1. The Postal Sector Regulatory Committee (the “Committee”) shall be formed by a decision of the UAE cabinet based on a proposal by the Authority, from (5) five members, provided that (4) four members - including the Chairman - are independent and preferably experienced in the sector and from outside the Board members, and provided that the fifth member is from the Board members. The decision forming the Committee shall specify the working system.

2. The Committee shall function its responsibilities independently regarding the postal sector. All the Financial revenue and Profits of the postal sector shall will be retained by the Company and be booked in the Company’s profit and loss statement.

3. The Board provides all the necessary resources to enable the Committee to exercise its administrative functions in an independent capacity.

4. The Committee shall have the following mandate: 

1. The Company has the right, within the limits of its paid-up capital and based on a Special Resolution issued by General Assembly, to issue bonds or tradeable sukuk, whether convertible or not, with equal value for each issuance. In case the issuance of bonds or sukuk is more than the Company’s paid up capital, Authority approval shall be required. The Special Resolution in relation thereto may include an authorization to the Board to determine the date of bonds or sukuk issuance, provided that duration shall not exceed one year from the authorization approval. The capital shall be paid in full by the shareholders and at least one-year financial statements and profit/loss accounts are published, unless the issuance is sponsored by the state or any of the banks operating in the Country.

2. Bonds or sukuk provides its holders’ equal rights. Bonds or sukuk may be converted into shares provided that the issuance prospectus authorizes the same. In case the conversion is approved, the bond/sakk owner alone has the right to accept the conversion or receive the nominal value of the bond or the sakk. The bond or the sakk shall remain nominal until fully paid.

The following terms apply for any capital decrease:

1.  Capital shall not be decreased before issuing a Special Resolution and obtaining the Authority approval after examining the Company’s Auditor’s report. The decrease can be affected upon realizing one the following two conditions:

1. The Company’s capital may be increased according to the following provisions:

For any shares transfer through inheritance or will, applicable laws and regulations and judicial proceedings shall be implemented. 

The Company may, after the approval of the Authority, list the its shares in any other capital market inside or outside the Country. In case the Company lists its shares in any capital market outside the Country it shall follow the laws and regulations applicable in such market, including laws, regulations and procedures of issuing, registering, trading, transferring and assigning any rights on those shares.

Without prejudice to Article (8) of these Articles, each ordinary share provides its owner an equal share, without any discrimination, in the Company’s assets upon its liquidation, in dividends as approved thereto, and an equal right to attend and vote on the resolutions of the General Assembly.

A shareholder may not request to recover what has been paid as capital contribution.

Ownership of the Company’s share means the acceptance by the shareholder of the Articles and General Assembly’s resolutions.

Shareholder shall not be liable to the Company for more than its share in the Company’s capital.