Title of the Law

Article (1)

This Law will be cited as “Law No. (20) of 2024 Establishing Mada Media Company PrJSC”.

Establishment of the Company

Article (3)

1. A private joint-stock company named “Mada Media Company PrJSC” is hereby established. The Company will have legal personality, financial and administrative autonomy, and the legal capacity required to conduct its activities and achieve its objectives, in accordance with this Law, the Articles of Association, and other legislation in force in the Emirate.
2. The Commissioner General will supervise the Company in a manner that enables it to achieve its objectives. The Articles of Association will determine the duties and powers of the Commissioner General.

Transferring Rights and Obligations

Article (5)

1. The RTA and the DM will, under the Concession Agreement, outsource all or any of their functions related to Advertisements and issuance of Permits, stipulated in the Decree, the resolutions issued in pursuance thereof, and other legislation in force in the Emirate, in a manner that enables the Company to achieve the objectives for which it is established.
2. The RTA and the DM will, in coordination with the DIF and other Concerned Entities, determine the assets, property, tangible and intangible rights, obligations, functions, disputes, claims, guarantees, and undertakings that the RTA and the DM have in respect of Advertisements under the Decree and that will be transferred to the Company. These include the right to access and use the System.
3. All the assets, property, rights, concessions, obligations, guarantees, and undertakings will be transferred to, and registered in the name of, the Company or any company owned by or affiliated to it, in accordance with the Concession Agreement and the legislation in force in the Emirate. The concerned Government Entities must, upon the request of the Company, take the necessary action to complete the transfer and registration process.

Term of the Company

Article (7)

The term of the Company is forty-nine (49) years commencing from the date of its registration on the commercial register in accordance with the legislation in force in the Emirate. This term will be automatically renewed for the same period in accordance with the provisions of the Articles of Association.

Articles of Association of the Company

Article (9)

1. Without prejudice to the provisions of this Law and other legislation in force in the Emirate, the Articles of Association will be approved pursuant to a resolution issued by the Chairman of the Executive Council. The Articles of Association must determine matters related to regulating the Company's affairs, particularly the following:

1. the share capital of the Company and the procedures for increasing or reducing it;
2. the number of shares constituting the share capital of the Company, and the nominal value of each share;
3. the procedures for establishing branches of the Company within or outside of the Emirate;
4. the formation of the Board of Directors and its terms of reference;
5. the issuance and types of shares, and the rules governing share ownership and trade, and the rights associated therewith;
6. the issuance and trading of bonds and sukuk;
7. the appointment of the Company auditors and determination of their functions and obligations;
8. the Financial Year of the Company; and
9. the dissolution and liquidation of the Company.

2. The Chairman of the Executive Council is authorised to amend the Articles of Association of the Company, in case it remains wholly owned by the Government.

Board of Directors and CEO

Article (11)

1. The Company will have a Board of Directors comprised of a chairman, a vice chairman, and a number of members. The first Board of Directors of the Company will be appointed pursuant to a resolution of the Chairman of the Executive Council. Membership of the Board of Directors will be for a term of three (3) years.
2. The Articles of Association will determine the method of formation and reconstitution, and the term of membership, of subsequent Boards of Directors.
3. The Company will have a CEO, who will be appointed, and may be dismissed, pursuant to a resolution of the Board of Directors. The CEO will undertake direct supervision of the Company; perform his functions under the Articles of Association; and exercise the duties and powers assigned or delegated to him by the Board of Directors.
4. The Board of Directors may, where required and for a temporary period, assign any of its members as a managing director to undertake direct supervision of the management of the Company, and to perform the duties of the CEO.

Human Resources of the Company

Article (13)

1. Some of the Employees working for the RTA or the DM on the effective date of this Law may be transferred to the Company without prejudice to their existing rights. These Employees will be nominated pursuant to the relevant resolution issued by the Director General. They will be governed by the above-mentioned Law No. (8) of 2018 until the human resources regulations referred to in paragraph (d) of this Article are issued.
2. Upon their transfer to the Company, the period of service of UAE National and non-UAE National Employees of the RTA and the DM preceding the effective date of this Law will be deemed uninterrupted and will form part of their service with the Company.
3. The Company will be deemed as a Government Sector Employer for the purpose of calculating the retirement pension benefits or end-of-service gratuity of these Employees in accordance with the above-mentioned Federal Law No. (7) of 1999 and Federal Law by Decree No. (57) of 2023.
4. Subject to the legislation in force in the Emirate, the Employees of the Company will be governed by the human resource regulations adopted by the Board of Directors.

Cooperation with the Company

Article (15)

All Government Entities must, upon request, fully cooperate with the Company to enable it to achieve its objectives and exercise its functions under this Law, the Articles of Association, other legislation in force in the Emirate, and the Concession Agreement.

Consideration of Pending Claims

Article (17)

Without the need for any further action as a result of the establishment of the Company under this Law, courts of all types and levels will continue to consider the claims and appeals that are related to Advertisements and to which the RTA or the DM is a party, until these claims and appeals are determined by final definitive judgements.

Issuing Implementing Resolutions

Article (19)

1. With the exception of the resolutions which the Chairman of the Executive Council is exclusively authorised to issue under this Law, the Commissioner General will issue the resolutions required for implementing the provisions of this Law.
2. The chairman of the Board of Directors will, subject to the approval of the Board of Directors, issue the regulatory resolutions required for managing the Company in accordance with its functions and powers under this Law, the resolutions issued in pursuance hereof, and other legislation in force in the Emirate.

Commencement and Publication

Article (21)

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 4 September 2024

Corresponding to 1 Rabi al-Awwal 1446 A.H.