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Article (11) Protection of UWEC Public Network

1. No one, other than UWEC employees or officers, may prejudice the Public Network, its assets or service lines in UWEC areas, where UWEC conducts its activity, except with the prior approval of UWEC;

2. The Board of Directors shall have the right to issue decisions and take the necessary measures to protect the public network from any destruction; and

3. Without prejudice to civil or penal liability, UWEC may repair any damage as a result of any act in violation of the provisions of this Law by Decree and the executive decisions thereof at the expense of the violator.

 

Article (10) Company Budget

In order for UWEC to achieve its objectives and practice its activities, UWEC budget shall consist of the revenues collected from services of selling electricity and water and other services provided by UWEC, the outcome of UWEC investments in companies and other projects, and sale of private assets.

Article (9) Employees

1. Upon applying the provisions of this Law by Decree, employees working for EIA, designated by a decision issued by the Board of Directors, shall be transferred to UWEC with the same salaries, without prejudice to any other rights established for them before application of this Law by Decree;

2. Subject to the provisions of the aforementioned Federal Law No. (7) of 1999, the service term of the UAE national employees in the EIA prior to the application of this Law by Decree shall continue and complete the service term in UWEC for the purposes of calculating retirement pensions or end of service gratuity;

3. The provisions of the aforementioned Federal Law No. (7) of 1999 shall apply to UAE national employees in UWEC; and

4. The provisions of the aforementioned Federal Law No. (8) of 1980 shall apply to all employees of UWEC, unless provided otherwise in this Law by Decree or the decisions issued in implementation of the provisions hereof.

 

Article (8) Company Management

1. Subject to the provisions contained in this Law by Decree and the Articles of Association, the Board of Directors shall exercise all powers and competencies related to UWEC management; and

2. Subject to the provisions of Clause (2) of Article (6) hereof, the General Assembly of UWEC shall have the authority to amend the Articles of Association upon entry of other shareholders in UWEC.

 

Article (7) Subscription & Share Ownership

1. Company shares shall be owned by natural or legal founder persons if UWEC offers the shares for subscription. Every shareholder shall be held accountable for his respective share in the capital only;

2. EIA share may not be less than (51%) of UWEC capital; and

3. EIA may, subject to the approval of the Cabinet, offer a part of UWEC shares for public subscription or private offering in accordance with the legislation in force in the State.

 

Article (6) Issuance of the Articles of Association

1. The Cabinet shall issue the Articles of Association based on the proposal of the Chairman of the Board of Directors of the EIA, including the provisions regulating UWEC, namely:

    a. Company ownership;

    b. Capital of the Company;

    c. Obtaining financing from banks or financial institutions;

    d. Company revenues;

    e. Company budget;

    f. Company term and renewal;

    g. Increasing or decreasing the Company capital.

    h. Company Activities & Purposes

    i. Company branches inside or outside the State;

    j. Board of Directors formation, powers and functions and remuneration of its members;

    k. Disposition of UWEC assets, and management of its funds and returns;

    l. Issuance, types, ownership controls and trading of shares and the rights associated therewith;

    m. Issuance and trading of bonds and sukuk;

    n. Appointing Company auditors, and determining their powers and obligations; and

    o. Company dissolution and liquidation.

2. The Cabinet shall have the authority to amend the Articles of Association if UWEC is fully owned by the EIA.

 

Article (5) Company Activities & Purposes

UWEC shall carry out the following activities & purposes:

1. Establishing power generation, water supply and capacity raising projects;

2. Establishing power and water transmission and distribution lines;

3. Establishing sewerage and sanitation drainage services projects and the necessary infrastructure in the State along with all related activities and managing the same, directly or indirectly, in coordination with the concerned government body;

4. Investing funds in any commercial, financial, service or industrial fields related to its activities, subject to coordination with EIA.

5. Concluding contracts with the private sector to establish power plants and water supply plants in the areas, where UWEC carries out its activities, in accordance with the legislation in force in the State;

6. Establishing wholly owned companies or participating in companies related to its activities inside or outside the State; and

7. Any other activities and purposes related to the aforementioned activities or specified in the Articles of Association.

 

 

Article (4) Head Office

UWEC headquarters shall be in the Emirate of Dubai. Branches or offices of UWEC may be established inside or outside the State in accordance with the Articles of Association.

Article (3) Transfer of Rights

1. UWEC shall replace FEWA in all legislations and powers related thereto including the provision of electricity and water services in the areas where FEWA carries out its activities, including free zones. All rights, assets, funds, tangible and intangible assets, privileges, obligations, guarantees, and undertakings of FEWA within or outside the State shall be transferred to UWEC from the date on which this Law by Decree came into effect.

2. Ownership of all assets, rights and obligations transferred or to be transferred to UWEC or any of its subsidiaries shall be registered under UWEC name in accordance with the legislation in force in the State. When UWEC does so, government bodies shall take the necessary actions as per the applicable procedures.

 

Article (2) Legal Form

1. The Federal Electricity & Water Authority (FEWA) shall be transformed into a public joint stock company called Union Water & Electricity Company (UWEC) to be fully owned by the Emirates Investment Authority (EIA) upon promulgating this Law by Decree. UWEC shall have an independent legal personality and full legal capacity to carry out its activities and achieve its purposes in accordance with the provisions of this Law by Decree and the Articles of Association, and shall be managed on commercial and investment bases.

2. In all legislation applicable in the State, "Federal Electricity & Water Authority" shall be replaced by "Union Water & Electricity Company."