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Dubai Financial Services Authority (DFSA): Contents

Dubai Financial Services Authority (DFSA)
Laws
Rulebook Modules
Collective Investment Rules (CIR) [VER25/07-19]
Part 6 Rules Specific to Specialist Classes of Domestic Funds
Sourcebook Modules
Consultation Papers
Policy Statements
DFSA Codes of Practice
Amendments to Legislation
Media Releases
Notices
Financial Markets Tribunal
Archive

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  • Use of Special Purpose Vehicles

    • CIR 13.4.10

      (1) The Fund ManagerG of a Property FundG may hold Real PropertyG for the FundG through a Special Purpose VehicleG , subject to (2) and (3), only if the FundG has majority ownership and control of the Special Purpose VehicleG .
      (2) A Special Purpose VehicleG set up by the Fund ManagerG of a FundG under (1) may itself hold Real PropertyG through another Special Purpose VehicleG (the second Special Purpose VehicleG ) for the sole purpose of directly holding Real PropertyG for the FundG or arranging financing for the FundG but the second Special Purpose VehicleG must not hold Real PropertyG for the FundG through another Special Purpose VehicleG .
      (3) The Fund ManagerG of the FundG must ensure that:
      (a) neither the ConstitutionG of any Special Purpose VehicleG nor the organisation, transactions or activities of such vehicles under any circumstance contravene any requirements of the RulesG in this section;
      (b) the board of directors of each of the Special Purpose VehiclesG is appointed by the Fund ManagerG in agreement with the TrusteeG or PersonsG performing oversight functions of the FundG where applicable and, where elected, the investment committee; and
      (c) both the FundG and the Special Purpose VehiclesG must appoint the same AuditorG and adopt the same accounting principles and policies.
      Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

      • CIR 13.4.10 Guidance

        Additional Special Purpose VehiclesG may be permitted by the DFSAG by waiver or modification under limited circumstances, such as where the Fund ManagerG can demonstrate to the satisfaction of the DFSAG that the arrangement is necessary for the purpose of meeting the legal or regulatory requirements of another jurisdiction.

        Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]
        [Amended] RM158/2015 (Made 9th December 2015). [VER19/02-16]

    • CIR 13.4.11

      If the FundG acquires Real PropertyG through the acquisition of a Special Purpose VehicleG , the following matters must be complied with by the Fund ManagerG for the purpose of the purchase:

      (a) a report made by the Fund'sG AuditorG must be prepared on:
      (i) the profit and loss of the Special Purpose VehicleG for each of the three years preceding the transaction or any shorter period as is relevant if the Special Purpose VehicleG was in existence for less than three years; and
      (ii) the assets and liabilities of the Special Purpose VehicleG as at the last date, which is no more than 6 months old from the date of the report to which the accounts of the Special Purpose VehicleG were prepared;
      (b) the report required under (a) must:
      (i) indicate how the profits and losses of the Special Purpose VehicleG would, in respect of the SharesG to be acquired, have affected the FundG , if the FundG had at all material times held the SharesG to be acquired; and
      (ii) where the Special Purpose VehicleG has subsidiaries, deal with the profits or losses and the assets and liabilities of the Special Purpose VehicleG and its subsidiaries, either as a whole, or separately; and
      (c) a valuation report in respect of the Special Purpose Vehicle'sG interest in Real PropertyG must be prepared in accordance with the requirements set out in Rules CIR 13.4.18 to CIR 13.4.22.
      Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]