2.1. Decisions to Schedule 2 does not apply

2.1.1. This Schedule does apply in relation to the making of a decision by the Registrar of Companies:

• (a) to withdraw (however described) a direction, order, prohibition or requirement; or
• (b) to withdraw (however described) a condition, limitation or restriction imposed in relation to an approval, authorisation, licence, registration or any other permission (however described); or
• (c) if the Person whose interests will be affected by the decision has applied for, requested, or consented in Writing to, the making of the decision.

2.1.2. If the Court makes a decision (including findings of fact) in relation to a Person, this Schedule does not apply in relation to the making of any decision by the Registrar of Companies in giving effect to the decision of the Court.

2.2. Opportunity to make representations before decision made

2.2.1. If the Registrar of Companies proposes to make a decision in relation to a Person (the affected Person), the Registrar must give the affected Person:

• (a) a Written notice (the preliminary notice) in accordance with subrule 2.2.2; and
• (b) an opportunity to make representations to the Registrar in person and in Writing about the decision the Registrar proposes to make.

2.2.2. The preliminary notice must:

• (a) specify the proposed decision; and
• (b) specify the reasons for the proposed decision, including any proposed findings of fact; and
• (c) include, or be accompanied by, a copy of the relevant materials that were considered in making the proposed decision; and
• (d) inform the Person that the Person may make representations to the Registrar of Companies about the proposed decision; and
• (e) specify how and by when any representations may be made.

2.2.3. For subrule 2.2.2(c), the Registrar of Companies:

• (a) may refer to materials (instead of providing a copy) if they are already held by the affected Person or are publicly available; and
• (b) is not required to provide materials that are the subject of legal professional privilege.

2.2.4. If the Registrar of Companies receives representations in accordance with the preliminary notice, the Registrar must consider the representations in making the decision.

2.2.5. If, after considering the representations, the Registrar of Companies decides not to make the proposed decision, the Registrar must give the affected Person Written notice of that decision.

2.2.6. If the Registrar of Companies is satisfied that any delay likely to arise as a result of complying with this rule in relation to the making of a decision in relation to the affected Person would be prejudicial to the interests of direct or indirect users of Financial Services or otherwise prejudicial to the interests of the AIFC:

• (a) this rule does not apply in relation to the making of the decision; but
• (b) the Registrar must provide the affected Person with an opportunity to make representations in accordance with rule 2.3 after the decision has been made.

2.3. Opportunity to make representations after decision made

2.3.1. This rule applies in relation to the making of a decision by the Registrar of Companies in relation to a Person (the affected Person) if rule 2.2 (Opportunity to make representations before decision made) did not apply to the making of the decision because of rule 2.2.6.

2.3.2. The Registrar of Companies must:

1. (a) provide the affected Person with an opportunity to make representations to the Registrar in person and in Writing within 14 days, or any further period allowed by the Registrar, after the day the affected Person is given Written notice of the decision under section 202 (Notification of Registrar’s decisions and reasons) of the AIFC Companies Regulations; and
2. (b) in that notice, inform the affected Person that the affected Person may make representations about the decision and specify how and by when any representations may be made.

2.3.3. If the Registrar of Companies receives representations within the period specified in the notice, the Registar must consider the representations in deciding whether to confirm, withdraw or vary the decision.

2.3.4. To remove any doubt, rule 2.2 does not apply to the making of a decision under subrule 2.3.3.