Direction for association constitution 2010

Issued in accordance with Law No. (27) of 2007 Concerning
Ownership of Jointly Owned Properties in the Emirate of Dubai

Part 1
Definitions and General Provisions

  1. In this Constitution
    • the terms and expressions defined in Article (2) of the Law shall have the same meanings in this Constitution as those assigned to them in that Article; and
    • unless the context otherwise dictates, the following words and expressions shall have the following meanings in this Constitution

Annual Service Charge means a charge imposed on an Owner in accordance with Clause 62 of this Constitution;

Assets means movable or immovable property, other than real property which is owned by the Owners Association;

Association Manager means the person appointed as Association Manager in accordance with Clause 40 of this Constitution;

Association Manager’s Code of Conduct means the code of conduct for Association Managers stated in Schedule 2 of this Constitution;

Board means the board constituted in accordance with Clause 7 of this Constitution;

Code of Conduct means the code of conduct for Board members stated in Schedule 1 of this Constitution;

Building, for insurance purposes, includes any building that:

  1. entirely comprises Common Areas; or
  2. comprises a Unit and Common Areas, but does not include, in the case of (b):
  3. temporary wall, floor and ceiling;
  4. fixtures removable by a lessee at the end of a lease;
  5. mobile or fixed air conditioning units servicing a particular Unit;
  6. curtains, blinds or other external window coverings; or
  7. mobile dishwashers, cloths dryers or other electrical or gas appliances not wired or plumbed in;

Community Rules means the rules set out in the Jointly Owned Property Declaration;

Day means a day ascertained with reference to the Gregorian calendar;

Entitlement means, in relation to a Unit or an Owner, the number allocated to the Unit in the Jointly Owned Property Declaration that represents the shares of ownership in the Jointly Owned Property of that Unit or Owner;

General Assembly means an assembly of the Owners of Units convened and held in accordance with this Constitution and the Regulations;

Interested Person means –

Law means Law No. (27) of 2007 Concerning Ownership of Jointly Owned Properties in the Emirate of Dubai;

Owner means –

  • in the case of Jointly Owned Property that is freehold – the person shown as the owner of the Unit on the Register;
  • in the case of Jointly Owned Property that is leasehold – the person shown as the head lessee of the Unit on the Register;
  • in the case of Jointly Owned Property that is the subject of usufruct rights – the person shown on the Register as the holder of the usufruct right over the Unit, and includes the Master Developer and any Sub-Developer of the Jointly Owned Property in respect of unsold Units owned by them;

Register means the register kept by the Department in which ownership, real estate rights and other information relating to Units and Jointly Owned Property is recorded;

Regulations mean regulations, by-laws, decisions or directions issued in accordance with the Law;

RERA: The Real Estate Regulatory Agency

Service Charge means an Annual Service Charge or a Special Service Charge;

Simple Resolution means a resolution of a General Assembly passed in accordance with clause 35 of this Constitution;

Special Resolution means a resolution of a General Assembly proposed as such and passed in accordance with clause 36 of this Constitution;

Special Service Charge means a charge imposed on an Owner in accordance with Clause 69;

Supply Agreement means an agreement for a term of at least one year for the supply of goods or services, including Utility Services, to the Owners Association either directly or through a Building Management Statement.

Utility Charge means a fee or charge for the supply of a Utility Service;
Utility Service means any of the following services:

  1. water reticulation or supply, including potable, treated, heated and chilled water;
  2. gas reticulation or supply;
  3. electricity supply;
  4. air conditioning;
  5. telephone;
  6. computer, data or television;
  7. a sewer system;
  8. drainage;
  9. a system for the removal or disposal of waste;
  10. a system for the delivery of mail, parcels or goods; and
  11. any other system or service designed to enhance the utilities of Units or Common Areas.
  1. The Owners Association shall be known as “Owners Association – [name of building or community] No [number allocated by the Department].
  2. This Constitution:
    • applies to all Owners Associations in the Emirate;
    • shall not be capable of amendment by an Owners Association; and
    • shall bind the Owners Association and Owners, as well as Occupiers and persons having an interest in rem in a Unit (to the extent that this Constitution applies to such Occupiers and persons), as if all those persons had entered into mutual covenants to perform its terms.

Part 2

  1. Functions and Powers of the Owners Association

The functions of the Owners Association are –

  1. to supervise, manage and control the Common Areas and Assets for the collective benefit of Owners and in ways that promote positive environmental outcomes;
  2. to ensure that the building or community, including the Common Areas, are maintained in good conditions;
  3. to integrate waste management, energy and water efficiency policies into the Association’s strategy regarding the Common Areas and Assets;
  4. to properly repair, maintain, renew and replace the Common Areas and Assets;
  5. to evenly and fairly enforce the Jointly Owned Property Declaration, including Community Rules, and any Building Management Statement in respect of the Jointly Owned Property;
  6. to promote harmony and a sense of belonging among Owners and Occupiers of Units;
  7. to obtain and maintain any license it requires by law;
  8. to maintain records and produce statements and other documents as required by this Constitution or the Department;
  9. to otherwise comply with all laws, decrees, regulations, by-laws, policies and directions by which it is bound.
  1. The powers of the Owners Association include the power to:
    1. enter into the utility supply and service agreement;
    2. remedy defective building work in relation to Common Areas;
    3. carry out work required by law or this Constitution where the Owner has failed, after reasonable written notice, to carry out that work in accordance with his obligations;
    4. to recover from the Owner of a Unit the costs of carrying out work under sub-clause 5(c);
    5. to enter a Unit upon reasonable written notice to the Owner or Occupier, or without notice in an emergency, to inspect or effect repairs to Common Areas or carry out work under sub-clause 5(c);
    6. own movable assets;
    7. sue and take action to enforce monetary claims in its own name;
    8. effect insurances required by this Constitution;
    9. to invest surplus funds in any manner approved by the RERA;
    10. do anything else for the purpose of carrying out its duties and functions under the law or this constitution.
  1. Without prejudice to the provision of Article 9 of the Law, the interest in the Common Areas is owned by the Owners of the Units in common in proportion to their respective Entitlements and is not held by the Owners Association.

Part 3
Owners Association Board

      1. The Owners Association shall have a board comprised of not less than 5 nor more than 7 members and 3 reserve members which is responsible for the conduct of the affairs of the Owners Association, subject only to the limits imposed by this Constitution or a resolution of the General Assembly.
      2. The Board shall be made up of Owners, or their duly authorized representatives, elected at each annual General Assembly of the Owners Association. No Owner, including a Master Developer and a Sub-Developer shall be represented on the Board by more than one member.
      3. Board members shall not be paid for their services.
      4. Association Board members shall be registered with and approved by RERA through the electronic system approved by the Department.
      5. RERA may refuse to register or approve any Board member.
      6. The Board shall be responsible for:
        1. (a) ensuring that the Owners Association carries out its functions under the law and this Constitution;
        2. setting, in conjunction with the Association Manager, the strategic direction of the Owners Association; and
        3. monitoring and directing the performance of the Association Manager.
      7. The Board shall meet regularly or as frequently as is necessary and half of its members, rounded up to the nearest whole number, shall comprise a quorum for meetings.
      8. The Board shall decide all matters by majority vote.
      9. At least 14 days notice in writing of a proposed Board meeting must be given by the Association Manager, or in his absence, by the Chairman, to members of the Board. The notice must include a detailed agenda for the meeting. The notice may be shortened or dispensed with if all members of the Board agree in writing.
      10. The Board shall at its first meeting after its election appoint a Chairman. The Chairman and the members shall communicate and liaise with the Association Manager.
      11. The Board shall determine its own rules and procedures provided those rules and procedures are:
        • not inconsistent with this Constitution, the law or any Directions issued by RERA;
        • set out in writing in Arabic with official translation into English or other languages as required, and notified to Owners; and
        • not to be cancelled by a Simple Resolution.
      12. The Board may meet wholly or partly be electronic means.
      13. Board members must observe the Code of Conduct. If a Board member observes the Code of Conduct, then he shall not be liable as a consequence of his actions or failures as a Board member.

Part 4
General Assembly

  1. The General Assembly shall consist of all Owners and shall held its meetings annually during the period commencing 3 months after the date of the end of the financial year of the Owners Association and does not exceed 6 months after that date.
  2. At least 21 days notice in writing of a proposed Annual General Assembly must be given by the Association Manager to all Owners and the notice must:
    • contain a detailed agenda, including:
      • an item for confirmation of the minutes of the previous General Assembly;
      • an item for adoption of the annual report of the Board;
      • an item for adoption of the annual report of the Association Manager;
      • an item for acceptance of the annual financial statements;
      • an item for the appointment of an auditor for the next financial year;
      • an item for adoption of the budget for the next financial year and approval of the Annual Service Charge proposed in that budget;
      • an item for the election of the Board;
      • items required by the Board;
      • an item requested by an Owner (in writing) to be included on the agenda; and
      • an item of any motions proposed to be passed by the assembly as special resolutions; and
  3. the notice to be accompanied by the following:
    • a copy of the minutes to be confirmed;
    • a copy of the annual report of the Board;
    • a copy of the annual report of the Association Manager;
    • a copy of the annual financial statements;
    • a copy of the proposed budget, including proposed Service Charges, with a copy of a document explaining the service;
    • a copy of any other documents reasonably required for the assembly to consider the various agenda items; and
    • a proxy form.

The following rules apply to the convening and holding of the first Annual General Assembly (“Assembly”) of the Owners Association:

  1. the Assembly must be held within 3 months after the constitution of the Owners Association;
  2. if at the time the Assembly is held –
    • 50% or more of the Units are owned by persons other than the Developer of the building or community, the Developer shall have his normal voting rights; or
    • less than 50% of the Units are owned by persons other than the Developer, the Developer’s voting rights shall be reduced to what they would be if the Developer only owned 50% of the Units;
  3. the Developer of the building or community shall be responsible for convening the Assembly and ensuring that it is held;
  4. if the Developer of the building or community refuses or fails to convene the Assembly, then it may be convened by any 3 Owners acting collectively and the costs of convening and holding it shall be paid by the Owners Association and are recoverable from the Developer who refused or failed to act.
  1. Extraordinary General Assemblies may be convened by the Association Manager at the direction of the Board
  2. An Extraordinary General Assembly must be convened by the Association Manager upon receipt of a petition from Owners of not less than 25% of the Units.
  3. At least 21 days notice in writing of a proposed Extraordinary General Assembly must be given by the Association Manager to all Owners and the notice must:
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