the Chairman.

Functions of the Director General

Article (10)

1. 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.

2. 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.

Executive Body of the EO

Article (11)

1. The executive body of the EO will be comprised of the Director General and a number of administrative, technical, and finance employees.
2. 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.
3. 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.

Management of Accounts and Records, and Financial Year

Article (12)

1. The EO will have its own annual budget.
2. In managing its accounts and records, the EO will apply the relevant accounting rules and principles approved by the Chairman.
3. 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.

Financial Resources of the EO

Article (13)

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.

Liability of the Government
Article (14)

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.

Exemption from Liability

Article (15)

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.

Cooperation with the EO

Article (16)

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.

Issuing Implementing Resolutions
Article (17)

The Chairman or his authorised representative will issue the resolutions required for the implementation of the provisions of this Law.

Supersession and Repeals
Article (18)

1. 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. 
2. 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.
3. 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.
4. Any provision in any other legislation is hereby repealed to the extent that it contradicts the provisions of this Law.
5. 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.

Commencement and Publication
Article (19)

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.