This update is produced on a monthly basis. It provides an update on new legislation in certain Middle East countries (Egypt, Jordan, the Kingdom of Saudi Arabia, Qatar, Turkey, the Sultanate of Oman and the United Arab Emirates) where Dentons has offices. We also include Lebanon updates from our associate firm in Beirut.

This Update is not an exhaustive list of all new legislation, but a summary of new legislation that we feel may be significant for clients. Should you require further detail on any of the laws referred to in this Update, please contact the relevant managing partner. Please note that, in some jurisdictions, new laws may come into effect which have not been officially published in the publications we have reviewed as mentioned below. Also, some of the official publications in these jurisdictions are not published on a regular basis.

Egypt

Ministerial Decree No. 63 of the year 2014
~ Official Journal  – effective on 1 January 2014

Ministerial Decree No. 22 of the year 2014
Official Journal  – effective on 1 January 2014

Decree no. 7 of the year 2014
Cancels Decree No. 363/2009 regarding settling some pending tax litigations between the Egyptian tax authority and taxpayers.
Al-Wakaye Al-Mesreya / Government Bulletin  – effective on 15 January 2014

Presidential Decree-Law No. 166 of the year 2013
Amends some provisions of Law No. 96 of the year 1996 on the regulation of the press.
Official Journal  – effective on 27 December 2013

Decree No. 26 of the year 2014
Amends certain provisions of Decree No. 533/2012 amending the executive regulation promulgated by Decree No. 209 of the year 2009 of Law No. 38/1977 on the regulation of tourism companies.
Al-Wakaye Al-Mesreya / Government Bulletin  – effective on 20 January 2014

Constitution 2014
Official Journal  – effective on 18 January 2014

Lebanon

Capital Markets Authority Update: Brief overview of the regulatory changes that occurred in 2013

Since the appointment of its board members in July 2012, the Capital Markets Authority (CMA) has issued, between May and December 2013, a total of 10 decisions. The CMA was established under Law No. 161/2011 as the financial regulator for capital markets. Under Law No. 161/2011, the CMA is to exercise certain powers and functions that were previously part of the Banque du Liban's (BdL) prerogatives. Most of the decisions issued by the CMA in 2013 have therefore built on the BdL’s regulations. It should be noted that the CMA is chaired by the governor of the BdL, which is intended to make the transition between the two institutions smoother and secure predictability and soundness for the market players.

Decisions Nos. 1, 2, 4 and 5 relate to corporate governance. The CMA has required from collective investment schemes and joint stock companies having more than 20 shareholders and listed on the stock exchange or whose shares are traded over the counter, the adoption of a disclosure policy aiming to protect the interests of both shareholders and stakeholders. It has also specified the information that they need to make available to their shareholders. Moreover, joint stock companies listed on the stock market (referred to as category one) and companies whose shares are traded over the counter but that have more than 20 shareholders and a minimum level of income (categories two and three) are required to establish a compliance department (the CR) as well as an internal audit department (theIAD). Members of the CR and the IAD must not perform any executive or operational functions. Companies belonging to categories one and two are required to appoint at least one external auditor whereas companies belonging to category three must appoint at least two external auditors. The IAD and CR reports that are submitted to the board of directors, as well as the external auditors’ reports, must be made available to the CMA in order to enable the CMA to monitor the market players’ compliance with its decisions and more generally with applicable laws and regulations.

Decisions Nos. 7, 8, 9 and 10 relate to the CMA’s regulatory authority vis-à-vis market players, i.e. mainly financial intermediation companies, the list of which was published by the CMA in 2014. Decision No. 7 constitutes an important milestone in the transition period as it confirms the transfer of authority from the BdL to the CMA with respect to the licensing of financial intermediation companies. The Decision lists the documents that those applying for a financial intermediation company licence must submit to the CMA and those that financial intermediation companies must submit to the CMA each year. Decision No. 10 complements Decision No. 7 as it sets out the conditions for the establishment of each of the three categories of financial intermediation companies currently existing in Lebanon and provides a general framework for their operation. With respect to financial intermediation companies, the CMA has adopted the regulations formerly issued by the BdL. Finally, Decisions Nos. 8 and 9 have required that financial intermediation companies, collective investment schemes, mutual funds and entities that carry out transactions on financial products for their own account or for the account of their customers provide the CMA with a number of documents and information. Here, also, most of the information required is identical in substance to the information previously required by the BdL to verify the qualifications and ethics of the persons working in the banking and financial fields.

In contrast, Decisions Nos. 3 and 6 introduce new regulatory components to the capital markets arena, as they regulate respectively insider trading and crowdfunding.

Crowdfunding activities are now subject to obtaining a licence from the CMA. Decision No. 3 defines a licencing process and specifies the documents that must be submitted by the applicants in order to obtain a licence and the general conditions that such applicants must meet. Decision No. 3 also defines a minimum threshold for the capital raised by crowdfunding companies, specifies a range for the individual investments that can be made and regulates the deposit of the sums raised by crowd investors into escrow accounts. The overall objective is to protect investors by securing the soundness of the fundraising process and the qualification of the managers and employees of crowdfunding companies, as well as by requiring the establishment of mechanisms and procedures to address certain risks such as fraud, money laundering or abusive use of personal data.

Decision No. 6 is based on Laws Nos. 161/2011 and 160/2011. These Laws require that banks, financial institutions, financial intermediation companies and any other person licensed to undertake activities relating to financial products (together, Investment Service Providers) provide lists of insiders to the CMA and further disclose to it all transactions that lead to the actual or attempted purchase or sale of financial products linked to privileged information that has not been made public and which are carried out by the persons featured on the lists of insiders or by persons that are strongly connected to them. Under Decision No. 6, Investment Service Providers are also required to inform the CMA of any transaction that they suspect may qualify as an insider trading transaction.

Saudi Arabia

Council of Ministers' Resolution No. (351) Dated 03/11/1434 H
Endorsement of the Resolution of the GCC Supreme Council of the Kingdom of Bahrain approving the "GCC Unified Act for Combating Information Technology Crimes" to be entitled "Riyadh Document for the GCC Unified Act for Combating Information Technology Crimes".

Royal Decree No. M/11 Dated 18/02/1435 H
To approve the "Penal Code for Crimes of Forgery".

Sultanate of Oman

Sultani Decree No. 1/2014
Ratifying the general state budget for the financial year 2014.
Effective on 1 January 2014
  
Sultani Decree No. 2/2014
Ratifying a convention between the GCC States and the United States of America and a convention between the GCC States and the Republic of Peru in relation to economic, commercial, trade and technical cooperation.
Effective on 7 January 2014

Sultani Decree No. 3/2014
Instructing government officials and council members not to abuse the privileges of office.
Effective on 10 January 2014

Sultani Decree No. 4/2014
Amending the schedule of salaries and allowances for judges, members of the administrative court and members of the Public Prosecution Authority.
Effective on 1 January 2014

Sultani Decree No. 5/2014
Ratifying the Security Agreement between the members of the GCC.
Effective on 13 January 2014

Sultani Decree No. 6/2014
Appointing Mohammed bin Nasser bin Mohammed Al Rasbi as the Secretary General of the Ministry of Defence.
Effective on 16 January 2014

Ministry of Housing, Decision No. 145/2013
Issuing regulations governing the grant, ownership and lease of government land, the fees of registering such interests and other associated fees and the prices of maps, models, contracts and standard forms.
Effective on 27 December 2013

Ministry of Commerce and Industry, Decision No. 239/2013
Issuing regulations in relation to promotional offers to customers by businesses such as the "buy-one get-one-free" offer.
Effective on 27 December 2013

Ministry of Social Development, Decision No. 294/2013
Issuing regulations in relation to private family counselling centres. 
Effective on 27 December 2013

Ministry of Manpower, Decision No. 1/2014
Forms a committee, headed by the Undersecretary of the Ministry of Manpower, to examine workers' demands in respect of entities in the oil sector and refineries, ports and airports.
Effective on 2 January 2014

Ministry of Justice, Decision No. 1/2014
Amends Ministerial Decision No. 1021/2009 to extend the period given to non-Omani lawyers to plead before the Courts of Appeal and the Supreme Court to 31 December 2016.
Effective on 1 January 2014

Ministry of Higher Education, Decision No. 2/2014
Promulgates the regulations for academic promotion in private higher education institutions.
Effective on 14 January 2014

Ministry of Commerce and Industry, Decision No. 3/2014
Issuing the operational controls for the Al Mazyunah Free Zone.
Effective on 8 January 2014

Ministry of Manpower, Decision No. 11/2014
Determining admission, registration and tuition fees for part-time study in Technical Colleges. 
Effective on 14 January 2014

United Arab Emirates

Securities and Commodities Authority (SCA) issues regulation for covered warrants

The SCA Board recently announced that it has issued a regulation relating to the issue, listing and trading of covered warrants (the Regulation).

The Regulation is seen as a precursor to the introduction of regulations for other more complicated instruments such as options and futures, and as a move intended to boost local financial markets.
Covered warrants are a form of listed security issued by financial institutions that are subsequently made available for trading on stock markets. The warrant gives the holder the right, but not the obligation, to buy or sell an underlying asset at a specified price on or before a set date.

Only SCA-licensed institutions may issue covered warrants. The Regulation sets out the conditions that must be satisfied in order to obtain a licence from the SCA to issue, list and trade covered warrants, as well as the disclosure requirements applicable to such activities.

The Regulation will come into effect when it is published in the Official Gazette, which is expected in the first half of 2014. Further regulations are due to be introduced relating to its implementation.