What can a compliance adviser do to assist a Reporting Entity?

17. To assist a Reporting Entity to meet its continuing regulatory obligations, particularly those prescribed in Rule 8, OSR App2, OSR App3 and OSR App4 of the OSRs, a compliance adviser may consider it useful, among other things, to:
(a) accompany the Reporting Entity to any meetings with the DFSA, unless otherwise requested by the DFSA; and
(b) discuss with the Reporting Entity;
(i) the disclosure of any Material Information as required under OSR rule 8.2.1(1) before such disclosure is made;
(ii) a submission of non-disclosure notification as required under OSR rule 8.3.1(1) before such submission is made;
(iii) a transaction or event in OSR App2, OSR App3 and OSR App4 which may require disclosure before such event is contemplated;
(iv) any material deviation from any forecast, estimate or other information in the Prospectus or equivalent document;
(v) any change to the intended use of proceeds of an Offer as outlined in the Prospectus or equivalent document before any such use by the Reporting Entity;
(vi) the Reporting Entity's operating performance and financial condition by reference to the Reporting Entity's business objectives and use of issue proceeds as stated in its Prospectus or equivalent document;
(vii) the Reporting Entity's compliance with the terms and conditions of any waivers granted from the Markets Law and OSR Module;
(viii) whether any profit forecast or estimate in the Prospectus or equivalent document will be or has been met by the Reporting Entity and whether it is appropriate to notify the DFSA and make disclosure in a timely and appropriate manner;
(ix) compliance with any undertakings provided by the Reporting Entity and its directors at the time of becoming a Reporting Entity and in the event of non-compliance, discuss the issue with the Reporting Entity's board of directors and make recommendations to the board regarding appropriate remedial steps; and
(x) information to be provided by the Reporting Entity further to a DFSA request.
The above list is not mandatory or exhaustive, but merely a guide to highlight some of the continuing regulatory obligations of Reporting Entities and those for which compliance advisers will likely provide specific assistance.

Dubai Financial Services Authority
7 June 2006