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  • 2018 2018

    • W591/2018 — Wilfred T. Fry (Personal Financial Planning) Limited

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      MODIFICATION NOTICE

      To Wilfred T. Fry (Personal Financial Planning) Limited
      Address Office N310, Level 3, Emirates Financial Towers, Dubai
      International Financial Centre, PO Box 507290, Dubai,
      United Arab Emirates
      DFSA Firm Reference No. F005071
      Notice No. W591/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      GEN 8.2.2.

      (1) An Authorised Person must, except as provided under Rule 8.2.3, prepare and maintain all financial statements in accordance with:

      (a) the International Financial Reporting Standards (IFRS); or
      (b) the Generally Accepted Accounting Principles in the United Kingdom (UK GAAP).

      (2) In this Rule, UK GAAP means accounting and valuation principles set-out in the guidelines of the UK Accounting Standards Board.

      GEN 8.6.1

      An Authorised Person must, in writing, require its Auditor to:

      (a) conduct an audit of and produce a Financial Statement Auditor's Report on the Authorised Person's financial statements in accordance with the International Standards on Auditing, or the International Standards on Auditing (UK and Ireland) (ISAs (UK and Ireland)) issued by the UK Audit and Assurance Council;
      (b) produce a Regulatory Returns Auditor's Report in accordance with the Rules in AUD App1 as relevant;
      (c) produce, if the Authorised Firm is permitted to control or hold Client Money, a Client Money Auditor's Report in accordance with the Rules in AUD App2;
      (d) produce, if the Authorised Firm is permitted to control or hold Insurance Monies, an Insurance Monies Auditor's Report in accordance with the Rules in AUD App3; and
      (e) produce, if the Authorised Firm is permitted to hold or control Client Investments, Arrange Custody or Provide Custody in or from the DIFC, a Safe Custody Auditor's Report in respect of such business as applicable, in accordance with the Rules in AUD App4.

      CONDITIONS

      The modification in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies carries on Financial Services through a Branch in the DIFC.

      If the condition stated above is breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above mentioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Arvind Baghel


      Position: Acting Managing Director, Supervision
      DATE OF ISSUE: 19 December 2018

    • W590/2018 — MS Amlin (MENA) Limited

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      WAIVER AND MODIFICATION NOTICE

      To MS Amlin (MENA) Limited
      Address Level 3, Precinct Building 2, DIFC, PO Box 506929, Dubai,
      UAE
      DFSA Firm Reference No. F002680
      Notice No. W590/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Arvind Baghel


      Position: Acting Managing Director, Supervision
      DATE OF ISSUE: 19 December 2018

    • W589/2018 — Smart Crowd Limited

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      WAIVER AND MODIFICATION NOTICE

      To Smart Crowd Limited
      Address The FinTech HIVE at DIFC, Level 4, Gate Precinct 5, DIFC,
      Dubai, UAE
      DFSA Firm Reference No. F004285
      Notice No. W589/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The previous Waiver and Modification Notice No. W582/2018 is revoked and replaced by this Notice.

      The Rules specified in Table 1 to this notice are waived in relation to SmartCrowd Limited.

      The Rules specified in the left hand column of Table 2 to this notice do not apply to SmartCrowd Limited in the form appearing in the Rulebook but instead apply as modified in the right hand column of that table.

      RULES WAIVED

      TABLE 1
      Module Rules
      COB Rules 11.3.2 and 11.3.5
      GEN Section 5.2, Rules 5.3.4, 5.3.5, 5.3.6, 5.3.13, 5.3.14, 5.3.15, 5.3.16, 5.3.17, 5.3.30, 5.3.31, 7.4.5, 7.4.6, 7.4.8 and Section 8
      AML Rules 11.2.1, 11.2.3 and 11.2.4

      RULES MODIFIED

      TABLE 2
      Rule Modified Text
      GEN 2.2.10F

      A Crowdfunding Operator must not Operate a Crowdfunding Platform that facilitates a Person investing in the following kinds of Investments through the platform:

      (a) Warrants, Certificates, Units or Structured Products; or
      (b) Derivatives.
      GEN 2.29.1

      (1) In Rule 2.2.2, a Person carries on the activity of Operating a Crowdfunding Platform if the Person:

      (a) Operates a Loan Crowdfunding Platform; or
      (b) Operates an Investment Crowdfunding Platform.

      (2) A Person Operates a Loan Crowdfunding Platform under (1)(a) if it does both of the following:

      (a) operates an electronic platform that facilitates the bringing together of potential lenders and borrowers; and
      (b) administers a loan agreement that results from operating the electronic platform.

      (3) If the Person referred to in (2) also provides a facility that assists a lender to transfer his rights and obligations under a loan agreement referred to in that paragraph, that activity is also included within Operating a Loan Crowdfunding Platform.

      (4) A Person Operates an Investment Crowdfunding Platform under (1)(b) if it does both of the following:

      (a) operates an electronic platform that facilitates the bringing together of potential investors and Persons who wish to sell property obtain funding for a business or project, resulting in an investor making an Investment in property with the Person seeking funding; and
      (b) administers an Investment that results from operating the electronic platform.

      (5) If the Person referred to in (4) also provides a facility that assists an investor to sell an investment referred to in that paragraph, that activity is also included within Operating an Investment Crowdfunding Platform.

      (6) In this Rule:

      (a) “administer a loan agreement” means:
      (i) provide information or perform other duties under the loan agreement on behalf of the borrower or lender;
      (ii) take steps to obtain the repayment of the loan; or
      (iii) exercise rights or perform obligations under the loan agreement on behalf of the borrower or lender;
      (b) “administer an Investment” means:
      (i) provide information or perform other duties relating to the property or Investment on behalf of the Issuer or investor;
      (ii) take steps to obtain the payment of any amount payable by the Issuer to an investor; or
      (iii) exercise rights or perform obligations relating to the Investment on behalf of the Issuer or investor;
      (iv) arrange for any services to be provided relating to the property; or
      (v) arrange for the sale of the property at the end of the investment period;
      (c) “electronic platform” means a website or other form of electronic media.; and
      (d) “property” means a house, villa or apartment including if applicable, any land attached to the house, villa or apartment.

      (7) A Person (A) administers a loan agreement or an Investment for the purposes of this Rule if A performs a function itself or through another Person who has been appointed by A, acts under an arrangement with A or acts at A's direction.

      (8) In this Rule, a reference to an investor making an Investment in property includes making an investment in a legal vehicle that owns the property (whether directly or indirectly).

      GEN 5.3.9 An Authorised Person must ensure that the Compliance Officer has access to it allocates sufficient resources to compliance, including an adequate number of competent staff, to perform his and that compliance duties can be carried out objectively and independently of operational and business functions.
      GEN 5.3.10 An Authorised Person must ensure that persons performing compliance duties have the Compliance Officer has unrestricted access to relevant records and to the Authorised Person's Governing Body and senior management.
      GEN 7.4.2 The Senior Executive Officer function is carried out by an individual who:
      (a) has, either alone or jointly with other Authorised Individuals, ultimate responsibility for:
      (i) the day-to-day management, supervision and control of one or more (or all) parts of an Authorised Firm's Financial Services carried on in or from the DIFC;
      (ii) compliance matters in relation to the Authorised Firm's Financial Services; and
      (iii) implementation of the Authorised Firm's anti-money laundering policies, procedures, systems and controls and oversight of its compliance with the Rules in AML and any relevant anti money laundering legislation applicable in the DIFC; and
      (b) is a Director, Partner or Senior Manager of the Authorised Firm.
      GEN 7.5.1

      (1) An Authorised Firm must, subject to (2), make the following appointments appoint a Senior Executive Officer and ensure that the position is they are held by one or more an Authorised Individuals at all times:.

      (a) Senior Executive Officer; and
      (b) Finance Officer;
      (c) Compliance Officer; and
      (d) Money Laundering Reporting Officer.

      (2) .....

      GEN 7.6.13 An Authorised Firm must ensure, in the case of an individuals seeking to perform the Licensed Functions of Senior Executive Officer, Money Laundering Reporting Officer, or Compliance Officer, that such the individuals are is able to demonstrate sufficient knowledge of relevant anti money laundering requirements.
      COB 11.2.2

      In this chapter:

      (a) “borrower” means a Person that has borrowed or is seeking to borrow money using a Loan Crowdfunding Platform;
      (b) “commitment period” means the period specified by the operator during which lenders may commit to lending money to a particular borrower or investors may commit to investing with a particular Issuer in a particular property;
      (c) “cooling-off period”, for Investment Crowdfunding, means the period referred to in Rule 11.5.2 when an investor may withdraw his commitment to invest with an Issuer in a particular property;
      (d) “investor” means an investor or potential investor using an Investment Crowdfunding Platform;
      (e) “lender” means a Person who:
      (i) lends money under a loan agreement; or
      (ii) by assignment has assumed the rights and obligations of a Person who has lent money under a loan agreement;
      (f) “loan agreement” means a loan agreement between a borrower and lender referred to in Rule 11.4.1;
      (g) “operator” means a Crowdfunding Operator;
      (h) “platform” means the website or other electronic media used to provide the service;
      (ha) “property” means a house, villa or apartment including, if applicable, any land attached to the house, villa or apartment.
      (hb) “seller” means a person selling property using a Real Estate Crowdfunding Platform;
      (i) “service” means Operating a Crowdfunding Platform; and
      (j) “transfer”, in relation to a loan agreement, means the assignment by the lender of his rights and obligations under the agreement to another Person.
      COB 11.3.1

      An operator must disclose prominently on its website the main risks to lenders or investors of using a Crowdfunding Platform, including that:

      (a) the lender or investor may lose all or part of their money or may experience delays in being paid investment in real estate is speculative, the market value of property can fall and rental income is not guaranteed;
      (b) borrowers or Issuers on the platform may include new businesses and, as many new businesses fail, a loan to such a borrower or an investment with such an Issuer may involve high risks;
      (c) the lender may not be able to transfer their loan, or the investor may not be able to sell their Investment, when they wish to, or at all; and
      (b) the investor will not own the property; rather the investor will have an interest in another legal entity that owns the property;
      (c) as the investor's interest in that entity is not listed or traded, it is likely to be an 'illiquid' investment; that is, it may be difficult to sell the interest because of a lack of investors willing to buy such an interest. So the investor must be prepared to commit to investing for the full investment period;
      (d) as real estate is an 'illiquid asset'; that is, an asset that cannot always be easily sold, it may be difficult to sell the property at the end of the investment period, resulting in a delay in investors receiving their capital or in the property being sold at a loss; and
      (de) if for any reason the operator ceases to carry on its business, the lender or investor may lose their money, incur costs or experience delays in the investment being wound up being paid.
      COB 11.3.3 An operator must disclose prominently on its website key information about how its service operates, including:
      (a) details of how the platform functions;
      (b) details of how and by whom the operator is remunerated for the service it provides, including fees and charges it imposes;
      (c) any financial interest of the operator or a Related Person that may create a conflict of interest;
      (d) the eligibility criteria for borrowers or Issuers sellers that use the service;
      (e) the minimum and maximum amounts, if any, of loans or Investments that may be sought by a borrower or an Issuer a seller using the service;
      (f) what, if any, security is usually sought from borrowers or Issuers, when it might be exercised and any limitations on its use;
      (g) the eligibility criteria for lenders or investors that use the service;
      (h) any limits on the amounts a lender may lend or an investor may invest using the service, including limits for individual loans or investments and limits that apply over any 12 month period;
      (i) when a lender or an investor may withdraw a commitment to provide funding, and the procedure for exercising such a right;
      (j) what will happen if loans sought by a borrower or funds sought by an Issuer for a property either fail to meet, or exceed, the target level;
      (k) steps the operator will take if there is a material change in a borrower's or an Issuer's circumstances and the rights of the lender and borrower or Issuer and investor in that situation;
      (k) the precise nature of the legal interest investors will receive in relation to the property;
      (ka) what, if any, rights, obligations or role an investor has in relation to the property after he has invested;
      (kb) the term of the Investment, what happens at the end of the term, the circumstances if any in which the property may be sold before the end of the term or the term may be extended and if there are any circumstances in which the property may be sold contrary to the wishes of some investors, for example, if a majority of investors agree or at the operator's direction;
      (l) how the operator will deal with overdue payments or a default by a borrower or an Issuer relating to a property;
      (la) the expenses likely to be incurred in relation to the property, including valuation, management, maintenance, insurance expenses and taxes and how they will be paid for;
      (lb) who will arrange valuation, management, maintenance and insurance services, how the provider of those services is chosen and remunerated, their role and how potential conflicts of interest will be prevented or managed;
      (m) which jurisdiction's laws will govern the loan agreement between the lender and borrower;
      (m) arrangements for the holding of title to property on behalf of investors, including any Special Purpose Vehicle that is used for that purpose and the role and duties of the Special Purpose Vehicle and how the interests of investors are protected;
      (n) arrangements and safeguards for Client Assets Money held or controlled by the operator, including details of any legal arrangements (such as nominee companies) that may be used to hold Client Assets Money;
      (o) any facility it provides to facilitate the transfer of loans or the sale of Investments, the conditions for using the facility and any risks relating to the use of that facility;
      (p) measures it has in place to ensure the platform is not used for money-laundering or other unlawful activities;
      (q) measures it has in place for the security of information technology systems and data protection; and
      (r) contingency arrangements it has in place to ensure the orderly administration of loans or Investments if it ceases to carry on business.
      COB 11.3.6

      (1) An operator must conduct due diligence on each borrower or Issuer seller before allowing it to use its service and on each property that is to be sold using the service.

      (2) The due diligence under (1) must include, as a minimum, taking reasonable steps to verify in relation to the borrower or Issuer seller:

      (a) its identity, including if it is a Body Corporate details of its incorporation and business registration;
      (b) the identity and place of domicile of each of its directors, officers and controllers if it is a Body Corporate; and
      (c) the fitness and propriety of the seller.
      (c) its fitness and propriety and that of each of the Persons referred to in (b);
      (d) its financial strength, including checking financial statements;
      (e) its financial history and past performance and its credit history, including checking with external credit agencies;
      (f) any credentials or expertise it claims to have;
      (g) the valuation of its business, current borrowing or funding levels (if any) and the source of any existing borrowing or funding;
      (h) its business proposal;
      (i) its commitment and that of its directors, officers and controllers to the business, including how much capital they have provided and any potential flight risk; and
      (j) that its business is being carried on in accordance with applicable laws in the jurisdiction where it is based.

      (3) The due diligence under (1) must include, as a minimum, the operator taking reasonable steps to verify in relation to the property that:

      (a) the seller holds valid legal title to the property and is able to sell the property free of any encumbrance;
      (b) construction of the property is fully completed; and
      (c) the property is available for letting or, if it is not available for letting because it requires renovation, refurbishment or alteration, that planning permission for the renovation, refurbishment or alteration can be readily obtained.

      (4) The due diligence under (1) must include the operator obtaining an independent valuation report on the property.

      COB 11.3.7

      An operator must disclose prominently on its website relevant information about each property and seller borrower or Issuer, including as a minimum:

      (a) full details about the property, including the location and condition of the property and whether it is currently rented;
      (b) the information about the property referred to in Rule 11.3.6(3);
      (c) information about the seller referred to in Rule 11.3.6(2);
      (d) an independent valuation report on the property referred to in Rule 11.3.6(4);
      (e) the precise nature of the legal interest that investors will receive in relation to the property;
      (f) the estimated charges and expenses relating to the property; and
      (g) the estimated annual rental income on the property, after deducting charges and expenses and setting out key assumptions made.
      (a) the name of the borrower or Issuer, the full name and position of each of its directors and officers and the full name of each controller;
      (b) the place of incorporation of the borrower or Issuer and the place of domicile of each director, officer and controller;
      (c) a description of the borrower's or Issuer's business;
      (d) the most recent financial statements, if any, of the borrower or Issuer and a warning that the operator gives no assurances about their accuracy;
      (e) the valuation of the borrower's or Issuer's business, its current borrowing levels and the source of its borrowing and its liquidity;
      (f) a detailed description of the proposal for which it is seeking funding including:
      (i) the total funding sought;
      (ii) how the funds will be used; and
      (iii) the target level of funding sought and what will happen if that level is not met or is exceeded;
      (g) the results of the due diligence carried out by the operator on the borrower or Issuer and any limits on the due diligence that could be carried out;
      (h) any grading or rating by the operator of the borrower's or Issuer's creditworthiness, including:
      (i) how the grading or rating has been assessed;
      (ii) an explanation of what the different grading or rating levels mean; and
      (iii) a clear statement that this should not be taken as advice about whether money should be lent to the borrower or invested with the Issuer;
      (i) for a loan or Debenture, the duration of the loan or Debenture, details of interest payable and any other rights attaching to the loan or Debenture;
      (j) for a Share issue, any rights attaching to the Share, such as dividend, voting or pre-emption rights;
      (k) whether any security is being provided and, if so, the circumstances in which it might be exercised and any limitations on its use;
      (l) if applicable, any other reward or benefit attaching to the loan or Investment and the terms on which it is available;
      (m) for a Share issue, whether investors have any protection from their shareholding being diluted by the issue of further Shares; and
      (n) that the borrower or Issuer, and information provided about the borrower or Issuer, are not checked or approved by the DFSA.
      COB 11.3.8

      An operator must:

      (a) not advertise a specific lending or Investment proposal that is available on its platform; and
      (b) take reasonable steps to ensure that borrowers and Issuers sellers that use its platform do not advertise the lending or Investment proposal

      unless the advertisement is made on the platform and is accessible only to existing Clients who use the platform.

      COB 11.3.9

      (1) This Rule applies if a material change occurs relating to a property or Investments in a property borrower or Issuer, its business, its proposal or the carrying out of its proposal.

      (2) In this Rule, a “material change” means any change or new matter that may significantly affect the value of the property, the ability to rent the property, the return on the property or the value of the Investment borrower's ability to meet its payment obligations under the loan agreement or that may significantly affect an Issuer's business or its ability to carry out its proposal.

      (3) If the material change occurs during the commitment period, the operator must:

      (a) disclose prominently on its website details of the material change;
      (b) notify committed lenders or investors of the material change and require them to reconfirm their commitment within 5 business days; and
      (c) if reconfirmation is not provided within the period specified in (b), cancel the commitment.

      (4) If the material change occurs after the commitment period, the operator must disclose prominently on its website:

      (a) details of the material change;
      (b) any change in the rights of the lenders and the borrower, or the investors and the Issuer, arising from the material change; and
      (c) what steps, if any, the operator is proposing to take as a result of the change.

      (5) A disclosure or notification under (3) or (4) must be made as soon as practicable after the operator becomes aware of the material change.

      COB 11.3.10

      An operator must take reasonable steps to restrict a seller borrower or an Issuer from seeking funding on another crowdfunding platform during the commitment period.

      COB 11.3.11 An operator must ensure that lenders or investors who use its service are able to have access to the same information on its website about a seller, property borrower or an Issuer or a lending or investment proposal, and that access to the information is provided at the same time.
      COB 11.3.12 If an operator provides an auto-lending system or auto-investing system, or any other facility that provides some lenders or investors with the opportunity to lend or invest money ahead of other lenders or investors, it must disclose prominently on its website that some lenders or investors may have preferential access to better proposals.
      COB 11.3.13 If an operator provides an auto-lending system or auto-investing system, it must disclose prominently to lenders or investors who use the facility that no assessment is made that any loan or Investment selected by the system is suitable for the lender or investor.
      COB 11.3.14

      (1) An operator must take reasonable steps to ensure that its officers and employees and their family members do not:

      (a)lend money or provide finance to a borrower or an Issuer
      (b)borrow money from a lender or receive funding from an investor; or
      (c)hold any direct or indirect interest in the capital or voting rights of a borrower or lender or an Issuer or investor.
      (a) invest in a property using the platform;
      (b) rent a property that has been purchased using the platform; or
      (c) sell a property or any interest in a property using the platform.

      (2) The restriction in (1)(a) does not apply to an investment that has been made by an officer, employee or family member from the date of issue of this Notice until the Test Period ends.

      COB 11.3.15

      If an operator provides a means of communication (a “forum”) for lenders and borrowers or Issuers and investors to discuss funding proposals made using the service, it must:

      (a) refer lenders or investors to the forum as a place where they can find, or take part in, further discussion about proposals, while clearly stating that the operator does not conduct due diligence on information on the forum;
      (b) restrict posting of comments on the forum to Persons who are Clients using the service;
      (c) ensure that all Clients using the forum have equal access to information posted on the forum;
      (d) require a Person posting a comment on the forum to disclose clearly if he is affiliated in any way with a borrower or an Issuer seller or is being compensated, directly or indirectly, to promote a proposal to purchase a property by a borrower or an Issuer;
      (e) take reasonable steps to monitor and prevent posts on the forum that are potentially misleading or fraudulent;
      (f) immediately take steps to remove a post, or to require a post to be deleted or amended, if the operator becomes aware that (d) or (e) have not been complied with; and
      (g) not participate in discussions on the forum except to moderate posts or to take steps referred to in (f).
      COB 11.3.16

      If an operator provides a facility that assists the transfer of rights or obligations under a loan agreement or the sale of Investments, it must ensure that:

      (a) the facility relates only to loans or Investments originally facilitated using its service;
      (b) transfers can take place only between lenders or investors who are al Clients using the service and have initially lent money under loan agreements or initially subscribed for Investments invested in property using the service;
      (c) in the case of a loan agreement, the facility allows only a lender (and not the borrower) to transfer rights and obligations under the agreement;
      (d) in the case of a loan agreement, a lender must transfer the rights and obligations relating to the whole of a loan made (and not just a part of the loan);
      (e) potential transferees or buyers have access to all information on the website about the property and investment borrower or Issuer that was available to earlier lenders or investors; and
      (f) fees it charges for the use of the facility are designed to recover its costs of providing the facility, rather than generating additional income.
      COB 11.3.18

      The operator must:

      (a) maintain a business cessation plan that sets out appropriate contingency arrangements to ensure the orderly administration of property and loan agreements or Investments in the event that it ceases to carry on its business;
      and
      (b) ensure, as far as reasonably practicable, that the contingency arrangements can be implemented if necessary.
      COB 11.5.2

      (1) An Investment Crowdfunding Operator must ensure that investors who have committed to investing in a property providing funding to a particular Issuer may withdraw that commitment, without any penalty and without giving a reason, during the cooling-off period.

      (2) In (1), “cooling-off period” means the period of at least 48 hours starting at the end of the commitment period.

      COB 11.5.3

      (1) An Investment Crowdfunding Operator must maintain effective systems and controls to ensure that a Retail Client does not invest more than US$ 50,000 in total in any calendar year using its service.

      (2) The restriction in (1) does not apply to an investment that has been made by a Retail Client from 19 April 2018 until 30 October 2018.

      COB A2.1.5

      The following terms must be included in a Client Agreement between a Crowdfunding Operator and a Client that is a lender or an investor:

      (a) the operator's obligations to administer the loan or Investment, including:
      (i) how payments made by the borrower or Issuer tenant will be transferred to the lender or investor; and
      (ii) steps that will be taken if payments by a borrower or an Issuer tenant are overdue or the borrower or Issuer is in default;
      (b) if the Client is a Retail Client, the steps that will be taken by the operator and lender or investor to ensure that the lender or investor complies with any applicable limits relating to the amounts of loans or investments that may be made using the platform;
      (c) for Investment Crowdfunding, if the Client is a Retail Client, that the Client agrees to sign a risk acknowledgement form each time before he makes an Investment using the platform; and
      (d) the contingency arrangements that the operator will put in place to deal with a platform failure or if the operator ceases to carry on its business.
      COB A2.1.6

      The following terms must be included in a Client Agreement between a Crowdfunding Operator and a Client that is a borrower or an Issuer:

      (a) a restriction on the borrower or Issuer using any other crowdfunding service to raise funds during the commitment period;
      (b) a restriction on the borrower or Issuer or any Person that is Connected to the borrower or Issuer, lending or financing, or arranging lending or finance for a lender or an investor using the service;
      (c) a restriction on the borrower or Issuer advertising its proposal, or soliciting potential lenders or investors, outside the platform during the commitment period;
      (d) a requirement on the borrower or Issuer to give reasonable advance notice to the operator of any material change affecting the borrower or Issuer, its business or the carrying out of its proposal;
      (e) the obligations of the borrower or Issuer if there is any material change after funds have been provided; and
      (f) an obligation on the borrower or Issuer to produce financial statements at least annually.
      PIB 3.6.2

      The table below sets out the Base Capital Requirement for each Category of an Authorised Firm.

      Category Base Capital Requirement
      Category 1 US $10 million
      Category 2 US $2 million
      Category 3A US $500,000
      Category 3B US $4 million
      Category 3C

      US $500,000

      Except if the only Financial Service referred to in Rule 1.3.5(a) that the Authorised Firm is authorised to carry on is Managing a Collective Investment Fund in which case its Base Capital Requirement is:

      (a) US $140,000 if it manages any Public Fund; or

      (b) US $70,000 otherwise.

      Category 4

      US $ 10,000

      Except if the Authorised Firm is authorised to Operate a Crowdfunding Platform and it holds Client Assets, in which case its Base Capital Requirement is US $30,000 140,000.

      Category 5 US $10 million
      CIR 2.1.18 (new)

      An arrangement does not constitute a Collective Investment Fund if:

      (a) the arrangement consists of an Investment made through a Real Estate Crowdfunding Platform operated by a Crowdfunding Operator;
      (b) the Investment is made only by investors who are Clients of the Crowdfunding Operator; and
      (c) the underlying property in which investors are investing is a single apartment, villa or house in Dubai.
      GLO (new) Real Estate Crowdfunding Platform: An Investment Crowdfunding Platform that facilitates Investments in property (as defined in GEN 2.29.1(6)).
      GLO

      Special Purpose Vehicle:

      (1) In FER 1.2.7(3) and MKT App 5, a legal entity the object and purpose of which is primarily to issue Securities; and

      (2) In any other case, a Body Corporate whose sole purpose, either generally or when acting in a particular capacity, is to carry out one or more of the following functions:

      (a) issuing Investments;
      (b) redeeming or terminating or repurchasing, whether with a view to re-issue or to cancellation, an issue, in whole or par, of Investments; or
      (c) entering into transactions or terminating transactions involving Investments in connection with the issue, redemption, termination or re-purchase of Investments;
      and has been explicitly established for the purpose of:
      (d) securitising assets; or.
      (e) investing in Real Property or property (as defined in GEN 2.29.1(6)).
      and, in the case of (d), has been assessed by a rating agency.
      AML 11.2.5 A Relevant Person may outsource the role of MLRO anti-money laundering functions to an individual outside the Relevant Person provided that the relevant individual under the outsourcing agreement is and remains suitable to perform that function the MLRO role.
      AML 11.3.1

      A Relevant Person must ensure that its MLRO any individual performing anti-money laundering functions for the Relevant Person has:.

      (a) direct access to its senior management;
      (b) sufficient resources including, if necessary, an appropriate number of appropriately trained Employees to assist in the performance of his duties in an effective, objective and independent manner;
      (c) a level of seniority and independence within the Relevant Person to enable him to act on his own authority; and
      (d) timely and unrestricted access to information sufficient to enable him to carry out his responsibilities in Rule 11.4.1.
      AML 11.4.1

      A Relevant Person must ensure that its MLRO Senior Executive Officer implements and has oversight of and is responsible for the following matters:

      (a) the day-to-day operations for compliance by the Relevant Person with its AML policies, procedures, systems and controls;
      (b) acting as the point of contact to receive notifications from the Relevant Person's Employees under Rule 13.2.2;
      (c) taking appropriate action under Rule 13.3.1 following the receipt of a notification from an Employee ;
      (d) making, in accordance with Federal Law No. 4 of 2002, Suspicious Activity Reports;
      (e) acting as the point of contact within the Relevant Person for competent U.A.E. authorities and the DFSA regarding money laundering issues;
      (f) responding promptly to any request for information made by competent U.A.E. authorities or the DFSA;
      (g) receiving and acting upon any relevant findings, recommendations, guidance, directives, resolutions, sanctions, notices or other conclusions described in chapter 10; and
      (h) establishing and maintaining an appropriate money laundering training programme and adequate awareness arrangements under chapter 12.
      AML 12.1.1

      A Relevant Person must:

      (a) provide AML training to all relevant Employees at appropriate and regular intervals;
      (b) ensure that its AML training enables its Employees to:
      (i) understand the relevant legislation relating to money laundering, including Federal Law No. 4 of 2002, Federal Law No. 1 of 2004 and any other relevant Federal laws;
      (ii) understand its policies, procedures, systems and controls related to money laundering and any changes to these;
      (iii) recognise and deal with transactions and other activities which may be related to money laundering;
      (iv) understand the types of activity that may constitute suspicious activity in the context of the business in which an Employee is engaged and that may warrant a notification to the MLRO Senior Executive Officer under Rule 13.2.2;
      (v) understand its arrangements regarding the making of a notification to the MLRO Senior Executive Officer under Rule 13.2.2;
      (vi) be aware of the prevailing techniques, methods and trends in money laundering relevant to the business of the Relevant Person;
      (vii) understand the roles and responsibilities of Employees in combating money laundering, including the identity and responsibility of the Relevant Person's MLRO and deputy, where applicable; and
      (viii) understand the relevant findings, recommendations, guidance, directives, resolutions, sanctions, notices or other conclusions described in chapter 10; and
      (c) ensure that its AML training:
      (i) is appropriately tailored to the Relevant Person's activities, including its products, services, customers, distribution channels, business partners, level and complexity of its transactions; and
      (ii) indicates the different levels of money laundering risk and vulnerabilities associated with the matters in (c)(i).
      AML 13.2.2

      A Relevant Person must have policies, procedures, systems and controls to ensure that whenever any Employee, acting in the ordinary course of his employment, either:

      (a) knows;
      (b) suspects; or
      (c) has reasonable grounds for knowing or suspecting;

      that a person is engaged in or attempting money laundering or terrorist financing, that Employee promptly notifies the Relevant Person's MLRO Senior Executive Officer and provides the MLRO Senior Executive Officer with all relevant details.

      AML 13.3.1

      A Relevant Person must ensure that where the Relevant Person's MLRO Senior Executive Officer receives a notification under Rule 13.2.2, the MLRO Senior Executive Officer, without delay:

      (a) investigates and documents the circumstances in relation to which the notification made under Rule 13.2.2 was made;
      (b) determines whether in accordance with Federal Law No. 4 of 2002 a Suspicious Activity Report must be made to the AMLSCU and documents such determination;
      (c) if required, makes a Suspicious Activity Report to the AMLSCU as soon as practicable; and
      (d) notifies the DFSA of the making of such Suspicious Activity Report immediately following its submission to the AMLSCU.
      AML 13.3.2

      Where, following a notification to the MLRO Senior Executive Officer under 13.2.2, no Suspicious Activity Report is made, a Relevant Person must record the reasons for not making a Suspicious Activity Report.

      AML 13.3.3

      A Relevant Person must ensure that if the MLRO Senior Executive Officer decides to make a Suspicious Activity Report, his decision is made independently and is not subject to the consent or approval of any other person.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue.

      The waivers in GEN Section 5.2, Rules 5.3.4, 5.3.5, 5.3.6, 5.3.13, 5.3.14, 5.3.15, 5.3.16, 5.3.17, 5.3.30, 5.3.31, 7.4.5, 7.4.6, 7.4.8, Section 8 and AML Rules 11.2.1, 11.2.3, 11.2.4 will remain in force until the Test Period ends. The other waivers will remain in force until revoked by the DFSA.

      The modifications in GEN Rules 5.3.9, 5.3.10, 7.4.2, 7.5.1, 7.6.13, PIB Rule 3.6.2 and AML Rules 11.2.5, 11.3.1, 11.4.1, 12.1.1, 13.2.2, 13.3.1, 13.3.2, 13.3.3 will remain in force until the Test Period ends. The other modifications will remain in force until revoked by the DFSA.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms (other than any terms that are specifically defined above in lower case) are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      “Test Period” means the period specified on the Licensee's Licence during which the Licensee may test its Real Estate Crowdfunding Platform.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Chief Executive
      DATE OF ISSUE: 13 December 2018

    • W588/2018 — Franklin Templeton Investments (ME) Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To Franklin Templeton Investments (ME) Limited
      Address Level 2, Gate Building, East Wing, DIFC, PO Box 506613,
      Dubai, UAE
      DFSA Firm Reference No. F000320
      Notice No. W588/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      CIR 15.1.7

      Foreign Property Funds

      (1) A Foreign Fund meets the Property Fund condition referred to in Rule 15.1.5(b) or 15.1.6(1)(b) as is applicable where:

      (a) 60% or more of the Fund's assets comprise of Real Property, Property Related Assets or Units in another Property Fund;
      (b) the Fund is an Alternative Investment Fund (AIF), or a UCITS closed-ended Fund; and
      (c) the Units of the Fund are either:
      (i) listed and traded on an Authorised Market Institution or on an exchange regulated in a Recognised Jurisdiction; or
      (ii) Offered only by means of a Private Placement.

      (2) For the purposes of (1)(b), a Fund is:

      (a) an AIF if it is managed by an Alternative Investment Fund Manager (AIFM) authorised by a competent authority in a Member State of the European Union in accordance with the requirements of Directive 2011/61/EU of the European Parliament and of the Council on Alternative Investment Fund Managers, as amended from time to time; and
      (b) a UCITS Fund if it is regulated under Directive 2014/91/EU of the European Parliament and of the Council amending Directive 2009/65/EC relating to undertakings for collective investment in transferable securities, as amended from time to time.

      Guidance

      A closed-ended legal structure is an investment vehicle used by a Fund that does not continuously issue or redeem Units based on the net asset value of the Fund.

      CONDITIONS

      None

      REVOCATION

      The modification notice dated 12 January 2016 (W434/2016) is hereby revoked and superseded by this notice.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Chief Executive
      DATE OF ISSUE: 9 December 2018

    • W587/2018 — Guy Carpenter (Middle East) Limited

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      WAIVER AND MODIFICATION NOTICE

      To Guy Carpenter (Middle East) Limited
      Address Unit 02, Level 3, Currency House Building 1, DIFC,
      PO Box 506572, Dubai, UAE
      DFSA Firm Reference No. F001789
      Notice No. W587/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Arvind Baghel


      Position: Acting Managing Director, Supervision
      DATE OF ISSUE: 4 December 2018

    • W586/2018 — UTI International (Singapore) Private Limited

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      MODIFICATION NOTICE

      To UTI International (Singapore) Private Limited
      Address Bharat Building No. 08-02, 3 Raffles Place, PO BOX 048617,
      Singapore
      DFSA Firm Reference No. F004210
      Notice No. W586/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rule specified in the left hand column of the table herein does not apply to the above mentioned Person with respect to Al Tharwa Open Ended PCC Limited Sub Fund A in the form appearing in the Rulebook but instead applies as modified in the right hand column of the table.

      RULES MODIFIED

      The Rule specified in the left hand column is modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered.

      Rule Modified Text
      CIR 12A.3.1

      (1) For the purposes of Article 27(1)(e) of the Law, the Fund Manager of a Qualified Investor Fund that is not an Investment Trust must ensure that the legal title to Fund Property is registered with an Eligible Custodian.

      (2) The requirement in Article 27(1)(e) of the Law does not apply in relation to Fund Property of a Qualified Investor Fund that is:

      (a) a Property Fund; or
      (b) a Private Equity Fund.; or
      (c) a Sub-Fund to the extent that it invests in fixed deposits held with a bank.

      (3) If the Fund Manager of a Qualified Investor Fund itself holds Fund Property of a kind referred to in (2), it must have in place effective arrangements which ensure that the Fund Property is not available to creditors in the event of the insolvency of the Fund Manager.

      CONDITIONS

      A fixed deposit account referred to in Rule 12A.3.1(2)(c) must be:

      (A) operated by two joint authorised signatories, one appointed by the Fund Administrator and the other appointed by the Fund Manager; and
      (B) held in the name of the Sub-Fund.

      If any of the conditions stated above are breached, this notice ceases to have effect immediately and the Rule specified in the table applies to the above mentioned Person to whom this notice applies in its unmodified form as it appears in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Chief Executive
      DATE OF ISSUE: 21 November 2018

    • W585/2018 — Motion Re (Underwriting Agency) Ltd

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      WAIVER AND MODIFICATION NOTICE

      To Motion Re (Underwriting Agency) Ltd
      Address Office No ST 20-06, Level 20, Emirates Financial Towers,
      DIFC,PO Box 9803, Dubai, UAE
      DFSA Firm Reference No. F002018
      Notice No. W585/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Lawrence Paramasivam


      Position: Acting Managing Director, Supervision
      DATE OF ISSUE: 8 November 2018

    • W584/2018 — Russell Investments Limited (DIFC Branch)

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      MODIFICATION NOTICE

      To Russell Investments Limited (DIFC Branch)
      Address Office 4, Level 1, Building GV03, DIFC, PO Box 506951,
      Dubai, United Arab Emirates
      DFSA Firm Reference No. F004933
      Notice No. W584/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      GEN 8.2.2.

      (1) An Authorised Person must, except as provided under Rule 8.2.3, prepare and maintain all financial statements in accordance with:

      (a) the International Financial Reporting Standards (IFRS); or
      (b) the Generally Accepted Accounting Principles in the United Kingdom (UK GAAP).

      (2) In this Rule, UK GAAP means accounting and valuation principles set-out in the guidelines of the UK Accounting Standards Board.

      GEN 8.6.1

      An Authorised Person must, in writing, require its Auditor to:

      (a) conduct an audit of and produce a Financial Statement Auditor's Report on the Authorised Person's financial statements in accordance with the International Standards on Auditing, or the International Standards on Auditing (UK and Ireland) (ISAs (UK and Ireland)) issued by the UK Audit and Assurance Council;
      (b) produce a Regulatory Returns Auditor's Report in accordance with the Rules in AUD App1 as relevant;
      (c) produce, if the Authorised Firm is permitted to control or hold Client Money, a Client Money Auditor's Report in accordance with the Rules in AUD App2;
      (d) produce, if the Authorised Firm is permitted to control or hold Insurance Monies, an Insurance Monies Auditor's Report in accordance with the Rules in AUD App3; and
      (e) produce, if the Authorised Firm is permitted to hold or control Client Investments, Arrange Custody or Provide Custody in or from the DIFC, a Safe Custody Auditor's Report in respect of such business as applicable, in accordance with the Rules in AUD App4.

      CONDITIONS

      The modification in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies carries on Financial Services through a Branch in the DIFC.

      If the condition stated above is breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above mentioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Eric Salomons


      Position: Acting Chief Executive
      DATE OF ISSUE: 6 November 2018

    • W583/2018 — Houlihan Lokey (MEA Financial Advisory) Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Houlihan Lokey (MEA Financial Advisory) Limited
      Address Unit 405, Level 4, Index Tower, DIFC, Po Box 507303,
      Dubai, UAE
      DFSA Firm Reference No. F002414
      Notice No. W583/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Chief Executive
      DATE OF ISSUE: 30 October 2018

    • W582/2018 — Smart Crowd Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Smart Crowd Limited
      Address The FinTech HIVE at DIFC, Level 4, Gate Precinct 5, DIFC,
      Dubai, UAE
      DFSA Firm Reference No. F004285
      Notice No. W582/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The previous Waiver and Modification Notice No. W563/2018 is revoked and replaced by this Notice.

      The Rules specified in Table 1 to this notice are waived in relation to SmartCrowd Limited.

      The Rules specified in the left hand column of Table 2 to this notice do not apply to SmartCrowd Limited in the form appearing in the Rulebook but instead apply as modified in the right hand column of that table.

      RULES WAIVED

      TABLE 1
      Module Rules
      COB Rules 11.3.2 and 11.3.5
      GEN Section 5.2, Rules 5.3.4, 5.3.5, 5.3.6, 5.3.13, 5.3.14, 5.3.15, 5.3.16, 5.3.17, 5.3.30, 5.3.31, 7.4.5, 7.4.6, 7.4.8 and Section 8
      AML Rules 11.2.1, 11.2.3 and 11.2.4

      RULES MODIFIED

      TABLE 2
      Rule Modified Text
      GEN 2.2.10F

      A Crowdfunding Operator must not Operate a Crowdfunding Platform that facilitates a Person investing in the following kinds of Investments through the platform:

      (a) Warrants, Certificates, Units or Structured Products; or
      (b) Derivatives.
      GEN 2.29.1

      (1) In Rule 2.2.2, a Person carries on the activity of Operating a Crowdfunding Platform if the Person:

      (a) Operates a Loan Crowdfunding Platform; or
      (b) Operates an Investment Crowdfunding Platform.

      (2) A Person Operates a Loan Crowdfunding Platform under (1)(a) if it does both of the following:

      (a) operates an electronic platform that facilitates the bringing together of potential lenders and borrowers; and
      (b) administers a loan agreement that results from operating the electronic platform.

      (3) If the Person referred to in (2) also provides a facility that assists a lender to transfer his rights and obligations under a loan agreement referred to in that paragraph, that activity is also included within Operating a Loan Crowdfunding Platform.

      (4) A Person Operates an Investment Crowdfunding Platform under (1)(b) if it does both of the following:

      (a) operates an electronic platform that facilitates the bringing together of potential investors and Persons who wish to sell property obtain funding for a business or project, resulting in an investor making an Investment in property with the Person seeking funding; and
      (b) administers an Investment that results from operating the electronic platform.

      (5) If the Person referred to in (4) also provides a facility that assists an investor to sell an investment referred to in that paragraph, that activity is also included within Operating an Investment Crowdfunding Platform.

      (6) In this Rule:

      (a) “administer a loan agreement” means:
      (i) provide information or perform other duties under the loan agreement on behalf of the borrower or lender;
      (ii) take steps to obtain the repayment of the loan; or
      (iii) exercise rights or perform obligations under the loan agreement on behalf of the borrower or lender;
      (b) “administer an Investment” means:
      (i) provide information or perform other duties relating to the property or Investment on behalf of the Issuer or investor;
      (ii) take steps to obtain the payment of any amount payable by the Issuer to an investor; or
      (iii) exercise rights or perform obligations relating to the Investment on behalf of the Issuer or investor;
      (iv) arrange for any services to be provided relating to the property; or
      (v) arrange for the sale of the property at the end of the investment period;
      (c) “electronic platform” means a website or other form of electronic media.; and
      (d) “property” means a house, villa or apartment including if applicable, any land attached to the house, villa or apartment.

      (7) A Person (A) administers a loan agreement or an Investment for the purposes of this Rule if A performs a function itself or through another Person who has been appointed by A, acts under an arrangement with A or acts at A's direction.

      (8) In this Rule, a reference to an investor making an Investment in property includes making an investment in a legal vehicle that owns the property (whether directly or indirectly).

      GEN 5.3.9 An Authorised Person must ensure that the Compliance Officer has access to it allocates sufficient resources to compliance, including an adequate number of competent staff, to perform his and that compliance duties can be carried out objectively and independently of operational and business functions.
      GEN 5.3.10 An Authorised Person must ensure that persons performing compliance duties have the Compliance Officer has unrestricted access to relevant records and to the Authorised Person's Governing Body and senior management.
      GEN 7.4.2 The Senior Executive Officer function is carried out by an individual who:
      (a) has, either alone or jointly with other Authorised Individuals, ultimate responsibility for:
      (i) the day-to-day management, supervision and control of one or more (or all) parts of an Authorised Firm's Financial Services carried on in or from the DIFC;
      (ii) compliance matters in relation to the Authorised Firm's Financial Services; and
      (iii) implementation of the Authorised Firm's anti-money laundering policies, procedures, systems and controls and oversight of its compliance with the Rules in AML and any relevant anti money laundering legislation applicable in the DIFC; and
      (b) is a Director, Partner or Senior Manager of the Authorised Firm.
      GEN 7.5.1

      (1) An Authorised Firm must, subject to (2), make the following appointments appoint a Senior Executive Officer and ensure that the position is they are held by one or more an Authorised Individuals at all times:.

      (a) Senior Executive Officer; and
      (b) Finance Officer;
      (c) Compliance Officer; and
      (d) Money Laundering Reporting Officer.

      (2) .....

      GEN 7.6.13 An Authorised Firm must ensure, in the case of an individuals seeking to perform the Licensed Functions of Senior Executive Officer, Money Laundering Reporting Officer, or Compliance Officer, that such the individuals are is able to demonstrate sufficient knowledge of relevant anti money laundering requirements.
      COB 11.2.2

      In this chapter:

      (a) “borrower” means a Person that has borrowed or is seeking to borrow money using a Loan Crowdfunding Platform;
      (b) “commitment period” means the period specified by the operator during which lenders may commit to lending money to a particular borrower or investors may commit to investing with a particular Issuer in a particular property;
      (c) “cooling-off period”, for Investment Crowdfunding, means the period referred to in Rule 11.5.2 when an investor may withdraw his commitment to invest with an Issuer in a particular property;
      (d) “investor” means an investor or potential investor using an Investment Crowdfunding Platform;
      (e) “lender” means a Person who:
      (i) lends money under a loan agreement; or
      (ii) by assignment has assumed the rights and obligations of a Person who has lent money under a loan agreement;
      (f) “loan agreement” means a loan agreement between a borrower and lender referred to in Rule 11.4.1;
      (g) “operator” means a Crowdfunding Operator;
      (h) “platform” means the website or other electronic media used to provide the service;
      (ha) “property” means a house, villa or apartment including, if applicable, any land attached to the house, villa or apartment.
      (hb) “seller” means a person selling property using a Real Estate Crowdfunding Platform;
      (i) “service” means Operating a Crowdfunding Platform; and
      (j) “transfer”, in relation to a loan agreement, means the assignment by the lender of his rights and obligations under the agreement to another Person.
      COB 11.3.1

      An operator must disclose prominently on its website the main risks to lenders or investors of using a Crowdfunding Platform, including that:

      (a) the lender or investor may lose all or part of their money or may experience delays in being paid investment in real estate is speculative, the market value of property can fall and rental income is not guaranteed;
      (b) borrowers or Issuers on the platform may include new businesses and, as many new businesses fail, a loan to such a borrower or an investment with such an Issuer may involve high risks;
      (c) the lender may not be able to transfer their loan, or the investor may not be able to sell their Investment, when they wish to, or at all; and
      (b) the investor will not own the property; rather the investor will have an interest in another legal entity that owns the property;
      (c) as the investor's interest in that entity is not listed or traded, it is likely to be an 'illiquid' investment; that is, it may be difficult to sell the interest because of a lack of investors willing to buy such an interest. So the investor must be prepared to commit to investing for the full investment period;
      (d) as real estate is an 'illiquid asset'; that is, an asset that cannot always be easily sold, it may be difficult to sell the property at the end of the investment period, resulting in a delay in investors receiving their capital or in the property being sold at a loss; and
      (de) if for any reason the operator ceases to carry on its business, the lender or investor may lose their money, incur costs or experience delays in the investment being wound up being paid.
      COB 11.3.3 An operator must disclose prominently on its website key information about how its service operates, including:
      (a) details of how the platform functions;
      (b) details of how and by whom the operator is remunerated for the service it provides, including fees and charges it imposes;
      (c) any financial interest of the operator or a Related Person that may create a conflict of interest;
      (d) the eligibility criteria for borrowers or Issuers sellers that use the service;
      (e) the minimum and maximum amounts, if any, of loans or Investments that may be sought by a borrower or an Issuer a seller using the service;
      (f) what, if any, security is usually sought from borrowers or Issuers, when it might be exercised and any limitations on its use;
      (g) the eligibility criteria for lenders or investors that use the service;
      (h) any limits on the amounts a lender may lend or an investor may invest using the service, including limits for individual loans or investments and limits that apply over any 12 month period;
      (i) when a lender or an investor may withdraw a commitment to provide funding, and the procedure for exercising such a right;
      (j) what will happen if loans sought by a borrower or funds sought by an Issuer for a property either fail to meet, or exceed, the target level;
      (k) steps the operator will take if there is a material change in a borrower's or an Issuer's circumstances and the rights of the lender and borrower or Issuer and investor in that situation;
      (k) the precise nature of the legal interest investors will receive in relation to the property;
      (ka) what, if any, rights, obligations or role an investor has in relation to the property after he has invested;
      (kb) the term of the Investment, what happens at the end of the term, the circumstances if any in which the property may be sold before the end of the term or the term may be extended and if there are any circumstances in which the property may be sold contrary to the wishes of some investors, for example, if a majority of investors agree or at the operator's direction;
      (l) how the operator will deal with overdue payments or a default by a borrower or an Issuer relating to a property;
      (la) the expenses likely to be incurred in relation to the property, including valuation, management, maintenance, insurance expenses and taxes and how they will be paid for;
      (lb) who will arrange valuation, management, maintenance and insurance services, how the provider of those services is chosen and remunerated, their role and how potential conflicts of interest will be prevented or managed;
      (m) which jurisdiction's laws will govern the loan agreement between the lender and borrower;
      (m) arrangements for the holding of title to property on behalf of investors, including any Special Purpose Vehicle that is used for that purpose and the role and duties of the Special Purpose Vehicle and how the interests of investors are protected;
      (n) arrangements and safeguards for Client Assets Money held or controlled by the operator, including details of any legal arrangements (such as nominee companies) that may be used to hold Client Assets Money;
      (o) any facility it provides to facilitate the transfer of loans or the sale of Investments, the conditions for using the facility and any risks relating to the use of that facility;
      (p) measures it has in place to ensure the platform is not used for money-laundering or other unlawful activities;
      (q) measures it has in place for the security of information technology systems and data protection; and
      (r) contingency arrangements it has in place to ensure the orderly administration of loans or Investments if it ceases to carry on business.
      COB 11.3.6

      (1) An operator must conduct due diligence on each borrower or Issuer seller before allowing it to use its service and on each property that is to be sold using the service.

      (2) The due diligence under (1) must include, as a minimum, taking reasonable steps to verify in relation to the borrower or Issuer seller:

      (a) its identity, including if it is a Body Corporate details of its incorporation and business registration;
      (b) the identity and place of domicile of each of its directors, officers and controllers if it is a Body Corporate; and
      (c) the fitness and propriety of the seller.
      (c) its fitness and propriety and that of each of the Persons referred to in (b);
      (d) its financial strength, including checking financial statements;
      (e) its financial history and past performance and its credit history, including checking with external credit agencies;
      (f) any credentials or expertise it claims to have;
      (g) the valuation of its business, current borrowing or funding levels (if any) and the source of any existing borrowing or funding;
      (h) its business proposal;
      (i) its commitment and that of its directors, officers and controllers to the business, including how much capital they have provided and any potential flight risk; and
      (j) that its business is being carried on in accordance with applicable laws in the jurisdiction where it is based.

      (3) The due diligence under (1) must include, as a minimum, the operator taking reasonable steps to verify in relation to the property that:

      (a) the seller holds valid legal title to the property and is able to sell the property free of any encumbrance;
      (b) construction of the property is fully completed; and
      (c) the property is available for letting or, if it is not available for letting because it requires renovation, refurbishment or alteration, that planning permission for the renovation, refurbishment or alteration can be readily obtained.

      (4) The due diligence under (1) must include the operator obtaining an independent valuation report on the property.

      COB 11.3.7

      An operator must disclose prominently on its website relevant information about each property and seller borrower or Issuer, including as a minimum:

      (a) full details about the property, including the location and condition of the property and whether it is currently rented;
      (b) the information about the property referred to in Rule 11.3.6(3);
      (c) information about the seller referred to in Rule 11.3.6(2);
      (d) an independent valuation report on the property referred to in Rule 11.3.6(4);
      (e) the precise nature of the legal interest that investors will receive in relation to the property;
      (f) the estimated charges and expenses relating to the property; and
      (g) the estimated annual rental income on the property, after deducting charges and expenses and setting out key assumptions made.
      (a) the name of the borrower or Issuer, the full name and position of each of its directors and officers and the full name of each controller;
      (b) the place of incorporation of the borrower or Issuer and the place of domicile of each director, officer and controller;
      (c) a description of the borrower's or Issuer's business;
      (d) the most recent financial statements, if any, of the borrower or Issuer and a warning that the operator gives no assurances about their accuracy;
      (e) the valuation of the borrower's or Issuer's business, its current borrowing levels and the source of its borrowing and its liquidity;
      (f) a detailed description of the proposal for which it is seeking funding including:
      (i) the total funding sought;
      (ii) how the funds will be used; and
      (iii) the target level of funding sought and what will happen if that level is not met or is exceeded;
      (g) the results of the due diligence carried out by the operator on the borrower or Issuer and any limits on the due diligence that could be carried out;
      (h) any grading or rating by the operator of the borrower's or Issuer's creditworthiness, including:
      (i) how the grading or rating has been assessed;
      (ii) an explanation of what the different grading or rating levels mean; and
      (iii) a clear statement that this should not be taken as advice about whether money should be lent to the borrower or invested with the Issuer;
      (i) for a loan or Debenture, the duration of the loan or Debenture, details of interest payable and any other rights attaching to the loan or Debenture;
      (j) for a Share issue, any rights attaching to the Share, such as dividend, voting or pre-emption rights;
      (k) whether any security is being provided and, if so, the circumstances in which it might be exercised and any limitations on its use;
      (l) if applicable, any other reward or benefit attaching to the loan or Investment and the terms on which it is available;
      (m) for a Share issue, whether investors have any protection from their shareholding being diluted by the issue of further Shares; and
      (n) that the borrower or Issuer, and information provided about the borrower or Issuer, are not checked or approved by the DFSA.
      COB 11.3.8

      An operator must:

      (a) not advertise a specific lending or Investment proposal that is available on its platform; and
      (b) take reasonable steps to ensure that borrowers and Issuers sellers that use its platform do not advertise the lending or Investment proposal

      unless the advertisement is made on the platform and is accessible only to existing Clients who use the platform.

      COB 11.3.9

      (1) This Rule applies if a material change occurs relating to a property or Investments in a property borrower or Issuer, its business, its proposal or the carrying out of its proposal.

      (2) In this Rule, a “material change” means any change or new matter that may significantly affect the value of the property, the ability to rent the property, the return on the property or the value of the Investment borrower's ability to meet its payment obligations under the loan agreement or that may significantly affect an Issuer's business or its ability to carry out its proposal.

      (3) If the material change occurs during the commitment period, the operator must:

      (a) disclose prominently on its website details of the material change;
      (b) notify committed lenders or investors of the material change and require them to reconfirm their commitment within 5 business days; and
      (c) if reconfirmation is not provided within the period specified in (b), cancel the commitment.

      (4) If the material change occurs after the commitment period, the operator must disclose prominently on its website:

      (a) details of the material change;
      (b) any change in the rights of the lenders and the borrower, or the investors and the Issuer, arising from the material change; and
      (c) what steps, if any, the operator is proposing to take as a result of the change.

      (5) A disclosure or notification under (3) or (4) must be made as soon as practicable after the operator becomes aware of the material change.

      COB 11.3.10

      An operator must take reasonable steps to restrict a seller borrower or an Issuer from seeking funding on another crowdfunding platform during the commitment period.

      COB 11.3.11 An operator must ensure that lenders or investors who use its service are able to have access to the same information on its website about a seller, property borrower or an Issuer or a lending or investment proposal, and that access to the information is provided at the same time.
      COB 11.3.12 If an operator provides an auto-lending system or auto-investing system, or any other facility that provides some lenders or investors with the opportunity to lend or invest money ahead of other lenders or investors, it must disclose prominently on its website that some lenders or investors may have preferential access to better proposals.
      COB 11.3.13 If an operator provides an auto-lending system or auto-investing system, it must disclose prominently to lenders or investors who use the facility that no assessment is made that any loan or Investment selected by the system is suitable for the lender or investor.
      COB 11.3.14

      (1) An operator must take reasonable steps to ensure that its officers and employees and their family members do not:

      (a)lend money or provide finance to a borrower or an Issuer
      (b)borrow money from a lender or receive funding from an investor; or
      (c)hold any direct or indirect interest in the capital or voting rights of a borrower or lender or an Issuer or investor.
      (a) invest in a property using the platform;
      (b) rent a property that has been purchased using the platform; or
      (c) sell a property or any interest in a property using the platform.

      (2) The restriction in (1)(a) does not apply to an investment that has been made by an officer, employee or family member from 19 April 2018 until the date of issue of this Notice.

      COB 11.3.15

      If an operator provides a means of communication (a “forum”) for lenders and borrowers or Issuers and investors to discuss funding proposals made using the service, it must:

      (a) refer lenders or investors to the forum as a place where they can find, or take part in, further discussion about proposals, while clearly stating that the operator does not conduct due diligence on information on the forum;
      (b) restrict posting of comments on the forum to Persons who are Clients using the service;
      (c) ensure that all Clients using the forum have equal access to information posted on the forum;
      (d) require a Person posting a comment on the forum to disclose clearly if he is affiliated in any way with a borrower or an Issuer seller or is being compensated, directly or indirectly, to promote a proposal to purchase a property by a borrower or an Issuer;
      (e) take reasonable steps to monitor and prevent posts on the forum that are potentially misleading or fraudulent;
      (f) immediately take steps to remove a post, or to require a post to be deleted or amended, if the operator becomes aware that (d) or (e) have not been complied with; and
      (g) not participate in discussions on the forum except to moderate posts or to take steps referred to in (f).
      COB 11.3.16

      If an operator provides a facility that assists the transfer of rights or obligations under a loan agreement or the sale of Investments, it must ensure that:

      (a) the facility relates only to loans or Investments originally facilitated using its service;
      (b) transfers can take place only between lenders or investors who are al Clients using the service and have initially lent money under loan agreements or initially subscribed for Investments invested in property using the service;
      (c) in the case of a loan agreement, the facility allows only a lender (and not the borrower) to transfer rights and obligations under the agreement;
      (d) in the case of a loan agreement, a lender must transfer the rights and obligations relating to the whole of a loan made (and not just a part of the loan);
      (e) potential transferees or buyers have access to all information on the website about the property and investment borrower or Issuer that was available to earlier lenders or investors; and
      (f) fees it charges for the use of the facility are designed to recover its costs of providing the facility, rather than generating additional income.
      COB 11.3.18

      The operator must:

      (a) maintain a business cessation plan that sets out appropriate contingency arrangements to ensure the orderly administration of property and loan agreements or Investments in the event that it ceases to carry on its business;
      and
      (b) ensure, as far as reasonably practicable, that the contingency arrangements can be implemented if necessary.
      COB 11.5.2

      (1) An Investment Crowdfunding Operator must ensure that investors who have committed to investing in a property providing funding to a particular Issuer may withdraw that commitment, without any penalty and without giving a reason, during the cooling-off period.

      (2) In (1), “cooling-off period” means the period of at least 48 hours starting at the end of the commitment period.

      COB 11.5.3

      (1) An Investment Crowdfunding Operator must maintain effective systems and controls to ensure that a Retail Client does not invest more than US$ 50,000 in total in any calendar year using its service.

      (2) The restriction in (1) does not apply to an investment that has been made by a Retail Client from 19 April 2018 until the date of issue of this Notice.

      COB A2.1.5

      The following terms must be included in a Client Agreement between a Crowdfunding Operator and a Client that is a lender or an investor:

      (a) the operator's obligations to administer the loan or Investment, including:
      (i) how payments made by the borrower or Issuer tenant will be transferred to the lender or investor; and
      (ii) steps that will be taken if payments by a borrower or an Issuer tenant are overdue or the borrower or Issuer is in default;
      (b) if the Client is a Retail Client, the steps that will be taken by the operator and lender or investor to ensure that the lender or investor complies with any applicable limits relating to the amounts of loans or investments that may be made using the platform;
      (c) for Investment Crowdfunding, if the Client is a Retail Client, that the Client agrees to sign a risk acknowledgement form each time before he makes an Investment using the platform; and
      (d) the contingency arrangements that the operator will put in place to deal with a platform failure or if the operator ceases to carry on its business.
      COB A2.1.6

      The following terms must be included in a Client Agreement between a Crowdfunding Operator and a Client that is a borrower or an Issuer:

      (a) a restriction on the borrower or Issuer using any other crowdfunding service to raise funds during the commitment period;
      (b) a restriction on the borrower or Issuer or any Person that is Connected to the borrower or Issuer, lending or financing, or arranging lending or finance for a lender or an investor using the service;
      (c) a restriction on the borrower or Issuer advertising its proposal, or soliciting potential lenders or investors, outside the platform during the commitment period;
      (d) a requirement on the borrower or Issuer to give reasonable advance notice to the operator of any material change affecting the borrower or Issuer, its business or the carrying out of its proposal;
      (e) the obligations of the borrower or Issuer if there is any material change after funds have been provided; and
      (f) an obligation on the borrower or Issuer to produce financial statements at least annually.
      PIB 3.6.2

      The table below sets out the Base Capital Requirement for each Category of an Authorised Firm.

      Category Base Capital Requirement
      Category 1 US $10 million
      Category 2 US $2 million
      Category 3A US $500,000
      Category 3B US $4 million
      Category 3C

      US $500,000

      Except if the only Financial Service referred to in Rule 1.3.5(a) that the Authorised Firm is authorised to carry on is Managing a Collective Investment Fund in which case its Base Capital Requirement is:

      (a) US $140,000 if it manages any Public Fund; or

      (b) US $70,000 otherwise.

      Category 4

      US $ 10,000

      Except if the Authorised Firm is authorised to Operate a Crowdfunding Platform and it holds Client Assets, in which case its Base Capital Requirement is US $30,000 140,000.

      Category 5 US $10 million
      CIR 2.1.18 (new)

      An arrangement does not constitute a Collective Investment Fund if:

      (a) the arrangement consists of an Investment made through a Real Estate Crowdfunding Platform operated by a Crowdfunding Operator;
      (b) the Investment is made only by investors who are Clients of the Crowdfunding Operator; and
      (c) the underlying property in which investors are investing is a single apartment, villa or house in Dubai.
      GLO (new) Real Estate Crowdfunding Platform: An Investment Crowdfunding Platform that facilitates Investments in property (as defined in GEN 2.29.1(6)).
      GLO

      Special Purpose Vehicle:

      (1) In FER 1.2.7(3) and MKT App 5, a legal entity the object and purpose of which is primarily to issue Securities; and

      (2) In any other case, a Body Corporate whose sole purpose, either generally or when acting in a particular capacity, is to carry out one or more of the following functions:

      (a) issuing Investments;
      (b) redeeming or terminating or repurchasing, whether with a view to re-issue or to cancellation, an issue, in whole or par, of Investments; or
      (c) entering into transactions or terminating transactions involving Investments in connection with the issue, redemption, termination or re-purchase of Investments;
      and has been explicitly established for the purpose of:
      (d) securitising assets; or.
      (e) investing in Real Property or property (as defined in GEN 2.29.1(6)).
      and, in the case of (d), has been assessed by a rating agency.
      AML 11.2.5 A Relevant Person may outsource the role of MLRO anti-money laundering functions to an individual outside the Relevant Person provided that the relevant individual under the outsourcing agreement is and remains suitable to perform that function the MLRO role.
      AML 11.3.1

      A Relevant Person must ensure that its MLRO any individual performing anti-money laundering functions for the Relevant Person has:.

      (a) direct access to its senior management;
      (b) sufficient resources including, if necessary, an appropriate number of appropriately trained Employees to assist in the performance of his duties in an effective, objective and independent manner;
      (c) a level of seniority and independence within the Relevant Person to enable him to act on his own authority; and
      (d) timely and unrestricted access to information sufficient to enable him to carry out his responsibilities in Rule 11.4.1.
      AML 11.4.1

      A Relevant Person must ensure that its MLRO Senior Executive Officer implements and has oversight of and is responsible for the following matters:

      (a) the day-to-day operations for compliance by the Relevant Person with its AML policies, procedures, systems and controls;
      (b) acting as the point of contact to receive notifications from the Relevant Person's Employees under Rule 13.2.2;
      (c) taking appropriate action under Rule 13.3.1 following the receipt of a notification from an Employee ;
      (d) making, in accordance with Federal Law No. 4 of 2002, Suspicious Activity Reports;
      (e) acting as the point of contact within the Relevant Person for competent U.A.E. authorities and the DFSA regarding money laundering issues;
      (f) responding promptly to any request for information made by competent U.A.E. authorities or the DFSA;
      (g) receiving and acting upon any relevant findings, recommendations, guidance, directives, resolutions, sanctions, notices or other conclusions described in chapter 10; and
      (h) establishing and maintaining an appropriate money laundering training programme and adequate awareness arrangements under chapter 12.
      AML 12.1.1

      A Relevant Person must:

      (a) provide AML training to all relevant Employees at appropriate and regular intervals;
      (b) ensure that its AML training enables its Employees to:
      (i) understand the relevant legislation relating to money laundering, including Federal Law No. 4 of 2002, Federal Law No. 1 of 2004 and any other relevant Federal laws;
      (ii) understand its policies, procedures, systems and controls related to money laundering and any changes to these;
      (iii) recognise and deal with transactions and other activities which may be related to money laundering;
      (iv) understand the types of activity that may constitute suspicious activity in the context of the business in which an Employee is engaged and that may warrant a notification to the MLRO Senior Executive Officer under Rule 13.2.2;
      (v) understand its arrangements regarding the making of a notification to the MLRO Senior Executive Officer under Rule 13.2.2;
      (vi) be aware of the prevailing techniques, methods and trends in money laundering relevant to the business of the Relevant Person;
      (vii) understand the roles and responsibilities of Employees in combating money laundering, including the identity and responsibility of the Relevant Person's MLRO and deputy, where applicable; and
      (viii) understand the relevant findings, recommendations, guidance, directives, resolutions, sanctions, notices or other conclusions described in chapter 10; and
      (c) ensure that its AML training:
      (i) is appropriately tailored to the Relevant Person's activities, including its products, services, customers, distribution channels, business partners, level and complexity of its transactions; and
      (ii) indicates the different levels of money laundering risk and vulnerabilities associated with the matters in (c)(i).
      AML 13.2.2

      A Relevant Person must have policies, procedures, systems and controls to ensure that whenever any Employee, acting in the ordinary course of his employment, either:

      (a) knows;
      (b) suspects; or
      (c) has reasonable grounds for knowing or suspecting;

      that a person is engaged in or attempting money laundering or terrorist financing, that Employee promptly notifies the Relevant Person's MLRO Senior Executive Officer and provides the MLRO Senior Executive Officer with all relevant details.

      AML 13.3.1

      A Relevant Person must ensure that where the Relevant Person's MLRO Senior Executive Officer receives a notification under Rule 13.2.2, the MLRO Senior Executive Officer, without delay:

      (a) investigates and documents the circumstances in relation to which the notification made under Rule 13.2.2 was made;
      (b) determines whether in accordance with Federal Law No. 4 of 2002 a Suspicious Activity Report must be made to the AMLSCU and documents such determination;
      (c) if required, makes a Suspicious Activity Report to the AMLSCU as soon as practicable; and
      (d) notifies the DFSA of the making of such Suspicious Activity Report immediately following its submission to the AMLSCU.
      AML 13.3.2

      Where, following a notification to the MLRO Senior Executive Officer under 13.2.2, no Suspicious Activity Report is made, a Relevant Person must record the reasons for not making a Suspicious Activity Report.

      AML 13.3.3

      A Relevant Person must ensure that if the MLRO Senior Executive Officer decides to make a Suspicious Activity Report, his decision is made independently and is not subject to the consent or approval of any other person.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue.

      The waivers in GEN Section 5.2, Rules 5.3.4, 5.3.5, 5.3.6, 5.3.13, 5.3.14, 5.3.15, 5.3.16, 5.3.17, 5.3.30, 5.3.31, 7.4.5, 7.4.6, 7.4.8, Section 8 and AML Rules 11.2.1, 11.2.3, 11.2.4 will remain in force until the Test Period ends. The other waivers will remain in force until revoked by the DFSA.

      The modifications in GEN Rules 5.3.9, 5.3.10, 7.4.2, 7.5.1, 7.6.13, PIB Rule 3.6.2 and AML Rules 11.2.5, 11.3.1, 11.4.1, 12.1.1, 13.2.2, 13.3.1, 13.3.2, 13.3.3 will remain in force until the Test Period ends. The other modifications will remain in force until revoked by the DFSA.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms (other than any terms that are specifically defined above in lower case) are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      “Test Period” means the period specified on the Licensee's Licence during which the Licensee may test its Real Estate Crowdfunding Platform.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Chief Executive
      DATE OF ISSUE: 30 October 2018

    • W581/2018 — Dubai Cultiv8 Investments Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To Dubai Cultiv8 Investments Limited
      Address Office 41, Level 15, West Wing, The Gate Building, DIFC,
      Dubai, UAE
      DFSA Firm Reference No. F004373
      Notice No. W581/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rule specified in the left hand column of the table herein does not apply to the above mentioned Person with respect to Dubai Cultiv8 LP (the Fund) in the form appearing in the Rulebook but instead applies as modified in the right hand column of the table.

      RULES MODIFIED

      The Rule specified in the left hand column is modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered.

      Rule Modified Text
      CIR 12A.3.1

      (1) For the purposes of Article 27(1)(e) of the Law, the Fund Manager of a Qualified Investor Fund that is not an Investment Trust must ensure that the legal title to Fund Property is registered with an Eligible Custodian.

      (2) The requirement in Article 27(1)(e) of the Law does not apply in relation to Fund Property of a Qualified Investor Fund that is:

      (a) a Property Fund; or
      (b) a Private Equity Fund.; or
      (c) a Fund of Funds to the extent that it invests in Property Funds and/or Private Equity Funds.

      (3) If the Fund Manager of a Qualified Investor Fund itself holds Fund Property of a kind referred to in (2), it must have in place effective arrangements which ensure that the Fund Property is not available to creditors in the event of the insolvency of the Fund Manager.

      CONDITIONS

      None

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Peter Smith


      Position: Acting Chief Executive
      DATE OF ISSUE: 25 October 2018

    • W580/2018 — Gulf Islamic Investments (DIFC) Limited

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      MODIFICATION NOTICE

      To Gulf Islamic Investments (DIFC) Limited
      Address Office 13, Level 1, Gate Village Building 3, DIFC, PO Box 507240, Dubai, UAE
      DFSA Firm Reference No. F004276
      Notice No. W580/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person with respect to GII Islamic REIT (CEIC) Ltd (the Fund) in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered.

      Rule Modified Text
      CIR 13.4.5(1)

      The Fund Manager of a Public Property Fund may borrow either directly or through its Special Purpose Vehicle for financing investment or operating purposes, but aggregate borrowings must not at any time exceed 65 50% of the gross asset value of the Fund.
      IFR 6.11.5

      A Fund Manager of an Islamic REIT may borrow either directly or through its Special Purpose Vehicle up to 65 50% of the gross asset value of the Fund provided that such borrowings are Shari'a compliant.

      CONDITIONS

      The modifications of the Rules specified above remain in effect on condition that the above named Person to whom this notice applies will only use the increase in the borrowing limit of 15% of the gross asset value of the Fund to acquire new Fund Property and not to cover operating costs.

      If the condition stated above is breached, this notice ceases to have effect immediately and the Rules specified in the table apply to the above mentioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Arvind Baghel


      Position: Director, Supervision
      DATE OF ISSUE: 21 October 2018

    • W579/2018 — Smart Investment Management Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Smart Investment Management Limited
      Address Unit N704D, Level 7, Emirates Financial Towers, DIFC, PO Box 507343, Dubai, UAE
      DFSA Firm Reference No. F003881
      Notice No. W579/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Arvind Baghel


      Position: Director, Supervision
      DATE OF ISSUE: 21 October 2018

    • W578/2018 — SinoGulf (DIFC) Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To SinoGulf (DIFC) Limited
      Address Suite 414, Liberty House, DIFC, PO Box 49929, Dubai,
      UAE
      DFSA Firm Reference No. F000633
      Notice No. W578/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Chief Executive
      DATE OF ISSUE: 17 October 2018

    • W577/2018 — The Access Bank UK Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To The Access Bank UK Limited
      Address Unit 1543, Level 15, Gate Building, DIFC, PO Box 121208,
      Dubai, UAE
      DFSA Firm Reference No. F003593
      Notice No. W577/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Chief Executive
      DATE OF ISSUE: 16 October 2018

    • W576/2018 — Itau Middle East Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Itau Middle East Limited
      Address Suite 305, 3rd Floor, Al Fattan Tower, Currency House,
      PO Box 482034, DIFC, Dubai, UAE
      DFSA Firm Reference No. F000851
      Notice No. W576/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Chief Executive
      DATE OF ISSUE: 1 October 2018

    • W575/2018 — Capital Dynamics Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To Capital Dynamics Limited
      Address Unit GV-00-04-03-BC-33-0, Level 3, Gate Village Building 4,
      DIFC, PO Box 113355, Dubai, UAE
      DFSA Firm Reference No. F004649
      Notice No. W575/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      GEN 8.2.2.

      (1) An Authorised Person must, except as provided under Rule 8.2.3, prepare and maintain all financial statements in accordance with:

      (a) the International Financial Reporting Standards (IFRS); or
      (b) the Generally Accepted Accounting Principles in the United Kingdom (UK GAAP).

      (2) In this Rule, UK GAAP means accounting and valuation principles set-out in the guidelines of the UK Accounting Standards Board.

      GEN 8.6.1

      An Authorised Person must, in writing, require its Auditor to:

      (a) conduct an audit of and produce a Financial Statement Auditor's Report on the Authorised Person's financial statements in accordance with the International Standards on Auditing, or the International Standards on Auditing (UK and Ireland) (ISAs (UK and Ireland)) issued by the UK Audit and Assurance Council;
      (b) produce a Regulatory Returns Auditor's Report in accordance with the Rules in AUD App1 as relevant;
      (c) produce, if the Authorised Firm is permitted to control or hold Client Money, a Client Money Auditor's Report in accordance with the Rules in AUD App2;
      (d) produce, if the Authorised Firm is permitted to control or hold Insurance Monies, an Insurance Monies Auditor's Report in accordance with the Rules in AUD App3; and
      (e) produce, if the Authorised Firm is permitted to hold or control Client Investments, Arrange Custody or Provide Custody in or from the DIFC, a Safe Custody Auditor's Report in respect of such business as applicable, in accordance with the Rules in AUD App4.

      CONDITIONS

      The modification in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies carries on Financial Services through a Branch in the DIFC.

      If the condition stated above is breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above mentioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Lawrence Paramasivam


      Position: Director, Supervision
      DATE OF ISSUE: 18 September 2018

    • W574/2018 — KAMCO Investment Company (DIFC) Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To KAMCO Investment Company (DIFC) Limited
      Address Office 205 , Level 2, Gate Village Building 1, DIFC, PO Box
      507205, Dubai, UAE
      DFSA Firm Reference No. F002963
      Notice No. W574/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of Table A do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE A
      Rule Modified Text
      CIR 8.12.2 (3)
      . . .
      (3) For the purposes of (1), and in relation to Managing Assets, the Service Provider must be:
      (a) a Person authorised by the DFSA to carry on the activity of Managing Assets; or
      (b) a Person who is authorised by a Financial Services Regulator in a Zone 1 jurisdiction or Recognised Jurisdiction to carry on an equivalent activity in that jurisdiction.; or
      (c) KAMCO Investment Company K.S.C. (Public), which is a Person authorised by the Capital Markets Authority in the State of Kuwait to carry on an equivalent activity in that jurisdiction.

      CONDITIONS

      None

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 14 August 2018

    • W573/2018 — NBK Capital Partners Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To NBK Capital Partners Limited
      Address Level 4, Precinct Building 3, DIFC, PO Box 506506, Dubai,
      UAE
      DFSA Firm Reference No. F000150
      Notice No. W573/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Lawrence Paramasivam


      Position: Director, Supervision
      DATE OF ISSUE: 7 August 2018

    • W572/2018 — FIL Distributors International Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To FIL Distributors International Limited
      Address Unit 606, Level 6, Index Tower, DIFC, Dubai, 71438
      DFSA Firm Reference No. F004688
      Notice No. W572/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      GEN 8.2.2.

      (1) An Authorised Person must, except as provided under Rule 8.2.3, prepare and maintain all financial statements in accordance with:

      (a) the International Financial Reporting Standards (IFRS); or
      (b) the Generally Accepted Accounting Principles in the United States of America (US GAAP).

      (2) In this Rule, US GAAP has the meaning given to that term in statement no. 162 issued by the Financial Accounting Standards Board.

      GEN 8.6.1

      An Authorised Person must, in writing, require its Auditor to:

      (a) conduct an audit of and produce a Financial Statement Auditor's Report on the Authorised Person's financial statements in accordance with the International Standards on Auditing, or the Generally Accepted Auditing Standards (US GAAS) issued by the American Institute of Certified Public Accountants Auditing Standards Board and the Auditing Standards of the Public Company Accounting Oversight Board of the United States;
      (b) produce a Regulatory Returns Auditor's Report in accordance with the Rules in AUD App1 as relevant;
      (c) produce, if the Authorised Firm is permitted to control or hold Client Money, a Client Money Auditor's Report in accordance with the Rules in AUD App2;
      (d) produce, if the Authorised Firm is permitted to control or hold Insurance Monies, an Insurance Monies Auditor's Report in accordance with the Rules in AUD App3; and
      (e) produce, if the Authorised Firm is permitted to hold or control Client Investments, Arrange Custody or Provide Custody in or from the DIFC, a Safe Custody Auditor's Report in respect of such business as applicable, in accordance with the Rules in AUD App4.

      CONDITIONS

      The modification in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies carries on Financial Services through a Branch in the DIFC.

      If the condition stated above is breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above mentioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Lawrence Paramasivam


      Position: Director, Supervision
      DATE OF ISSUE: 1 August 2018

    • W571/2018 — HSBC Bank Middle East Limited (“HBME”)

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To HSBC Bank Middle East Limited ("HBME")
      Address Level 1, Building No. 8, Gate Village, DIFC, Dubai, UAE
      DFSA Firm Reference No. F003452
      Notice No. W571/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      PIB A9.3.1

      (1) Outflows (liabilities), except for those from Retail Clients, must be included in the Maturity Ladder according to their earliest contractual maturity. Outflows (liabilities) from Retail Clients must be included in the Maturity Ladder using conservative behavioural assumptions derived from analysis of historical data covering the operations of at least the previous five years.

      (2) Contingent liabilities may be excluded from the Maturity Ladder only if there is a likelihood that the conditions necessary to trigger them will not be fulfilled.

      (3) Inflows (assets) must be included in the Maturity Ladder according to their latest contractual maturity, except that:

      (a) undrawn committed standby facilities provided by other banks are included at sight;
      (b) marketable assets are included at sight, at a discount, and
      (c) assets which have been pledged as Collateral are excluded from the Maturity Ladder.

      CONDITIONS

      1. HBME must ensure that behavioural assumptions determining the outflows (liabilities) from Retail Clients are approved in writing by the DFSA before they are used to calculate the net cumulative Maturity Mismatch position under PIB Rule 9.3.11.

      2. HBME must ensure that it reviews and updates at least annually the behavioural assumptions determining the outflows (liabilities) from Retail Clients. The results of any review including any revised assumptions must be submitted to, and approved in writing by, the DFSA, before being used to calculate the net cumulative Maturity Mismatch position under PIB Rule 9.3.11.

      3. HBME must immediately notify the DFSA in writing of any event or potential event that has or is likely to have any impact on the Rules as modified by this notice.

      4. If any one or more of the conditions stated above is breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above mentioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further written notice from the DFSA.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 10 July 2018

    • W570/2018 — Equitativa (Dubai) Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To Equitativa (Dubai) Limited
      Address Unit 2301, 2302, 2303, Level 23, Index Tower, DIFC, PO Box
      482015, Dubai, UAE
      DFSA Firm Reference No. F001310
      Notice No. W570/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person with respect to Emirates REIT (CEIC) Limited (the Fund) in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      CIR: 13.4.5(1) The Fund Manager of a Public Property Fund may borrow either directly or through its Special Purpose Vehicle for financing investment or operating purposes, but aggregate borrowings must not at any time exceed 65 50% of the gross asset value of the Fund.
      IFR: 6.11.5 A Fund Manager of an Islamic REIT may borrow either directly or through its Special Purpose Vehicle up to 65 50% of the gross asset value of the Fund provided that such borrowings are shari'a compliant.

      CONDITIONS

      The modification in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies will only use the increase in the borrowing limit of 15% of the gross asset value of the Fund to acquire new Fund Property and not to cover operating costs.

      If the condition stated above is breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above mentioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be constructed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisaton of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 27 June 2018

    • W569/2018 — Arma Underwriting Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Arma Underwriting Limited
      Address Office 505b, Precinct Building 3, Dubai International
      Financial Centre, PO Box 507217, Dubai, UAE
      DFSA Firm Reference No. F003891
      Notice No. W569/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 4 June 2018

    • W568/2018 — Rasameel Investment House Limited

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      WAIVER AND MODIFICATION NOTICE

      To Rasameel Investment House Limited
      Address Unit N1204A, Level 12, Emirates Financial Towers, DIFC,
      PO Box 506878, Dubai, UAE
      DFSA Firm Reference No. F000930
      Notice No. W568/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 27 May 2018

    • W567/2018 — State Street Global Advisors Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To State Street Global Advisors Limited
      Address Unit OT 15-38, Level 15, Central Park Offices, DIFC, PO Box
      26838, Dubai, UAE
      DFSA Firm Reference No. F004037
      Notice No. W567/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      GEN 8.2.2.

      (1) An Authorised Person must, except as provided under Rule 8.2.3, prepare and maintain all financial statements in accordance with:

      (a) the International Financial Reporting Standards (IFRS); or
      (b) the Generally Accepted Accounting Principles in the United Kingdom (UK GAAP).

      (2) In this Rule, UK GAAP has the meaning given to that term in statement no. 162 issued by the UK Accounting Standards Board.

      GEN 8.6.1

      An Authorised Person must, in writing, require its Auditor to;

      (a) conduct an audit of and produce a Financial Statement Auditor's Report on the Authorised Person's financial statements in accordance with the International Standards on Auditing, or the International Standards on Auditing (UK and Ireland) (ISAs (UK and Ireland)) issued by the UK Audit and Assurance Council;
      (b) produce a Regulatory Returns Auditor's Report in accordance with the Rules in AUD App1 as relevant;
      (c) produce, if the Authorised Firm is permitted to control or hold Client Money, a Client Money Auditor's Report in accordance with the Rules in AUD App2;
      (d) produce, if the Authorised Firm is permitted to control or hold Insurance Monies, an Insurance Monies Auditor's Report in accordance with the Rules in AUD App3; and
      (e) produce, if the Authorised Firm is permitted to hold or control Client Investments, Arrange Custody or Provide Custody in or from the DIFC, a Safe Custody Auditor's Report in respect of such business as applicable, in accordance with the Rules in AUD App4.

      CONDITIONS

      The modification in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies carries on Financial Services through a Branch in the DIFC.

      If this condition stated above in breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above menioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be constructed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisaton of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 27 May 2018

    • W566/2018 — State Street Global Advisors Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To State Street Global Advisors Limited
      Address Unit OT 15-38, Level 15, Central Park Offices, DIFC, PO
      Box 26838, Dubai, UAE
      DFSA Firm Reference No. F004037
      Notice No. W566/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 27 May 2018

    • W565/2018 — Old Mutual International Middle East Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Old Mutual International Middle East Limited
      Address Level 4, Precinct Building 2, DIFC, PO Box 507061, Dubai,
      UAE
      DFSA Firm Reference No. F001255
      Notice No. W565/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 25 April 2018

    • W564/2018 — Sumitomo Mitsui Banking Corporation

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To Sumitomo Mitsui Banking Corporation
      Address Building 1, 5th Floor, Gate Precinct, DIFC, PO Box 506559,
      Dubai, UAE.
      DFSA Firm Reference No. F000223
      Notice No. W564/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      COB 2.3.5

      (1) For the purposes of Rule 2.3.3(1)(a)(ii), a person is a 'service-based' Professional Client if:

      (a) The Financial Service provided to that Person is Providing Credit;
      (b) The Person is an Undertaking; and
      (c) The Credit Facility in question is provided to the Person solely for the purposes of facilitating a project financing activity of another Person, with whom the first Person has exclusive contractual arrangements to pass on the proceeds of the Credit Facility, in return for an asset or entitlement that finances the loan obligations incurred by the first Person for use in the business activities of;
      (i) The Person:
      (ii) a controller of the Person
      (iii) any member of the Group to which the Person belongs; or
      (iv) a joint venture of a Person referred to in (i) – (iii)

      (2) In (1)(c), a project financing activity means a long-term financing arrangement established by a Person to obtain a Credit Facility to finance its infrastructure or industrial project through the use of an Undertaking which is a special purpose vehicle that is neither owned nor controlled by that Person (ii), a controller is an individual who:

      (a) owns a majority of the shares of the Undertaking
      (b) is able to appoint or remove a majority of the board members of the Undertaking; or
      (c) controls a majority of the voting rights of the Undertaking (or that of a Holding Company of the Undertaking).

      CONDITIONS

      The Rule modification in this notice shall only apply in relation to the specific corporate borrower named in section 3.3 of the application form GEN1 received from Sumitomo Mitsui Banking Corporation dated 26 February 2018.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 18 April 2018

    • W563/2018 — Smart Crowd Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Smart Crowd Limited
      Address The FinTech HIVE at DIFC, Level 4, Gate Precinct 5, DIFC,
      Dubai, UAE
      DFSA Firm Reference No. F004285
      Notice No. W563/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in Table 1 to this notice are waived in relation to SmartCrowd Limited.

      The Rules specified in the left hand column of Table 2 to this notice do not apply to SmartCrowd Limited in the form appearing in the Rulebook but instead apply as modified in the right hand column of that table.

      RULES WAIVED

      TABLE 1
      Module Rules
      COB Rules 11.3.2, 11.3.5 and 11.5.3
      GEN Section 5.2, Rules 5.3.4, 5.3.5, 5.3.6, 5.3.13, 5.3.14, 5.3.15, 5.3.16, 5.3.17, 5.3.30, 5.3.31, 7.4.5, 7.4.6, 7.4.8 and Section 8
      AML Rules 11.2.1, 11.2.3 and 11.2.4

      RULES MODIFIED

      TABLE 2
      Rule Modified Text
      GEN 2.2.10F

      A Crowdfunding Operator must not Operate a Crowdfunding Platform that facilitates a Person investing in the following kinds of Investments through the platform:

      (a) Warrants, Certificates, Units or Structured Products; or
      (b) Derivatives.
      GEN 2.29.1

      (1) In Rule 2.2.2, a Person carries on the activity of Operating a Crowdfunding Platform if the Person:

      (a) Operates a Loan Crowdfunding Platform; or
      (b) Operates an Investment Crowdfunding Platform.

      (2) A Person Operates a Loan Crowdfunding Platform under (1)(a) if it does both of the following:

      (a) operates an electronic platform that facilitates the bringing together of potential lenders and borrowers; and
      (b) administers a loan agreement that results from operating the electronic platform.

      (3) If the Person referred to in (2) also provides a facility that assists a lender to transfer his rights and obligations under a loan agreement referred to in that paragraph, that activity is also included within Operating a Loan Crowdfunding Platform.

      (4) A Person Operates an Investment Crowdfunding Platform under (1)(b) if it does both of the following:

      (a) operates an electronic platform that facilitates the bringing together of potential investors and Persons who wish to sell property obtain funding for a business or project, resulting in an investor making an Investment in property with the Person seeking funding; and
      (b) administers an Investment that results from operating the electronic platform.

      (5) If the Person referred to in (4) also provides a facility that assists an investor to sell an investment referred to in that paragraph, that activity is also included within Operating an Investment Crowdfunding Platform.

      (6) In this Rule:

      (a) “administer a loan agreement” means:
      (i) provide information or perform other duties under the loan agreement on behalf of the borrower or lender;
      (ii) take steps to obtain the repayment of the loan; or
      (iii) exercise rights or perform obligations under the loan agreement on behalf of the borrower or lender;
      (b) “administer an Investment” means:
      (i) provide information or perform other duties relating to the property or Investment on behalf of the Issuer or investor;
      (ii) take steps to obtain the payment of any amount payable by the Issuer to an investor; or
      (iii) exercise rights or perform obligations relating to the Investment on behalf of the Issuer or investor;
      (iv) arrange for any services to be provided relating to the property; or
      (v) arrange for the sale of the property at the end of the investment period;
      (c) “electronic platform” means a website or other form of electronic media.; and
      (d) “property” means a house, villa or apartment including if applicable, any land attached to the house, villa or apartment.

      (7) A Person (A) administers a loan agreement or an Investment for the purposes of this Rule if A performs a function itself or through another Person who has been appointed by A, acts under an arrangement with A or acts at A's direction.

      (8) In this Rule, a reference to an investor making an Investment in property includes making an investment in a legal vehicle that owns the property (whether directly or indirectly).

      GEN 5.3.9 An Authorised Person must ensure that the Compliance Officer has access to it allocates sufficient resources to compliance, including an adequate number of competent staff, to perform his and that compliance duties can be carried out objectively and independently of operational and business functions.
      GEN 5.3.10 An Authorised Person must ensure that persons performing compliance duties have the Compliance Officer has unrestricted access to relevant records and to the Authorised Person's Governing Body and senior management.
      GEN 7.4.2 The Senior Executive Officer function is carried out by an individual who:
      (a) has, either alone or jointly with other Authorised Individuals, ultimate responsibility for:
      (i) the day-to-day management, supervision and control of one or more (or all) parts of an Authorised Firm's Financial Services carried on in or from the DIFC;
      (ii) compliance matters in relation to the Authorised Firm's Financial Services; and
      (iii) implementation of the Authorised Firm's anti-money laundering policies, procedures, systems and controls and oversight of its compliance with the Rules in AML and any relevant anti money laundering legislation applicable in the DIFC; and
      (b) is a Director, Partner or Senior Manager of the Authorised Firm.
      GEN 7.5.1 (1) An Authorised Firm must, subject to (2), make the following appointments appoint a Senior Executive Officer and ensure that the position is they are held by one or more an Authorised Individuals at all times:.
      (a) Senior Executive Officer;
      (b) Finance Officer;
      (c) Compliance Officer; and
      (d) Money Laundering Reporting Officer.
      (2) .....
      GEN 7.6.13 An Authorised Firm must ensure, in the case of an individuals seeking to perform the Licensed Functions of Senior Executive Officer, Money Laundering Reporting Officer, or Compliance Officer, that such the individuals are is able to demonstrate sufficient knowledge of relevant anti money laundering requirements.
      COB 11.2.2

      In this chapter:

      (a) “borrower” means a Person that has borrowed or is seeking to borrow money using a Loan Crowdfunding Platform;
      (b) “commitment period” means the period specified by the operator during which lenders may commit to lending money to a particular borrower or investors may commit to investing with a particular Issuer in a particular property;
      (c) “cooling-off period”, for Investment Crowdfunding, means the period referred to in Rule 11.5.2 when an investor may withdraw his commitment to invest with an Issuer in a particular property;
      (d) “investor” means an investor or potential investor using an Investment Crowdfunding Platform;
      (e) “lender” means a Person who:
      (i) lends money under a loan agreement; or
      (ii) by assignment has assumed the rights and obligations of a Person who has lent money under a loan agreement;
      (f) “loan agreement” means a loan agreement between a borrower and lender referred to in Rule 11.4.1;
      (g) “operator” means a Crowdfunding Operator;
      (h) “platform” means the website or other electronic media used to provide the service;
      (ha) “property” means a house, villa or apartment including, if applicable, any land attached to the house, villa or apartment.
      (hb) “seller” means a person selling property using a Real Estate Crowdfunding Platform;
      (i) “service” means Operating a Crowdfunding Platform; and
      (j) “transfer”, in relation to a loan agreement, means the assignment by the lender of his rights and obligations under the agreement to another Person.
      COB 11.3.1 An operator must disclose prominently on its website the main risks to lenders or investors of using a Crowdfunding Platform, including that:
      (a) the lender or investor may lose all or part of their money or may experience delays in being paid investment in real estate is speculative, the market value of property can fall and rental income is not guaranteed;
      (b) borrowers or Issuers on the platform may include new businesses and, as many new businesses fail, a loan to such a borrower or an investment with such an Issuer may involve high risks;
      (c) the lender may not be able to transfer their loan, or the investor may not be able to sell their Investment, when they wish to, or at all; and
      (b) the investor will not own the property; rather the investor will have an interest in another legal entity that owns the property;
      (c) as the investor's interest in that entity is not listed or traded, it is likely to be an 'illiquid' investment; that is, it may be difficult to sell the interest because of a lack of investors willing to buy such an interest. So the investor must be prepared to commit to investing for the full investment period;
      (d) as real estate is an 'illiquid asset'; that is, an asset that cannot always be easily sold, it may be difficult to sell the property at the end of the investment period, resulting in a delay in investors receiving their capital or in the property being sold at a loss; and
      (de) if for any reason the operator ceases to carry on its business, the lender or investor may lose their money, incur costs or experience delays in the investment being wound up being paid.
      COB 11.3.3. An operator must disclose prominently on its website key information about how its service operates, including:
      (a) details of how the platform functions;
      (b) details of how and by whom the operator is remunerated for the service it provides, including fees and charges it imposes;
      (c) any financial interest of the operator or a Related Person that may create a conflict of interest;
      (d) the eligibility criteria for borrowers or Issuers sellers that use the service;
      (e) the minimum and maximum amounts, if any, of loans or Investments that may be sought by a borrower or an Issuer a seller using the service;
      (f) what, if any, security is usually sought from borrowers or Issuers, when it might be exercised and any limitations on its use;
      (g) the eligibility criteria for lenders or investors that use the service;
      (h) any limits on the amounts a lender may lend or an investor may invest using the service, including limits for individual loans or investments and limits that apply over any 12 month period;
      (i) when a lender or an investor may withdraw a commitment to provide funding, and the procedure for exercising such a right;
      (j) what will happen if loans sought by a borrower or funds sought by an Issuer for a property either fail to meet, or exceed, the target level;
      (k) steps the operator will take if there is a material change in a borrower's or an Issuer's circumstances and the rights of the lender and borrower or Issuer and investor in that situation;
      (k) the precise nature of the legal interest investors will receive in relation to the property;
      (ka) what, if any, rights, obligations or role an investor has in relation to the property after he has invested;
      (kb) the term of the Investment, what happens at the end of the term, the circumstances if any in which the property may be sold before the end of the term or the term may be extended and if there are any circumstances in which the property may be sold contrary to the wishes of some investors, for example, if a majority of investors agree or at the operator's direction;
      (l) how the operator will deal with overdue payments or a default by a borrower or an Issuer relating to a property;
      (la) the expenses likely to be incurred in relation to the property, including valuation, management, maintenance, insurance expenses and taxes and how they will be paid for;
      (lb) who will arrange valuation, management, maintenance and insurance services, how the provider of those services is chosen and remunerated, their role and how potential conflicts of interest will be prevented or managed;
      (m) which jurisdiction's laws will govern the loan agreement between the lender and borrower;
      (m) arrangements for the holding of title to property on behalf of investors, including any Special Purpose Vehicle that is used for that purpose and the role and duties of the Special Purpose Vehicle and how the interests of investors are protected;
      (n) arrangements and safeguards for Client Assets Money held or controlled by the operator, including details of any legal arrangements (such as nominee companies) that may be used to hold Client Assets Money;
      (o) any facility it provides to facilitate the transfer of loans or the sale of Investments, the conditions for using the facility and any risks relating to the use of that facility;
      (p) measures it has in place to ensure the platform is not used for money-laundering or other unlawful activities;
      (q) measures it has in place for the security of information technology systems and data protection; and
      (r) contingency arrangements it has in place to ensure the orderly administration of loans or Investments if it ceases to carry on business.
      COB 11.3.6

      (1) An operator must conduct due diligence on each borrower or Issuer seller before allowing it to use its service and on each property that is to be sold using the service.

      (2) The due diligence under (1) must include, as a minimum, taking reasonable steps to verify in relation to the borrower or Issuer seller:

      (a) its identity, including if it is a Body Corporate details of its incorporation and business registration;
      (b) the identity and place of domicile of each of its directors, officers and controllers if it is a Body Corporate; and
      (c) the fitness and propriety of the seller.
      (c) its fitness and propriety and that of each of the Persons referred to in (b);
      (d) its financial strength, including checking financial statements;
      (e) its financial history and past performance and its credit history, including checking with external credit agencies;
      (f) any credentials or expertise it claims to have;
      (g) the valuation of its business, current borrowing or funding levels (if any) and the source of any existing borrowing or funding;
      (h) its business proposal;
      (i) its commitment and that of its directors, officers and controllers to the business, including how much capital they have provided and any potential flight risk; and
      (j) that its business is being carried on in accordance with applicable laws in the jurisdiction where it is based.

      (3) The due diligence under (1) must include, as a minimum, the operator taking reasonable steps to verify in relation to the property that:

      (a) the seller holds valid legal title to the property and is able to sell the property free of any encumbrance;
      (b) construction of the property is fully completed; and
      (c) the property is available for letting or, if it is not available for letting because it requires renovation, refurbishment or alteration, that planning permission for the renovation, refurbishment or alteration can be readily obtained.

      (4) The due diligence under (1) must include the operator obtaining an independent valuation report on the property.

      COB 11.3.7

      An operator must disclose prominently on its website relevant information about each property and seller borrower or Issuer, including as a minimum:

      (a) full details about the property, including the location and condition of the property and whether it is currently rented;
      (b) the information about the property referred to in Rule 11.3.6(3);
      (c) information about the seller referred to in Rule 11.3.6(2);
      (d) an independent valuation report on the property referred to in Rule 11.3.6(4);
      (e) the precise nature of the legal interest that investors will receive in relation to the property;
      (f) the estimated charges and expenses relating to the property; and
      (g) the estimated annual rental income on the property, after deducting charges and expenses and setting out key assumptions made.
      (a) the name of the borrower or Issuer, the full name and position of each of its directors and officers and the full name of each controller;
      (b) the place of incorporation of the borrower or Issuer and the place of domicile of each director, officer and controller;
      (c) a description of the borrower's or Issuer's business;
      (d) the most recent financial statements, if any, of the borrower or Issuer and a warning that the operator gives no assurances about their accuracy;
      (e) the valuation of the borrower's or Issuer's business, its current borrowing levels and the source of its borrowing and its liquidity;
      (f) a detailed description of the proposal for which it is seeking funding including:
      (i) the total funding sought;
      (ii) how the funds will be used; and
      (iii) the target level of funding sought and what will happen if that level is not met or is exceeded;
      (g) the results of the due diligence carried out by the operator on the borrower or Issuer and any limits on the due diligence that could be carried out;
      (h) any grading or rating by the operator of the borrower's or Issuer's creditworthiness, including:
      (i) how the grading or rating has been assessed;
      (ii) an explanation of what the different grading or rating levels mean; and
      (iii) a clear statement that this should not be taken as advice about whether money should be lent to the borrower or invested with the Issuer;
      (i) for a loan or Debenture, the duration of the loan or Debenture, details of interest payable and any other rights attaching to the loan or Debenture;
      (j) for a Share issue, any rights attaching to the Share, such as dividend, voting or pre-emption rights;
      (k) whether any security is being provided and, if so, the circumstances in which it might be exercised and any limitations on its use;
      (l) if applicable, any other reward or benefit attaching to the loan or Investment and the terms on which it is available;
      (m) for a Share issue, whether investors have any protection from their shareholding being diluted by the issue of further Shares; and
      (n) that the borrower or Issuer, and information provided about the borrower or Issuer, are not checked or approved by the DFSA.
      COB 11.3.8

      An operator must:

      (a) not advertise a specific lending or Investment proposal that is available on its platform; and
      (b) take reasonable steps to ensure that borrowers and Issuers sellers that use its platform do not advertise the lending or Investment proposal,

      unless the advertisement is made on the platform and is accessible only to existing Clients who use the platform.

      COB 11.3.9

      (1) This Rule applies if a material change occurs relating to a property or Investments in a property borrower or Issuer, its business, its proposal or the carrying out of its proposal.

      (2) In this Rule, a “material change” means any change or new matter that may significantly affect the value of the property, the ability to rent the property, the return on the property or the value of the Investment borrower's ability to meet its payment obligations under the loan agreement or that may significantly affect an Issuer's business or its ability to carry out its proposal.

      (3) If the material change occurs during the commitment period, the operator must:

      (a) disclose prominently on its website details of the material change;
      (b) notify committed lenders or investors of the material change and require them to reconfirm their commitment within 5 business days; and
      (c) if reconfirmation is not provided within the period specified in (b), cancel the commitment.

      (4) If the material change occurs after the commitment period, the operator must disclose prominently on its website:

      (a) details of the material change;
      (b) any change in the rights of the lenders and the borrower, or the investors and the Issuer, arising from the material change; and
      (c) what steps, if any, the operator is proposing to take as a result of the change.

      (5) A disclosure or notification under (3) or (4) must be made as soon as practicable after the operator becomes aware of the material change.

      COB 11.3.10

      An operator must take reasonable steps to restrict a seller borrower or an Issuer from seeking funding on another crowdfunding platform during the commitment period.

      COB 11.3.11 An operator must ensure that lenders or investors who use its service are able to have access to the same information on its website about a seller, property borrower or an Issuer or a lending or investment proposal, and that access to the information is provided at the same time.
      COB 11.3.12 If an operator provides an auto-lending system or auto-investing system, or any other facility that provides some lenders or investors with the opportunity to lend or invest money ahead of other lenders or investors, it must disclose prominently on its website that some lenders or investors may have preferential access to better proposals.
      COB 11.3.13 If an operator provides an auto-lending system or auto-investing system, it must disclose prominently to lenders or investors who use the facility that no assessment is made that any loan or Investment selected by the system is suitable for the lender or investor.
      COB 11.3.14

      (1) An operator must take reasonable steps to ensure that its officers and employees and their family members do not:

      (a) lend money or provide finance to a borrower or an Issuer
      (b) borrow money from a lender or receive funding from an investor; or
      (c) hold any direct or indirect interest in the capital or voting rights of a borrower or lender or an Issuer or investor.
      (a) invest in a property using the platform;
      (b) rent a property that has been purchased using the platform; or
      (c) sell a property or any interest in a property using the platform.

      (2) The restriction in (1)(a) does not apply to an investment that has been made by an officer, employee or family member during the Test Period.

      COB 11.3.15

      If an operator provides a means of communication (a “forum”) for lenders and borrowers or Issuers and investors to discuss funding proposals made using the service, it must:

      (a) refer lenders or investors to the forum as a place where they can find, or take part in, further discussion about proposals, while clearly stating that the operator does not conduct due diligence on information on the forum;
      (b) restrict posting of comments on the forum to Persons who are Clients using the service;
      (c) ensure that all Clients using the forum have equal access to information posted on the forum;
      (d) require a Person posting a comment on the forum to disclose clearly if he is affiliated in any way with a borrower or an Issuer seller or is being compensated, directly or indirectly, to promote a proposal to purchase a property by a borrower or an Issuer;
      (e) take reasonable steps to monitor and prevent posts on the forum that are potentially misleading or fraudulent;
      (f) immediately take steps to remove a post, or to require a post to be deleted or amended, if the operator becomes aware that (d) or (e) have not been complied with; and
      (g) not participate in discussions on the forum except to moderate posts or to take steps referred to in (f).
      COB 11.3.16

      If an operator provides a facility that assists the transfer of rights or obligations under a loan agreement or the sale of Investments, it must ensure that:

      (a) the facility relates only to loans or Investments originally facilitated using its service;
      (b) transfers can take place only between lenders or investors who are al Clients using the service and have initially lent money under loan agreements or initially subscribed for Investments invested in property using the service;
      (c) in the case of a loan agreement, the facility allows only a lender (and not the borrower) to transfer rights and obligations under the agreement;
      (d) in the case of a loan agreement, a lender must transfer the rights and obligations relating to the whole of a loan made (and not just a part of the loan);
      (e) potential transferees or buyers have access to all information on the website about the property and investment borrower or Issuer that was available to earlier lenders or investors; and
      (f) fees it charges for the use of the facility are designed to recover its costs of providing the facility, rather than generating additional income.
      COB 11.3.18

      The operator must:

      (a) maintain a business cessation plan that sets out appropriate contingency arrangements to ensure the orderly administration of property and loan agreements or Investments in the event that it ceases to carry on its business; and
      (b) ensure, as far as reasonably practicable, that the contingency arrangements can be implemented if necessary.
      COB 11.5.2

      (1) An Investment Crowdfunding Operator must ensure that investors who have committed to investing in a property providing funding to a particular Issuer may withdraw that commitment, without any penalty and without giving a reason, during the cooling-off period.

      (2) In (1), “cooling-off period” means the period of at least 48 hours starting at the end of the commitment period.

      COB A2.1.5

      The following terms must be included in a Client Agreement between a Crowdfunding Operator and a Client that is a lender or an investor:

      (a) the operator's obligations to administer the loan or Investment, including:
      (i) how payments made by the borrower or Issuer tenant will be transferred to the lender or investor; and
      (ii) steps that will be taken if payments by a borrower or an Issuer tenant are overdue or the borrower or Issuer is in default;
      (b) if the Client is a Retail Client, the steps that will be taken by the operator and lender or investor to ensure that the lender or investor complies with any applicable limits relating to the amounts of loans or investments that may be made using the platform;
      (c) for Investment Crowdfunding, if the Client is a Retail Client, that the Client agrees to sign a risk acknowledgement form each time before he makes an Investment using the platform; and
      (d) the contingency arrangements that the operator will put in place to deal with a platform failure or if the operator ceases to carry on its business.
      COB A2.1.6

      The following terms must be included in a Client Agreement between a Crowdfunding Operator and a Client that is a borrower or an Issuer:

      (a) a restriction on the borrower or Issuer using any other crowdfunding service to raise funds during the commitment period;
      (b) a restriction on the borrower or Issuer or any Person that is Connected to the borrower or Issuer, lending or financing, or arranging lending or finance for a lender or an investor using the service;
      (c) a restriction on the borrower or Issuer advertising its proposal, or soliciting potential lenders or investors, outside the platform during the commitment period;
      (d) a requirement on the borrower or Issuer to give reasonable advance notice to the operator of any material change affecting the borrower or Issuer, its business or the carrying out of its proposal;
      (e) the obligations of the borrower or Issuer if there is any material change after funds have been provided; and
      (f) an obligation on the borrower or Issuer to produce financial statements at least annually.
      PIB 3.6.2

      The table below sets out the Base Capital Requirement for each Category of an Authorised Firm.

      Category Base Capital Requirement
      Category 1 US $10 million
      Category 2 US $2 million
      Category 3A US $500,000
      Category 3B US $4 million
      Category 3C

      US $500,000

      Except if the only Financial Service referred to in Rule 1.3.5(a) that the Authorised Firm is authorised to carry on is Managing a Collective Investment Fund in which case its Base Capital Requirement is:

      (a) US $140,000 if it manages any Public Fund; or
      (b) US $70,000 otherwise.
      Category 4

      US $ 10,000

      Except if the Authorised Firm is authorised to Operate a Crowdfunding Platform and it holds Client Assets, in which case its Base Capital Requirement is US $ 30,000 140,000.

      Category 5 US $10 million
      CIR 2.1.18 (new)

      An arrangement does not constitute a Collective Investment Fund if:

      (a) the arrangement consists of an Investment made through a Real Estate Crowdfunding Platform operated by a Crowdfunding Operator;
      (b) the Investment is made only by investors who are Clients of the Crowdfunding Operator; and
      (c) the underlying property in which investors are investing is a single apartment, villa or house in Dubai.
      GLO (new)

      Real Estate Crowdfunding Platform: An Investment Crowdfunding Platform that facilitates Investments in property (as defined in GEN 2.29.1(6)).

      GLO

      Special Purpose Vehicle:

      (1) In FER 1.2.7(3) and MKT App 5, a legal entity the object and purpose of which is primarily to issue Securities; and

      (2) In any other case, a Body Corporate whose sole purpose, either generally or when acting in a particular capacity, is to carry out one or more of the following functions:

      (a) issuing Investments;
      (b) redeeming or terminating or repurchasing, whether with a view to re-issue or to cancellation, an issue, in whole or par, of Investments; or
      (c) entering into transactions or terminating transactions involving Investments in connection with the issue, redemption, termination or re-purchase of Investments;
      and has been explicitly established for the purpose of:
      (d) securitising assets; or.
      (e) investing in Real Property or property (as defined in GEN 2.29.1(6)).
      and, in the case of (d), has been assessed by a rating agency.
      AML 11.2.5 A Relevant Person may outsource the role of MLRO anti-money laundering functions to an individual outside the Relevant Person provided that the relevant individual under the outsourcing agreement is and remains suitable to perform that function the MLRO role.
      AML 11.3.1

      A Relevant Person must ensure that its MLRO any individual performing anti-money laundering functions for the Relevant Person has:

      (a) direct access to its senior management;
      (b) sufficient resources including, if necessary, an appropriate number of appropriately trained Employees to assist in the performance of his duties in an effective, objective and independent manner;
      (c) a level of seniority and independence within the Relevant Person to enable him to act on his own authority; and
      (d) timely and unrestricted access to information sufficient to enable him to carry out his responsibilities in Rule 11.4.1.
      AML 11.4.1

      A Relevant Person must ensure that its MLRO Senior Executive Officer implements and has oversight of and is responsible for the following matters:

      (a) the day-to-day operations for compliance by the Relevant Person with its AML policies, procedures, systems and controls;
      (b) acting as the point of contact to receive notifications from the Relevant Person's Employees under Rule 13.2.2;
      (c) taking appropriate action under Rule 13.3.1 following the receipt of a notification from an Employee ;
      (d) making, in accordance with Federal Law No. 4 of 2002, Suspicious Activity Reports;
      (e) acting as the point of contact within the Relevant Person for competent U.A.E. authorities and the DFSA regarding money laundering issues;
      (f) responding promptly to any request for information made by competent U.A.E. authorities or the DFSA;
      (g) receiving and acting upon any relevant findings, recommendations, guidance, directives, resolutions, sanctions, notices or other conclusions described in chapter 10; and
      (h) establishing and maintaining an appropriate money laundering training programme and adequate awareness arrangements under chapter 12.

      AML 12.1.1

      A Relevant Person must:

      (a) provide AML training to all relevant Employees at appropriate and regular intervals;

      (b) ensure that its AML training enables its Employees to:

      (i) understand the relevant legislation relating to money laundering, including Federal Law No. 4 of 2002, Federal Law No. 1 of 2004 and any other relevant Federal laws;
      (ii) understand its policies, procedures, systems and controls related to money laundering and any changes to these;
      (iii) recognise and deal with transactions and other activities which may be related to money laundering;
      (iv) understand the types of activity that may constitute suspicious activity in the context of the business in which an Employee is engaged and that may warrant a notification to the MLRO Senior Executive Officer under Rule 13.2.2;
      (v) understand its arrangements regarding the making of a notification to the MLRO Senior Executive Officer under Rule 13.2.2;
      (vi) be aware of the prevailing techniques, methods and trends in money laundering relevant to the business of the Relevant Person;
      (vii) understand the roles and responsibilities of Employees in combating money laundering, including the identity and responsibility of the Relevant Person's MLRO and deputy, where applicable; and
      (viii) understand the relevant findings, recommendations, guidance, directives, resolutions, sanctions, notices or other conclusions described in chapter 10; and

      (c) ensure that its AML training:

      (i) is appropriately tailored to the Relevant Person's activities, including its products, services, customers, distribution channels, business partners, level and complexity of its transactions; and
      (ii) indicates the different levels of money laundering risk and vulnerabilities associated with the matters in (c)(i).
      AML 13.2.2

      A Relevant Person must have policies, procedures, systems and controls to ensure that whenever any Employee, acting in the ordinary course of his employment, either:

      (a) knows;
      (b) suspects; or
      (c) has reasonable grounds for knowing or suspecting;

      that a person is engaged in or attempting money laundering or terrorist financing, that Employee promptly notifies the Relevant Person's MLRO Senior Executive Officer and provides the MLRO Senior Executive Officer with all relevant details.

      AML 13.3.1

      A Relevant Person must ensure that where the Relevant Person's MLRO Senior Executive Officer receives a notification under Rule 13.2.2, the MLRO Senior Executive Officer, without delay:

      (a) investigates and documents the circumstances in relation to which the notification made under Rule 13.2.2 was made;
      (b) determines whether in accordance with Federal Law No. 4 of 2002 a Suspicious Activity Report must be made to the AMLSCU and documents such determination;
      (c) if required, makes a Suspicious Activity Report to the AMLSCU as soon as practicable; and
      (d) notifies the DFSA of the making of such Suspicious Activity Report immediately following its submission to the AMLSCU.
      AML 13.3.2

      Where, following a notification to the MLRO Senior Executive Officer under 13.2.2, no Suspicious Activity Report is made, a Relevant Person must record the reasons for not making a Suspicious Activity Report.

      AML 13.3.3

      A Relevant Person must ensure that if the MLRO Senior Executive Officer decides to make a Suspicious Activity Report, his decision is made independently and is not subject to the consent or approval of any other person.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on 19 April 2018.

      The waivers in COB Rule 11.5.3, GEN Section 5.2, Rules 5.3.4, 5.3.5, 5.3.6, 5.3.13, 5.3.14, 5.3.15, 5.3.16, 5.3.17, 5.3.30, 5.3.31, 7.4.5, 7.4.6, 7.4.8, Section 8 and AML Rules 11.2.1, 11.2.3, 11.2.4 will remain in force until the Test Period ends. The other waivers will remain in force until revoked by the DFSA.

      The modifications in GEN Rules 5.3.9, 5.3.10, 7.4.2, 7.5.1, 7.6.13, PIB Rule 3.6.2 and AML Rules 11.2.5, 11.3.1, 11.4.1, 12.1.1, 13.2.2, 13.3.1, 13.3.2, 13.3.3 will remain in force until the Test Period ends. The other modifications will remain in force until revoked by the DFSA.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms (other than any terms that are specifically defined above in lower case) are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      "Test Period" means the period specified on the Licensee's Licence during which the Licensee may test its Real Estate Crowdfunding Platform.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Ian Johnston


      Position: Chief Executive
      DATE OF ISSUE: 19 April 2018

    • W562/2018 — Starr Underwriting Agents (Dubai) Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Starr Underwriting Agents (Dubai) Limited
      Address Level 4, Precinct Building 2, DIFC, PO Box 507061, Dubai,
      UAE
      DFSA Firm Reference No. F003221
      Notice No. W562/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 26 March 2018

    • W561/2018 — Moody's Investors Service Middle East Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To Moody's Investors Service Middle East Limited
      Address Level 3, Gate Precinct Building 3, DIFC, PO Box 506845,
      Dubai, United Arab Emirates
      DFSA Firm Reference No. F002033
      Notice No. W561/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a), (c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 25 March 2018

    • W560/2018 — Dalma Capital Management Limited

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To Dalma Capital Management Limited
      Address Suite 103 & 104, Level 1, Gate Village 5, DIFC, PO Box 9361,
      Dubai, UAE
      DFSA Firm Reference No. F002345
      Notice No. W560/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in respect of Quencia Open Ended PCC Limited in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. The un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      CIR 8.2.4

      For the purposes of the Rules in this module, an Eligible Custodian is a Person who is a separate legal entity from the Fund Manager and who also meets one of the following criteria:

      ...

      (h) a legal entity that is:
      (i) controlled and wholly the Subsidiary of a regulated bank majority owned by one or more of the national governments of the five member states of the Gulf Cooperation Council, other than the State; and
      (ii) authorised to provide custody services, and supervised, by a Financial Services Regulator of at least one of the national governments specified in (i).

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 18 March 2018

    • W559/2018 — Markel International (Dubai) Limited

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Markel International (Dubai) Limited
      Address Precinct Building 2, Level 3, DIFC, PO Box 506914, Dubai, UAE
      DFSA Firm Reference No. F002699
      Notice No. W559/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt
      Position: Managing Director, Supervision
      DATE OF ISSUE: 7 March 2018

    • W558/2018 — Gateway Investment Management Services (DIFC) Ltd.

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      MODIFICATION NOTICE

      To Gateway Investment Management Services (DIFC) Ltd.
      Address Level 5, Gate Village 6, DIFC, PO Box 506822, Dubai, UAE
      DFSA Firm Reference No. F001118
      Notice No. W558/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of Table A do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE A
      Rule Modified Text
      CIR 13.5.1

      (1) The above mentioned Person, being the A Fund Manager of Manrre REIT (CEIC) Limited ("the Fund"), or any Person making an Offer of, or otherwise marketing, a Unit of the Fund or otherwise marketing a Fund, must not is not prohibited from including include the term "Real Estate Investment Trust" or "REIT" in the Fund's name or referring to the Fund or holding the Fund out or refer to a Fund or otherwise hold out a Fund as being a Real Estate Investment Trust or a REIT, as long as the Fund unless it is a Public Property Fund which is constituted in accordance with (2) and complies with the conditions in (3) to (7).

      (2) The Fund is a Qualified Investor Fund A REIT is a Public Property Fund which:

      (a) is constituted either as a closed-ended an Investment Company or as an Investment Trust;
      (b) is primarily aimed at investments in income-generating Real Property; and
      (c) distributes to the Unitholders at least 80% of its audited annual net income.

      (3) The Fund Manager ensures that the Fund complies with all the requirements that would normally apply to a Property Fund which is a Public Fund, except to the extent otherwise specified in (4), (5), and (6).

      (4) The reference to '6 months from the date on which the Units of the Fund are offered to the Public' in CIR Rule 13.4.1(2)(b) is to be read as '24 months from the date on which the Fund Manager notified the DFSA of the initial Offer to issue Units in the Fund'.

      (5) The Fund Manager is not required to comply with CIR Rule 14.3.1, as long as it complies with the requirements applicable to a Qualified Investor Fund with regard to the Fund's Information Memorandum.

      (6) The Fund Manager is not required to have in place adequate oversight arrangements referred to in CIR Section 10.3, or to ensure the duties of an oversight provider are carried out, for a period of 24 months from the date of this relief, or the day prior to the admission of the Fund to the Official List of Securities, whichever occurs first.

      (3)(7) If at any time during the operation of the Fund the requirements in (2) to (6) are not met, the Fund Manager, and, if appointed the Trustee, must immediately notify the DFSA and the exchange of the failure to meet the requirements in these Rules and what measures have been or will be taken to remedy the breach.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue of this notice and remains in force for 24 months from the date on which the Fund notified the DFSA of its initial Offer to issue Units in the Fund, or until the admission of the Fund to the Official List of Securities, whichever occurs first.

      INTERPRETATION

      The provisions in this notice are to be constructed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisaton of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 26 February 2018

    • W557/2018 — Berkshire Hathaway Specialty Insurance Company

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      WAIVER NOTICE

      To Berkshire Hathaway Specialty Insurance Company
      Address Unit 2106-B, Level 21, Index Tower, DIFC, P.O. Box 506861, Dubai,
      UAE
      DFSA Firm Reference No. F004309
      Notice No. W557/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the table herein do not apply to the above mentioned Person.

      RULES WAIVED

      Rulebook Module Rule
      PIN Chapter 4 Rules 4.3.2 - 4.3.4 (inclusive)(Capital)
      PIN Chapter 6 Rule 6.2.4 (Financial Reporting)
      PIN Chapter 7 All sections (Actuaries)

      CONDITIONS

      The waiver in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies provides the following documents and information in the English language to the DFSA within ten business days of the date they are due to be submitted to its home state Financial Services Regulator:

      (a) Its annual audited published accounts as provided to its home state Financial Services Regulator;
      (b) Any solo solvency requirement and capital adequacy requirement statement and/or returns required under its home state regulations and provided to its home state Financial Services Regulator;
      (c) Any Group solvency and capital adequacy report that is submitted to its home state Financial Services Regulator; and
      (d) In the event of any anticipated or actual breach of any prudential requirements, which require notification to its home state Financial Services Regulator, such notification is provided to DFSA forthwith with any relevant documents.

      If any one or more of the conditions stated above are breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above mentioned Person in the form set out in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt
      Position: Managing Director, Supervision
      DATE OF ISSUE: 12 February 2018

    • W556/2018 — Berkshire Hathaway Specialty Insurance Company

      Click herehere to view PDF.

      MODIFICATION NOTICE

      To Berkshire Hathaway Specialty Insurance Company
      Address Unit 2106-B, Level 21, Index Tower, DIFC, P.O. Box 506861,
      Dubai, UAE
      DFSA Firm Reference No. F004309
      Notice No. W556/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      GEN 8.2.2.

      (1) An Authorised Person must, except as provided under Rule 8.2.3, prepare and maintain all financial statements in accordance with:

      (a) the International Financial Reporting Standards (IFRS); or
      (b) the Generally Accepted Accounting Principles in the United States of America (US GAAP).

      (2) In this Rule, US GAAP has the meaning given to that term in statement no. 162 issued by the Financial Accounting Standards Board.

      GEN 8.6.1

      An Authorised Person must, in writing, require its Auditor to;

      (a) conduct an audit of and produce a Financial Statement Auditor's Report on the Authorised Person's financial statements in accordance with the International Standards on Auditing, or the Generally Accepted Auditing Standards (US GAAS) issued by the American Institute of Certified Public Accountants Auditing Standards Board and the Auditing Standards of the Public Company Accounting Oversight Board of the United States;
      (b) produce a Regulatory Returns Auditor's Report in accordance with the Rules in AUD App1 as relevant;
      (c) produce, if the Authorised Firm is permitted to control or hold Client Money, a Client Money Auditor's Report in accordance with the Rules in AUD App2;
      (d) produce, if the Authorised Firm is permitted to control or hold Insurance Monies, an Insurance Monies Auditor's Report in accordance with the Rules in AUD App3; and
      (e) produce, if the Authorised Firm is permitted to hold or control Client Investments, Arrange Custody or Provide Custody in or from the DIFC, a Safe Custody Auditor's Report in respect of such business as applicable, in accordance with the Rules in AUD App4.

      CONDITIONS

      The modification in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies carries on Financial Services through a Branch in the DIFC.

      If this condition stated above in breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above menioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be constructed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisaton of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 12 February 2018

    • W555/2018 — Berkshire Hathaway Specialty Insurance Company

      Click herehere to view PDF.

      WAIVER AND MODIFICATION NOTICE

      To Berkshire Hathaway Specialty Insurance Company
      Address Unit 2106-B, Level 21, Index Tower, DIFC, P.O. Box
      506861, Dubai, UAE
      DFSA Firm Reference No. F004309
      Notice No. W555/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt
      Position: Managing Director, Supervision
      DATE OF ISSUE: 12 February 2018

    • W554/2018 — ICBC Standard Bank Plc (DIFC Branch)

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      WAIVER AND MODIFICATION NOTICE

      To ICBC Standard Bank Plc (DIFC Branch)
      Address Office 1501, 15th Floor, Al Fattan Currency House, Tower
      2, DIFC, PO Box 506962, Dubai, UAE
      DFSA Firm Reference No. F000028
      Notice No. W554/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      1. The Rules specified in Table A herein do not apply to the above mentioned Person.

      AND.

      2. The Rules specified in the left hand column of Table B herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES WAIVED

      TABLE A
      Rulebook Module Rule
      AML Chapter 11 Rule 11.2.1(2)

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      TABLE B
      Rule Modified Text
      GEN 7.5.2 The Authorised Individuals referred to in Rule 7.5.1(1)(a),(c) and (d) must be resident in the U.A.E.

      CONDITIONS

      None.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force for 12 months thereafter or until further notice, whichever is the earlier.

      INTERPRETATION

      The provisions in this notice are to be construed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisation of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning.

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt
      Position: Managing Director, Supervision
      DATE OF ISSUE: 17 January 2018

    • W553/2018 — Mizuho International plc

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      MODIFICATION NOTICE

      To Mizuho International plc
      Address The Gate Building, East Wing, Level 5, Unit 501, DIFC,
      PO Box 506607, Dubai, UAE
      DFSA Firm Reference No. F004328
      Notice No. W553/2018

      THE DFSA HEREBY GIVES NOTICE THAT:

      The Rules specified in the left hand column of the table herein do not apply to the above mentioned Person in the form appearing in the Rulebook but instead apply as modified in the right hand column of the table.

      RULES MODIFIED

      The Rules specified in the left hand column are modified to the extent shown in the right hand column of the table below. In this table, underlining indicates new text and striking through indicates deleted text, otherwise the Rule remains unaltered. Where a significant number of the paragraphs of the Rule remain un-altered the entire Rule may not be reproduced in the table. In such circumstances the un-altered parts of the Rule will be referred to by the relevant identifying paragraph number or letter, as the case may be.

      Rule Modified Text
      GEN 8.2.2.

      (1) An Authorised Person must, except as provided under Rule 8.2.3, prepare and maintain all financial statements in accordance with:

      (a) the International Financial Reporting Standards (IFRS); or
      (b) the Generally Accepted Accounting Principles in the United Kingdom (UK GAAP).

      (2) In this Rule, UK GAAP means accounting and valuation principles set-out in the guidelines of the UK Accounting Standards Board.

      GEN 8.6.1

      An Authorised Person must, in writing, require its Auditor to;

      (a) conduct an audit of and produce a Financial Statement Auditor's Report on the Authorised Person's financial statements in accordance with the International Standards on Auditing, or the International Standards on Auditing (UK and Ireland) (ISAs (UK and Ireland)) issued by the UK Audit and Assurance Council;
      (b) produce a Regulatory Returns Auditor's Report in accordance with the Rules in AUD App1 as relevant;
      (c) produce, if the Authorised Firm is permitted to control or hold Client Money, a Client Money Auditor's Report in accordance with the Rules in AUD App2;
      (d) produce, if the Authorised Firm is permitted to control or hold Insurance Monies, an Insurance Monies Auditor's Report in accordance with the Rules in AUD App3; and
      (e) produce, if the Authorised Firm is permitted to hold or control Client Investments, Arrange Custody or Provide Custody in or from the DIFC, a Safe Custody Auditor's Report in respect of such business as applicable, in accordance with the Rules in AUD App4.

      CONDITIONS

      The modification in respect of the Rules specified above remains in effect for the duration of the period set out below on condition that the above named Person to whom this notice applies carries on Financial Services through a Branch in the DIFC.

      If this condition stated above in breached, this notice ceases to have effect forthwith and the Rules specified in the table herein apply to the above menioned Person to whom this notice applies in their unmodified form as they appear in the applicable module of the Rulebook in force at the relevant time.

      EFFECTIVE PERIOD

      This notice comes into effect on the date of issue and remains in force until further notice.

      INTERPRETATION

      The provisions in this notice are to be constructed in accordance with GEN section 6.2 as if these provisions are provisions of the Rulebook.

      Defined terms are identified in this notice by the capitalisaton of the initial letter of a word or of each word in a phrase and are defined in the Glossary (GLO). Unless the context otherwise requires, where capitalisation of the initial letter is not used, an expression has its natural meaning

      THIS NOTICE IS ISSUED UNDER ARTICLE 25 OF THE REGULATORY LAW 2004 BY:

      Name: Bryan Stirewalt


      Position: Managing Director, Supervision
      DATE OF ISSUE: 14 January 2018