AL MAQTARI AUDITING

1. AL MAQTARI AUDITING ABU DHABI,DUBAI & SHARJAH -UAE

2. AGN Al Maqtari Auditing • Al Maqtari Auditing is one of the leading professional firms of Auditors and Consultants in UAE. Our membership with AGN International which is a worldwide association of separate and independent Accounting and Consulting firms helps us to bring the world closer to our clients. • Al Maqtari Auditing has been providing quality audit and assurance and other consulting services for the past 30 years to the UAE business community. It includes support services to the Judicial System of the country by providing expert and forensic accounting services, Arbitration, trust work and inheritances management. • Our team includes qualified Chartered Accountants, FCAAs, CPAs, CISAs, CIAs. • Our commercial arbitrators are qualified members of the UK Institute of Chartered Arbitrators. The firm is registered arbitrator at the various arbitration centers in the UAE. • We have registration in all major Free Zones of UAE and are well equipped to carry out our professional services in all Emirates of UAE.

3. Al Maqtari Auditing was established in Abu Dhabi , U.A.E. in 1986 and is operating through its main offices in Abu Dhabi, Dubai (2 offices) and Sharjah. We are planning to set up a branch in the Sultanate of Oman with the partnership of an Omani Accountant. Ahmed Mohammed Al Maqtari is the Managing Director and founder partner of Al Maqtari Auditing. Mohandas Balakrishnan is the Managing partner in Dubai . • Al Maqtari Auditing is registered in RAK Free Zone, Ras Al Khaimah, UAE. • Al Maqtari Auditing is registered as Auditor for auditing non-regulated DIFC entities operating there. • Al Maqtari Auditing is a registered offshore Agent in JAFZA & RAKIA (RAK Investment Authority) Free Zones. • Al Maqtari Auditing has been approved as a registered PCAOB (Public Company Accounting Oversight Board) Auditor in UAE.

4. Management team Our management team comprises of qualified Chartered Accountants, Certified Public Accountants with adequate experience in audit, accounting and financial consulting. Their experience includes senior positions with big four audit firms and large business houses. We have 5 partners and around 30 staff working in UAE. The staff consists of professional Accountants from India, Philippines, Sri Lanka, Sudan and Egypt.

5. Ahmed Mohamed Al Maqtari: FCCA • Associate – Institute of Chartered Arbitrators • Member – Institute of Chartered Arbitrators • Registered arbitrator with the Abu Dhabi Chamber of Commerce , Commercial Arbitration Centre and the Bahrain based Gulf Cooperation Council (GCC) Arbitration Centre. • Spicer & Pegler, Cambridge, U.K. (4 years) • Fisons Ltd. Agrochemical Division, Harston, Cambridge, U.K.(3years) • Ernst and Whinney, Dubai, U.A.E. (1 year) • Abu Dhabi Company for Onshore Oil operations (ADCO) Abu Dhabi, U.A.E. (16 years) • Presently with Al Maqtari Auditing as Managing Director

6. Mohandas Balakrishnan:FCA, CISA, CIA • Qualified Chartered Accountant from India with over 30 years of expertise in the field of Accounting ,External Audit ,Internal Audit and Compliance Audit. • Career with Deloitte & Touché , Muscat & Dubai, Oman. (2 years) • BKR International, Dubai as Audit Manager. (10 years) • M&M Auditing, CPA Associates International, Dubai as Managing Partner. (6 years) • Presently with Al Maqtari Auditing, Dubai, UAE as Managing Partner since 2011.

7. Services We provide a vast array of services to our clients, and cover most business and finance related areas. • Auditing - External Our Audit emphasizes planning and conducting the work in accordance with International standards on Auditing (ISAs) pronounced by International Auditing and Assurance Standards Board (IASSB) under the auspices of the International Federation of Accountants (IFAC) and applicable requirements of the UAE laws. • Auditing – Internal We are fully equipped to provide internal audit solutions. We have undertaken assignments in major brokerage firms in Dubai (Compliance auditor) in accordance with the regulations of Securities and Commodities Authority –SCA.

8. Financial consulting Our financial consulting services include, consulting for sourcing and structuring finance, preparation of project reports, feasibility reports and developing financial strategy. • Business Consulting Our consulting services include establishment of business plan, feasibility study in conjunction with management, review of business process, profit improvement studies, corporate advice, free zone services and formulation of business and financial strategy. • Accounting Our accounting services include, computerized accounting of all business transactions to assure that the accounts are prepared in accordance with International Financial Reporting Standards issued by IASB. We do reconciliation of accounts, periodical management accounts and reports, analysis of management reports, and preparation of annual financial statements.

9. Other services Other services include, • Incorporation of companies in free zones, • Registration of Limited Liability Companies, • Incorporation /Acting as agents for offshore companies established in JAFZA & RAKIA, • Arbitration • Liquidation • Feasibility Studies • Company Valuation

10. Doing Business in UAESalient features of Companies in the UAE • 100 per cent foreign ownership • 100 per cent import and export tax exemptions • 100 per cent repatriation of capital and profits • No corporate taxes, no personal income taxes, No withholding tax • No employees recruitment restrictions

11. Abu Dhabi • FREE ZONES Establishing a business entity in specialized economic zones (Free Zones) can be an attractive option for foreign investors and businesses. Free Zones contribute to stimulating the economy by attracting foreign direct investment, generating thousands of jobs, increasing non-oil exports, encouraging the setting up of ancillary industries, and helping in the transfer of knowledge, expertise and technology to the country. KIZAD MASDAR Abu Dhabi Airport Business City NEXT

12. KIZAD • The Khalifa Industrial Zone Abu Dhabi (Kizad), is one of the world’s largest industrial zones. This mega-project, which is a part of Abu Dhabi Ports Company(ADPC), will span 417 sq km and proved to be an integral part in the Abu Dhabi Government’s Economic Vision of diversifying its economy. • Kizad has outstanding access to global markets and low cost operating environment. It offers both Free Zone and Non-Free Zone options for companies. • Through its vertically-integrated clusters, Kizad will bring together upstream, midstream, and downstream producers, offering business's efficiencies of scale. Industries will further benefit from Kizad’s low cost power, water and gas along with no custom duties to pay and being in a tax haven location. In addition, potential tenants will be subject to competitive leasing costs. BACK

13. MASDAR • Masdar is a multi-faceted company advancing the development, commercialization and deployment of renewable energy solutions and clean technologies. • Masdar City, a six-square- kilometer special economic zone, is a place where businesses can thrive and innovation can flourish. • As a special economic zone, Masdar City offers, amongst other benefits , a rapid set-up process , reduced tax footprint and pro-business environment. Economic benefits include: • 100% foreign ownership • Quick and easy set up • No corporate or personal taxes • Unrestricted repatriation of both capital and profits. BACK

14. Abu Dhabi Airport Business City • As part of the Government of Abu Dhabi’s Vision 2030 for the Emirate to become a dynamic economy, we have established Abu Dhabi Airport Business City to own, operate, develop and manage business/logistics parks and business centres – known as Free Zones - around our airports. • These Free Zones provide comprehensive warehousing and fully serviced office solutions to a broad spectrum of business sectors, along with a number of other significant and very unique advantages. BACK

15. Expo2020 –Dubai, UAE • A World Expo in Dubai in 2020 would be the first to be held in the MENASA (Middle East, North Africa and South Asia) region. As the global community faces ever more complex, and increasingly interconnected challenges, the links between people, societies and ideas have never been more important. Dubai Expo 2020 will be a platform for connectivity to help pioneer new partnerships for growth and sustainability for the future.

16. World Expos The Great Exhibition, held in London in 1851, inaugurated World Expos as the hallmark events of a world aspiring to strengthen its connections, celebrate its cultural diversity and marvel at its technological wonders. Today, World Expos remain a key meeting point for the global community to share innovations and make progress on issues of international importance such as the global economy, sustainable development and improved quality of life for the world’s population.Every five years, World Expos attract millions of visitors who explore and discover pavilions, exhibitions and cultural events staged by hundreds of participants including nations, international organisations and businesses.Each World Expo is a catalyst for economic, cultural and social transformation and generates important legacies for the host city and nation. For instance, Shanghai 2010 World Expo helped transform a heavily industrial city-centre area into a thriving cultural and commercial district while also bringing its theme “Better City, Better Life” to the attention of 73 million people.The next World Expo will take place in Milan, Italy, in 2015. The focus: “Feeding the Planet, Energy for Life”.

17. Theme Expo 2020 • Dubai has a long history of facilitating connections and pioneering new ideas and Dubai Expo 2020 would be no different, with a predicted 70 per cent of the expected 25 million visitors originating from outside the host nation, making it the most spectacular international event in the history of Expo. • It would therefore provide a unique platform for the global community to come together and explore creative and pioneering solutions to the three subthemes which have been identified as key drivers of global development:Sustainability - lasting sources of energy and waterMobility - smart systems of logistics and transportationOpportunity - new paths to economic developmentThe focus will be on exploring their interdependencies and identifying potential partnerships, ultimately resulting in a legacy of innovation.

18. Dubai • Jebel Ali • DIFC • Dubai Multi Commodities Centre (DMCC) • Dubai Silicon Oasis (DSO) • Dubai Internet City (DIC) • Dubai Media City (DMC) • Dubai Knowledge Village (DKV) • Dubai International Academic City (DIAC) • Dubai Healthcare City (DHCC) • Dubai World Central – Logistics City • RAS AL KHAIMAH OFFSHORE NEXT

19. Jebel Ali Free Zone Offshore Cos JAFZA Offshore companies are special status non-resident companies formed as per the JAFZA Offshore Companies Regulations 2003. The offshore companies’ shares may be subscribed by individuals or corporate bodies both residents and non-residents of UAE. Such type of companies can be used as special purpose vehicles for commercial investment & owning freehold properties in UAE. • Company Status-Limited Liability • Shareholders-Minimum One; no maximum • Suffix to the Name-‘Limited’ • Capital Structure-Decided by the Shareholders • Shares-Must be fully paid up when allotted No Bearer Shares allowed All shares must be of same class • Administration-Must have a Registered Agent approved by JAFZA Registered office may be in JAFZA or in Dubai • Directors-Minimum two directors • Secretary-Must have a Secretary • RegistrationFee-AED 10,000 • Renewal-Registration must be renewed annually (fee AED 2,500) BACK

20. DIFC • One of the principal factors behind the success of DIFC is its independent risk-based regulator, the Dubai Financial Services Authority (DFSA), which grants licenses and regulates the activities of financial services conducted through DIFC. • Access a dynamic and growing region from a modern and secure banking environment • Insurance • Expand your reach with our world-class infrastructure, legislation and regulation • Wealth Management • Expand your regional business with a presence in Dubai • Capital Markets • Use our international platform to access regional markets • Commercial Firms • Professional Services • Explore an unprecedented professional services opportunity • Management Offices • Choose the optimal corporate or family headquarters • Global Corporates • Benefit from our familiar regulations and tax-optimized structure • Retailers • Reach the professional community BACK

21. Dubai Multi Commodities Centre (DMCC) • Managed by-DMCC Authority • Segments- Commodities, Gold, Diamond, Pearl, Tea, Cotton, Metals, Minerals • Type of Legal Entities-DMCC Company • Minimum Capital (physical)-AED 200,000 • No. of shareholders- Minimum one; No Maximum (Subscription must be AED 50,000 over and above the standard minimum capital) • Shareholding Structure- Natural Person(s) and/or Corporate(s) • Facilities Offered- Office, Land, Light Industrial Unit (Jewellery and Gemplex) BACK

22. Dubai Silicon Oasis (DSO) • Segments- Microelectronics: Integrated Circuit Design, EDA Tools, Nanotechnology, Photovoltaic Industry, Semiconductor Industry. General Activities: Information Technology, Telecommunication, Electronics, Computer Hardware, Software Development and Solutions, Electrical Appliances & Equipment • Type of Legal Entities- Free Zone Establishment (FZE), Free Zone Company (FZCO), Branch of Local Company, Branch of Foreign Company • Minimum Capital (physical)-FZE: AED 100,000 (represented by 1 share); FZCO: AED 100,000 • No. of shareholders- FZE: One FZCO: Minimum 2 and Maximum 10 • Shareholding Structure-Natural Person(s) and/or Corporate(s) • Facilities Offered- Pre-furnished Office, Light Industrial Unit (LIU), Land BACK

23. Dubai Internet City (DIC) • Managed by- TECOM Investments Regulated by Dubai Technology & Media Free Zone Authority (DTMFZA) • Segments- Software, Internet and Multimedia, Telecommunication and Network, IT Services • No. of shareholders-Minimum One and Maximum Fifty • Shareholding Structure-Natural Person(s) and/or Corporate(s) BACK

24. Dubai Media City (DMC) • Managed by- TECOM Investments Regulated by Dubai Technology & Media Free Zone Authority (DTMFZA) • Segments- Advertising and Communication, Media and Marketing Services, Media Support Services, Event Management, Event Support Services, Media Consultancy, New Media, Freelancers and Non-Profit Association • Type of Legal Entities- Free Zone Limited Liability Company (FZ-LLC), Branch of Local Company, Branch of Foreign Company • Minimum Capital (physical)- AED 50,000; AED 2,500,000 for activities within Broadcasting TV Segment and Broadcasting Radio Segment (except IP streaming) Branch: N/A • No. of shareholders-Minimum One and Maximum Fifty • Shareholding Structure-Natural Person(s) and/or Corporate(s) BACK

25. Dubai Knowledge Village (DKV) • Segments- Human Resource Management, Executive Search, Content Development Centre, Assessment and Testing, Linguistics, Research & Development, Academic Service Provider, Human Resource Consultancy • Type of Legal Entities- Free Zone Limited Liability Company (FZ-LLC), Branch of Local Company, Branch of Foreign Company • Minimum Capital (physical)-AED 50,000  • No. of shareholders-Minimum One and Maximum Fifty • Shareholding Structure-Natural Person(s) and/or Corporate(s) BACK

26. Dubai International Academic City (DIAC) • Segments- Higher Education Provider, Online University, Education Service Provider, Non-Academic Service Provider, Branch School, Boarding School, Freelancers • Type of Legal Entities- Free Zone Limited Liability Company (FZ-LLC), Branch of Local Company, Branch of Foreign Company • Minimum Capital (physical)-AED 50,000 • No. of shareholders-Minimum One and Maximum Fifty • Shareholding Structure-Natural Person(s) and/or Corporate(s) BACK

27. Dubai Healthcare City (DHCC) • Segments- Conventional Medical Services, Complimentary and Alternative Medicine, Medical Education and Research, Healthcare Commercial Services, Hospitals, Diagnostic Laboratories, Support Services • Type of Legal Entities- Free Zone Limited Liability Company (FZ-LLC), Branch of Local Company, Branch of Foreign Company • Minimum Capital (physical)- Hospitals : AED 1,000,000 Clinical Outpatient Segment: AED 300,000 All other activities: AED 50,000 • No. of shareholders-Minimum One and Maximum Thirty • Shareholding Structure-Natural Person(s) and/or Corporate(s) • Facilities Offered-Commercial Spaces (Clinics, Offices, Retail Centers) BACK

28. Dubai World Central – Logistics City • Segments- Logistics, Specified Light Manufacturing, General Trading, Service, Education (specific) • Type of Legal Entities- DWC Limited Liability Company (DWC-LLC), Branch of Local Company, Branch of Foreign Company • Minimum Capital- AED 300,000; value per share is AED 1.00 each • No. of shareholders-Minimum One; Maximum Five • Shareholding Structure-Natural Person(s) and/or Corporate(s) • Facilities Offered-Offices in Business Park, Warehouses, Plot of Land BACK

29. RAS AL KHAIMAH OFFSHORE • Expanding and shifting your business activity through a UAE Offshore Company set up. • The International Business Companies (IBC) Registry allows foreign investors to register offshore companies as RAK Offshore, a division of RAK Investment Authority (RAKIA) without the need to establish a physical presence in the UAE. • Companies are usually incorporated within 24 hours. Any non-resident individual or corporate entity can register a company. BACK

30. Main activities of UAE OFFSHORE COMPANY • Activities held outside the UAE • Activities held inside UAE • Fiscal & Regulatory benefits of UAE OFFSHORE COMPANY • Main features of UAE OFFSHORE COMPANY NEXT

31. Activities held outside the UAE • General Trading • Consulting and Advisory Services • Holding Company • Property Owning • International services • Professional Services • Shipping and ship management companies BACK

32. Activities held inside UAE • Holding Assets • Invoicing • Holding Bank Account • Property Owning (Freehold Areas) BACK

33. Fiscal & Regulatory benefits of UAE OFFSHORE COMPANY • 100% income tax exemption • 100% corporate tax exemption • 100% capital and profit repatriation • 100% ownership in Free Zones • No capital gains tax • No Value-added tax • No Withholding tax • Proximity to entire Gulf and global markets BACK

34. Main features of UAE OFFSHORE COMPANY • It does not need to have physical offices in the UAE. • It may not carry on business within the UAE. • It may not obtain UAE Residency Visa. • It may have non UAE resident as director or shareholder. • It may have UAE resident as director or shareholder. • It may have corporate shareholder/corporate director • It does not require the shareholder/director to be physically present in the UAE for incorporation. • It may own real estate in the UAE, with prior authorization from RAK Investment Authority. • It may not do banking and insurance business without special license. • It may maintain bank accounts and deposits in the UAE or worldwide. • It is not obliged to maintain its books and records. • It may hold shares in other UAE and worldwide companies. BACK

35. Corporate Bank Account • Physical Office not required • Asset Protection in Case of Death • Confidentiality • How many shareholders a RAK offshore can have? • What is the minimum capital required? • How many Directors can a RAK Offshore company can have? • What should be the registered address of the RAK Offshore... • What about the taxation? • What about the confidentiality? • Is the RAK Offshore company subject to audit? • How long it takes to set up a RAK Offshore company? NEXT

36. Corporate Bank Account • Bank account opening with UAE prime banks, multi-currency, with full internet access, making it easier for international money transfers. (No cheque book will be provided for offshore cos. Only bank transfer is possible.) BACK

37. Physical Office not required • No physical office in the UAE required with the Offshore License. You will use the physical address of the registered agent, saving you a lot of operational costs in terms of renting offices. BACK

38. Asset Protection in Case of Death • In case of death, corporate ownership of assets (such as properties) is transferred via simple company share transfer to new beneficial owner, saving a lot of legal inheritance troubles and costs. BACK

39. Confidentiality • Corporate ownership and business ensures beneficial owner's confidentiality. BACK

40. How many shareholders a RAK offshore can have? RAK Offshore IBC can have minimum one shareholder and a maximum limit of 15 shareholders whose liability is limited to their shares in the company's capital. 100% foreign ownership of the company is allowed. There is no public register of shareholders and directors. Shareholders don’t need to visit RAK to sign the incorporation documents. BACK

41. What is the minimum capital required? Minimum capital is not required for the incorporation of an offshore company. But it has to be mentioned on the MOA. Bearer shares are not allowed. AE Dirham and US Dollar can be used as the denomination for the capital. BACK

42. How many Directors can a RAK Offshore company can have? • A minimum of one director and one secretary are required and they can be bodies corporate. The director can also be a secretary. A register of directors must be held at the registered office, but it is not a matter of public record. BACK

43. What should be the registered address of the RAK Offshore company? • Registered office and local agentRak Offshore IBC must maintain a local registered agent approved by the local authorities and a local registered office, which is usually provided by the registered agent. BACK

44. What about the taxation? Rak Offshore IBC doesn’t pay taxes on profit and capital gains, No value-added tax, No withholding tax. BACK

45. What about the confidentiality? All information, documents are strictly kept confidential. BACK

46. Is the RAK Offshore company subject to audit? Audit and financial returnsNo annual reports or accounts need to be filed. Accounts must be audited and accounts must be distributed to shareholders (but NOT filed with the authorities). Rak Offshore IBC may retain their accounting records wherever in the world the directors deem appropriate. BACK

47. How long it takes to set up a RAK Offshore company? • Usually it is one working day. BACK

48. What are the required documents to open a RAK Offshore company? • Documents required - Offshore Company • Application Forms ( Reservation of name, consent of shareholder, consent of director, consent of secretary, application for incorporation) • MOA - prepared by the registered agents For Individual Applicants • Passport Copy • Bank Reference Letter - original required • Proof of residence (Utility bill) - original required • Any other documents requested by the Registrar during the incorporation For Corporate Entity Applicants • Copy of license or incorporation certificate issued by the chamber of commerce or any other body – Apostilled/ attested. • Shareholder’s resolution - Attested ( deciding to acquire shares of the RAK Offshore company to be incorporated) • MOA of the parental company – Apostilled/ attested • Passport Copy of the Director and Shareholders - • Good Standing Certificate – Attested • Attested Incumbency certificate (which mention the name of shareholders and directors) • Any other documents requested by the Registrar during the incorporation If that corporate entity is again owned by another company, the same documents mentioned above are required till final level to get to know the initial beneficiary owner.

49. What a RAK Offshore company may and may not do? • It may have non UAE resident as director or shareholder. It may have UAE resident as director or shareholder. It may have corporate shareholder/corporate director • It does not require the shareholder/director to be physically present in the UAE for incorporation • It may hold shares in other UAE and worldwide companies. • It may maintain bank accounts and deposits in the UAE or worldwide. • It may own real estate in the UAE, with prior authorization from RAK Investment Authority. • It is not obliged to maintain its books and records.It cannot have physical offices in the UAE.It may not carry on business within the UAE.It may not obtain UAE Residency Visa. It may not do banking and insurance business without special license. • What are the main activities that a RAK Offshore company can hold inside UAE? • Holding Bank Account • Property Owning (Freehold Areas) • Holding Assets

50. What is the denomination of share capital? AE Dirham and US Dollar can be used as the denomination for the capital. • Is there any residency requirement on shareholders or shareholders' meetings? No • Are corporate directors or corporate shareholders permitted? Yes. Corporate entities are even permitted to hold shares in RAK Offshore companies.