Merger control rules in the United Arab Emirates are governed by the Federal Decree-Law No. 36 of 2023 on the Regulation of Competition (the “UAE Competition Law”), supplemented by Cabinet Resolution No. 3 of 2025, which introduced turnover-based filing thresholds in March 2025, and by Cabinet Decision No. 59 of 2026 (the “Executive Regulations”), which entered into force on 30 July 2026 and provides the first detailed procedural framework governing merger review, including formalised review stages, information and documentary requirements, and third-party engagement mechanisms. The Executive Regulations formally abrogate Cabinet Decision No. 37 of 2014. These instruments replaced the former Federal Law No. 4 of 2012 and its associated implementing decisions, including Cabinet Decision No. 13 of 2016 on notification ratios and controls.

The UAE Competition Law applies to “Economic Concentrations”, defined as any transaction that results in the full or partial transfer of ownership, usufruct rights, or usage rights over property, rights, shares, stocks, or obligations from one undertaking to another, in a manner that gives an undertaking direct or indirect control over another. This captures mergers and acquisitions of control. While joint ventures are not expressly referenced, structures involving the transfer of shares or control rights to a newly created entity may fall within scope if they amount to such a transfer of control.

The Ministry of Economy (the MoE), through its Competition Department, is the competent authority for merger control. Unlike some jurisdictions in the region, there is not yet a separate independent competition authority, but the MoE has been strengthening its resources and practice as the new regime takes effect.

Notification is mandatory where the statutory thresholds are met. Transactions caught by the regime may not be completed until clearance is obtained. The Executive Regulations now formalise the review process into an initial 10 working day formal examination phase (extendable by a further 10 working days), followed by a substantive assessment phase corresponding to the underlying statutory review period of 90 calendar days, which may be extended by a further 45 calendar days for complex cases. Filing requirements remain extensive, and Cabinet Resolution No. 105 of 2026 has recently introduced a merger control filing fee of 0.02% of the worldwide aggregate annual sales of the participating undertakings, capped at AED 150,000.

The Executive Regulations do not yet introduce a simplified filing track or short-form procedure for straightforward or low-nexus transactions, although the Competition Department has signalled it continues to consider developing such a process.

A key feature of the UAE regime is that the turnover thresholds are applied with reference to revenues in the relevant market within the UAE, rather than by reference to the parties’ total UAE turnover. This is unusual compared to many international systems and can mean that a transaction escapes notification even if the parties have substantial UAE sales, provided those sales are below the relevant thresholds in the relevant market in the UAE in which the Economic Concentration occurs.

Notification is compulsory in the United Arab Emirates where a transaction qualifies as an Economic Concentration and meets the jurisdictional thresholds. Clearance from the MoE must be obtained before the transaction can be implemented.

The only exemption from this obligation applies to undertakings expressly excluded from the scope of the UAE Competition Law. These are state-owned or government-controlled entities, whether at the federal or emirate level, that have been formally listed by decision. To date, three lists have been published: one covering federal government-owned entities (Cabinet Resolution No. 33/6F of 2024), one covering entities owned by the Emirate of Ajman (Executive Council Resolution No. 6 of 2024), and one for the Emirate of Sharjah. Equivalent lists for the other emirates are expected but have not yet been issued.

Unlike under the previous regime, there are no longer any sector-wide exemptions (for example, for telecommunications, oil and gas, or transport). Exemptions must now be granted on a case-by-case basis, unless an undertaking appears on one of the formal lists described above.

Yes. In the United Arab Emirates, transactions that qualify as an Economic Concentration and meet the jurisdictional thresholds may not be completed until clearance has been obtained from the MoE. The prohibition on closing covers any act that would give rise to the change of control, whether through the acquisition of shares, assets, or contractual rights. The Executive Regulations now also give the MoE express powers to hold verification meetings with the parties (or interested parties) and, where necessary, to conduct on-site inspections of the parties’ business premises, including examining business records, documents and IT systems, as part of its review of a notified (or non-notified) Economic Concentration.

There are no statutory derogations from this standstill obligation. The law does not provide a mechanism for granting waivers to allow early completion, even on public interest or financial stability grounds. The legislation is also silent on whether parties may structure a global deal so that UAE assets or subsidiaries are carved out and transferred only after clearance. In practice, such solutions would need to be considered carefully on a case-by-case basis, as the MoE has not issued guidance on the acceptability of hold-separate, trustee, or deferred-completion arrangements.

Public bids are also subject to the standstill obligation: the acquirer cannot take steps to exercise control or complete the acquisition of UAE shares or assets until clearance is issued.

The UAE Competition Law does not prescribe a formal shareholding threshold or a detailed definition of control. In practice, control will generally be understood as arising where an undertaking gains the legal ability to determine, or materially influence, the strategic decisions of another undertaking through ownership rights, usage rights, or contractual arrangements. Acquisitions of minority shareholdings that do not confer such rights would in practice therefore not be considered Economic Concentrations.

Notifiable transactions include mergers of undertakings, acquisitions of shares or assets that transfer control, and the creation of new structures where shares or rights are transferred in a way that confers control.

The UAE Competition Law does not expressly address intra-group transactions. Since an Economic Concentration requires a transfer that results in one undertaking acquiring control over another, a strong argument can be made that purely internal reorganisations within a group under common ultimate ownership should fall outside the regime. However, there is not yet formal guidance from the MoE confirming this interpretation.

Yes, minority interests can be caught under the UAE Competition Law if they give rise to “control”. The legislation does not define control and does not establish a minimum percentage of shares or voting rights below which control can safely be ruled out.

In practice, control is likely to be interpreted broadly and may arise not only from a majority shareholding but also from rights attached to a minority interest that allow an investor to determine or block strategic decisions of the target. These may include veto rights over matters such as the approval of budgets or business plans, or the appointment of senior management.

There is no published case practice in the UAE identifying the lowest level of shareholding that has been treated as conferring control. The treatment of de facto control – for example, through low shareholder turnout at meetings or alignment of interests between minority shareholders – has also not yet been formally tested.

On this basis, purely financial minority investments that do not confer rights to influence the strategic direction of the business should not normally be notifiable. However, acquisitions of minority stakes that are accompanied by governance or veto rights over key decisions could be considered Economic Concentrations and should be assessed carefully against the filing thresholds.

A transaction that qualifies as an Economic Concentration is notifiable in the UAE if it meets one of the two alternative thresholds introduced by Cabinet Resolution No. 3 of 2025:

(i) Turnover threshold: the annual sales of the concerned undertakings in the relevant market in the UAE during the last fiscal year exceed AED 300 million. This is unusual compared with many international regimes, where thresholds are based on overall national turnover rather than turnover in the relevant market. The MoE’s Guidelines on Relevant Market Definition, published in July 2026, now provide a detailed methodology for defining the relevant product and geographic market, drawing on internationally recognised tools including the Small but Significant and Non-Transitory Increase in Price (“SSNIP”) test (also known as the hypothetical monopolist test), demand-side and supply-side substitutability analysis, and price elasticity of demand; or

(ii) Market share threshold: the combined market share of the concerned undertakings exceeds 40% in the relevant market in the UAE during the last fiscal year.

The undertakings taken into account are those directly involved in the concentration (the acquirer and the target, or merging entities). The seller’s wider group turnover is in practice not included unless it will retain control post-transaction. The UAE Competition Law does not clarify whether turnover should be aggregated across all entities under common control. In the absence of guidance, the prudent approach is to calculate turnover on a group-wide basis, in line with international competition law standards.

Because both thresholds are assessed by reference to the relevant market in the UAE, the same logic applies to each. Either threshold could clearly be met by the target’s sales or market share alone — for example, where the target has more than AED 300 million in UAE sales in the relevant market, or holds more than 40% of the relevant market in the UAE. By contrast, it is unlikely that either threshold could be satisfied by the acquirer alone, as a notifiable concentration presupposes some competitive effect in the UAE — a transaction in which only the acquirer (but not the target) is active in the relevant market in the UAE would not ordinarily give rise to such an effect. The MoE has not yet taken a public position on this point, and the MoE’s Guidelines on Relevant Market Definition, published in July 2026, do not address it. In practice, parties should assess both thresholds against any plausible market definition and, where borderline, seek clarification from the MoE.

The thresholds are set by Cabinet Resolution and are not automatically updated. They apply across all sectors of the economy. There are no sector-specific thresholds, although government-owned undertakings expressly exempted under the UAE Competition Law (as set out in response to Question 2) remain outside the regime.

The UAE Competition Law and Cabinet Resolution No. 3 of 2025 do not provide detailed rules on how turnover or market shares should be calculated.

Turnover is assessed with reference to the last completed fiscal year. Cabinet Resolution No. 3 of 2025 requires turnover in the relevant market in the UAE, but does not specify how it should be allocated geographically. The prudent approach is to count all sales to customers located in the UAE, including direct exports, even where the supplying undertaking is established abroad.

For the market share test, the combined share of the parties is assessed in the relevant market in the UAE during the last fiscal year. The MoE’s Guidelines on Relevant Market Definition, published in July 2026, now set out a structured methodology for defining the relevant product market (based on product characteristics, intended use, price, customer preferences, evidence of past substitution, and switching costs) and the relevant geographic market (based on demand and supply-side responses to price increases in neighbouring areas, transportation costs, customer preferences and purchasing behaviour, barriers to shifting supply, and import evidence). Although the Guidelines are not prescriptive as to a single market definition approach and emphasise that the relevant market is always assessed on a case-by-case basis, they represent an important step in enhancing transparency and predictability for parties seeking to determine their market positions.

Given these uncertainties, the MoE has shown a willingness to engage in consultations, and parties are encouraged to raise methodology questions in advance where appropriate. The July 2026 Guidelines on Relevant Market Definition provide a welcome reference framework for parties preparing their notifications and assessing whether the jurisdictional thresholds are met, but the conservative approach remains to apply cautious assumptions and be ready to explain the basis for turnover and market share calculations.

The UAE Competition Law and Cabinet Resolution No. 3 of 2025 do not specify how foreign currency turnover should be converted into dirhams. In practice, parties are advised to use the official exchange rates published by the UAE Central Bank and to apply the average rate for the relevant fiscal year.

As a reference, the UAE dirham is pegged to the US dollar at USD 1 = AED 3.6725.

The UAE Competition Law does not expressly refer to joint ventures. A joint venture may nevertheless qualify as an Economic Concentration if it involves the transfer of ownership or rights that confer joint control on the parents. This applies both to the creation of a greenfield joint venture and to the acquisition of joint control over an existing business.

There are no separate thresholds for joint ventures: the standard turnover and market share tests apply. The undertakings taken into account are the joint venture vehicle and its parent companies. The seller’s wider group is not included unless it retains control.

The Competition Department has explained that it is still building its decisional practice, including in relation to joint ventures. While it is generally expected that, in line with international standards, only full-function joint ventures – those operating on a lasting basis as autonomous businesses with sufficient resources – would fall within merger control, the precise definition and criteria to be applied by the authority have not yet been tested. It therefore remains possible that the authority may take a broader or narrower view in practice, depending on how it chooses to interpret the operational independence of the venture.

At the same time, joint ventures in general are expected to remain subject to the prohibition of restrictive agreements under the UAE Competition Law. This means that cooperation linked to the joint venture – whether between the parents themselves or between the joint venture and its parents – may be reviewed under the restrictive agreements prohibition if it has the object or effect of restricting competition.

An additional uncertainty is whether the jurisdictional thresholds may be satisfied by the parents’ UAE turnover alone, even if the joint venture itself has no current or planned UAE activities. The legislation could be read this way, but it would be unusual internationally for a transaction to be notifiable without any nexus to the local market. Businesses are therefore advised to proceed cautiously and, where appropriate, seek clarification from the MoE before deciding not to notify.

The UAE Competition Law does not provide specific rules on whether different stages of the same overall transaction must be notified separately. The law refers broadly to Economic Concentrations, defined as transactions involving the transfer of ownership, usufruct or usage rights that confer control.

In practice, the expectation is that the MoE would assess a series of inter-dependent steps forming part of a single overall transaction as one Economic Concentration, rather than requiring separate notifications for each step. There is no public decisional practice on this point, and the Competition Department has not issued guidance on how complex structures such as consortium acquisitions, multi-step restructurings or special purpose vehicles will be treated.

Where transactions are genuinely independent and not inter-conditional, they could in principle each constitute a separate Economic Concentration. In such cases, a separate filing could be required for each, though this has not yet publicly been tested in practice.

The UAE Competition Law applies to any Economic Concentration that meets the jurisdictional thresholds, regardless of where the parties are incorporated. There is no separate regime for “foreign-to-foreign” mergers.

The thresholds are assessed with reference to sales and market share in the relevant market in the UAE. This means that a transaction will only be caught if at least one of the parties generates turnover in the UAE in the relevant market, or if their combined market share in that market exceeds 40%.

An area of uncertainty is whether the turnover threshold could be met by the UAE sales of an acquiring group alone, even if the target or joint venture has no presence or sales in the UAE. The legislation could be read this way, but it would be unusual internationally for a transaction to be notifiable without any local nexus. The Competition Department has not yet taken a public position on this point, and no enforcement action against “no nexus” transactions has been publicly reported.

Until the authority’s decisional practice develops, the prudent approach is to assume that some local sales in the relevant market are required for notification, and to raise any borderline cases in consultation with the MoE.

Not applicable.

The UAE Competition Law prohibits Economic Concentrations that may create or strengthen a dominant position which could significantly reduce or prevent competition in the relevant market. The MoE applies this test by examining whether the transaction would restrict, harm or prevent competition. The Executive Regulations, adopted in 2026, now set out detailed criteria for establishing a dominant position and confirm that an undertaking’s ability to influence the relevant market – including through technological leadership, financial resources, geographic concentration, or activity in adjacent markets – may be relevant even where its market share does not exceed the market-share threshold under the UAE Competition Law.

Although the legislation does not set out a highly granular analytical framework, the Executive Regulations now list a series of indicative factors that the MoE has regard to in its substantive assessment, including the structural nature of the concentration, the parties’ and competitors’ market shares, the likelihood of creating or strengthening a dominant position, the degree of product substitutability, prevailing price levels, market concentration before and after the transaction, and barriers to entry, expansion or exit. These factors align broadly with the main competition effects commonly assessed in other jurisdictions, including:

• Horizontal effects, such as market share increases, risk of unilateral conduct and coordinated behaviour;
• Vertical effects, such as foreclosure of upstream or downstream rivals; and
• Conglomerate effects, where relevant.

The Competition Department has not issued substantive guidelines, and no detailed decisions are published. However, the MoE has confirmed on its website that several transactions have been approved subject to conditions or remedies, showing that it is willing to impose commitments to address competition concerns.

There are no sector-specific substantive tests (such as for example media plurality). Overall, the UAE approach is broadly aligned with international standards, though there remains a degree of uncertainty until more decisional practice is made public.

The substantive test under the UAE Competition Law is framed in purely competition terms: whether an Economic Concentration would create or strengthen a dominant position that could significantly reduce or prevent competition in the relevant market.

The legislation does not provide for the assessment of wider public interest factors such as employment, industrial policy, media plurality or national security. There are no published cases suggesting that the MoE has considered such factors in its merger control assessments.

That said, transactions in certain sectors may also be subject to separate regulatory or foreign investment approvals which can involve broader policy considerations. For example, acquisitions in banking or insurance require approval from the UAE Central Bank, while certain investments in strategic sectors may be subject to foreign ownership restrictions or review under Emirate-level licensing rules. These approvals fall outside the scope of merger control and are assessed under different legal frameworks.

The UAE Competition Law and its implementing rules do not contain specific provisions on ancillary restraints, and the MoE has not yet published guidance or decisional practice on this point.

As a result, ancillary restrictions are not automatically deemed cleared as part of a merger approval. Parties are expected to self-assess such arrangements under the UAE Competition Law’s prohibition of restrictive agreements.

In the absence of formal guidance, it is prudent to rely on international standards when assessing ancillary restraints. Typically, non-compete obligations will be considered permissible where they are directly related and necessary to the transaction – for example, to protect the value of the transferred business – and limited in scope, duration and geography. By analogy to international practice, a non-compete covenant imposed on the seller would generally be considered proportionate if limited to the activities of the target business, the markets in which it operates, and for a period of up to three years where goodwill and know-how are transferred (or two years if only goodwill is transferred).

Until the MoE develops guidance or decisional practice, parties should structure ancillary restraints conservatively and be prepared to justify their necessity and proportionality.

The UAE merger control regime is a mandatory, suspensory system, but the UAE Competition Law does not set a statutory deadline by which parties must submit their filing after signing. The key legal requirement is that the transaction cannot be implemented until clearance has been obtained.

The UAE Competition Law does not specify the earliest stage at which a filing can be submitted. Under the current implementing regulation, the notification must include the draft or signed agreement giving rise to the concentration.

In practice, the Competition Department has indicated that it can accept notifications on the basis of a signed term sheet or draft agreement, provided that the filing specifies the date on which the binding agreement is expected to be signed. This allows parties to start the review process before final execution, provided that the key elements of the transaction (structure, scope, parties and timing) are sufficiently clear. Once the agreement is signed, the parties must update the MoE with the final version.

There is no formal pre-notification procedure under the UAE Competition Law. However, the Executive Regulations adopted in 2026 have now formalised the initial completeness review into a defined 10 working day formal examination phase (extendable by a further 10 working days), during which the MoE assesses whether the filing is complete. If the filing is incomplete, the MoE may issue a request for information requiring a response within up to 10 working days. Only once the filing is accepted as complete does the substantive 90 calendar day review period begin.

For straightforward cases, this initial examination period should now be more predictable given the defined statutory timeframe, though it is not unusual for the MoE to use the full period, including any extension, before confirming completeness. For more complex transactions, or where supporting documents need clarification, an RFI may further extend the pre-review phase. As a result, parties should continue to plan for some flexibility and build in additional time at the start of the review process. The Executive Regulations have, however, reduced some of the documentary burden: certification requirements now apply principally to powers of attorney rather than all supporting documents, and filings may be submitted in Arabic or English.

Under the Executive Regulations adopted in 2026, the review process now comprises a formal initial examination phase of 10 working days (extendable by a further 10 working days), during which the MoE conducts a preliminary formal assessment of the filing and confirms whether it is complete, followed by a substantive assessment phase. Once a filing is accepted as complete, the MoE has 90 calendar days from that point to issue a decision. If no decision is issued within that period, the filing is deemed rejected – there is no deemed clearance, which is unusual compared to many other merger control regimes where silence results in automatic approval.

The introduction of a defined initial examination phase is a welcome development for transaction planning and long-stop date determination, as the timing of the pre-review phase had previously been relatively unpredictable in practice. There remain no separate Phase I/Phase II merits stages as such – the MoE conducts a single substantive review following the initial examination phase and may request additional information as needed.

The MoE has 90 calendar days to review a concentration once a complete notification is accepted, and this period may be extended by up to 45 calendar days where the transaction requires further examination, such as where remedies are offered or competition concerns are identified. In addition, under the Executive Regulations the initial 10 working day formal examination phase may itself be extended by a further 10 working days, and the MoE may issue a request for information (RFI) requiring a response within a specified period of up to 10 working days where the supporting documents are incomplete or insufficient information has been provided.

The timetable may also be interrupted in specific circumstances. The review clock stops running if: the MoE requests additional information from the notifying parties to verify the concentration; the MoE seeks a technical opinion or information from another authority; or a stakeholder appeal is filed against the MoE’s decision to consider an Economic Concentration under review.

In each case, the timetable resumes only once the requested information or opinion is received, or the appeal is resolved.

• Requests for further information (or requests for information that are not answered within the prescribed deadline);
• Offer by the parties of remedies;
• A finding by the Authority that the notification or a response to an information request is incomplete, incorrect or misleading;
• Interventions of third parties

The UAE Competition Law does not provide for any mechanism to shorten the statutory review timetable. There is currently no fast-track or simplified procedure for straightforward or non-problematic cases, and the MoE has not published guidance on early clearance. In practice, while the MoE may issue a decision in less than the full 90-day period, this cannot be guaranteed, and the authority often takes close to the full review period even for straightforward transactions.

The MoE has indicated that it is working on developing a fast-track procedure, but this has not yet been introduced. For now, parties should plan on the basis of the standard timetable.

The UAE Competition Law requires the undertakings concerned in an Economic Concentration to notify the MoE. The Executive Regulations adopted in 2026 now confirm that, in the case of an acquisition, the application must be submitted by the acquiring undertaking (or its authorised legal representative), while in the case of a merger or joint venture, the application must be submitted by all parties to the concentration or by an undertaking they authorise to file on their behalf. The legislation does not otherwise define this more narrowly, and on a literal reading any party to a notifiable transaction could in principle be penalised if a filing is not made.

In practice, the notifying party is usually the acquirer in an acquisition, while in mergers and the creation of joint ventures the parties typically submit a joint notification. The MoE expects cooperation from all undertakings involved, and supporting documents may be required not only from the acquirer and target but also from the seller.

The Executive Regulations adopted in 2026 introduce an updated notification form and confirm the detailed information required, including corporate and shareholding information, a detailed economic report on the relevant market(s) covering the last three fiscal years, identification of competitors and their market shares over the same period, principal customers, the anticipated geographic scope of the parties’ activities, and details of related transactions completed in the preceding three years. The application may be submitted in Arabic or English, and supporting data and documents must be provided in their original language together with a translation into Arabic or English where drafted in another language. The MoE may request additional information if it considers the submission incomplete or if further clarification is needed to verify the competitive assessment.

The Executive Regulations confirm that there is still no short-form or simplified notification procedure for straightforward or low-risk cases, notwithstanding earlier indications that the Competition Department was working on developing a fast-track process.

The Executive Regulations adopted in 2026 confirm the supporting documents that must accompany a filing, which include: the parties’ memorandum or articles of association; a copy of their commercial licence; a copy of the transaction contract or agreement; audited financial statements for the last three fiscal years for each party and its branches; a statement of shareholders or partners and their respective interests; details of registered offices, branches and capital contributions; proof of payment of the applicable filing fee; and a detailed economic report covering the relevant market(s), competitors and their market shares, principal customers, affected markets, pro-competitive effects and any proposed commitments, and the anticipated impact on consumer prices, quality and choice. A duly notarised (“duly authenticated”) power of attorney is required where the filing is signed by an authorised legal representative rather than the parties themselves.

The Executive Regulations now clarify that certification requirements apply principally to powers of attorney, and do not require the legalisation or certification of all supporting documents submitted as part of a filing, which reduces part of the administrative burden previously associated with UAE merger filings, particularly for cross-border transactions. Filings and supporting materials may be submitted in Arabic or English, with documents in their original language accompanied by a translation into Arabic or English where drafted in another language.

There is no express rule on the age of documents, but incorporation certificates and powers of attorney must be recent, and financials must cover the latest audited year.

The notification must be signed either by the parties or by their authorised legal representative, in which case a notarised power of attorney must be provided.

Cabinet Resolution No. 105 of 2026 on the Fees Applicable for the Implementation of Federal Decree-Law No. 36 of 2023 on the Regulation of Competition, issued on 12 June 2026 and effective 30 days after publication in the Official Gazette, now confirms the applicable filing fee for merger notifications: 0.02% of the aggregate annual sales of the undertakings participating in the Economic Concentration, capped at AED 150,000 (approximately USD 41,000). Proof of payment of this fee is required as part of the filing.

The UAE merger control regime does not provide for a public announcement when a notification is submitted. Notifications are treated as confidential during the review process.

The MoE does, however, maintain a table of Economic Concentration cases on its website. This table records cases that have been decided and indicates whether they were approved, approved with conditions, or prohibited. It does not appear to be updated in real time, and publication seems to take place only after a decision has been issued, rather than at the point of filing.

The Executive Regulations adopted in 2026 formalise third-party engagement in merger review. The MoE must first publish basic information relating to a notified Economic Concentration on its website, after which interested parties (including competitors, customers, suppliers and other stakeholders shown to be affected by the transaction) have 15 working days to submit their views, data or documents. A party wishing to be heard must demonstrate that it is an interested party affected by the concentration; submissions lacking such proof are not considered.

There remains no statutory exemption from this process for transactions that appear unproblematic – the same publication and comment mechanism applies regardless of the transaction’s apparent competitive impact. In practice, the extent and intensity of third-party engagement is still likely to vary depending on the complexity of the case and the sector involved.

Third parties are consulted by way of the formal comment mechanism described above, once the MoE has published basic information about the transaction on its website. The MoE may also separately contact customers, competitors, suppliers, industry associations or other regulators to obtain their views as part of its investigation.

The Executive Regulations also introduce a formal objection procedure, distinct from the general third-party comment process: any objection to a notified Economic Concentration must be submitted within 15 working days of publication of the basic transaction information, must be reasoned and supported by evidence, and is subject to a formal admissibility review followed by a substantive assessment by the MoE, which may accept or reject the objection. Where an objection is accepted, the notifying parties are given the opportunity to respond before the MoE resumes its review. This represents a significant formalisation compared with the discretionary, largely undeveloped market-testing practice that previously existed.

The UAE merger control regime continues to be characterised by a significant degree of confidentiality, although the Executive Regulations adopted in 2026 introduce a new layer of transparency: the MoE must publish basic information relating to a notified Economic Concentration on its website before the third-party comment and objection periods can run. This is a departure from the position under the 2025 edition of this guide, when there was no requirement to publish information about a filing while it was under review.

The MoE does not publish the notification form, supporting documents or the parties’ submissions. These remain confidential and are not made available to third parties.

Separately, the MoE continues to maintain a table of decided Economic Concentration cases on its website, recording whether transactions were approved, approved with conditions, or prohibited, without publishing the text of the decision, the MoE’s reasoning, or market data. Under the Executive Regulations, this is now supplemented by the pre-decision publication of basic transaction information described above, which is a new development for the 2026 edition of this guide.

The MoE participates actively in regional and international cooperation initiatives. It is a member of the Arab Competition Network, which promotes policy coordination and capacity building among competition authorities in the region, and joined the International Competition Network (ICN) in November 2025. The MoE has also signed bilateral memoranda of understanding, including with the Egyptian Competition Authority, to support dialogue, training and non-confidential information exchange. Reflecting its growing leadership role, the UAE hosted the 2026 Arab Competition Forum in Dubai in May 2026, in collaboration with UNCTAD and the Arab Competition Network.

These arrangements are primarily directed at policy-level cooperation, rather than joint decision-making. The UAE Competition Law does not expressly provide for the exchange of confidential case information with foreign authorities, nor does it oblige parties to grant waivers. That said, it cannot be excluded that the MoE may engage in informal exchanges within the framework of its MoUs, particularly in cross-border cases.

The MoE has the power to approve an Economic Concentration subject to conditions or commitments designed to address competition concerns. Both structural and behavioural remedies are, in principle, possible.

To date, the MoE has published limited information on its decisional practice. The cases disclosed on the MoE’s website confirm that transactions have been cleared subject to conditions, but the precise nature of these remedies has not been made public. As such, it remains unclear whether the MoE has a preference for structural over behavioural remedies, or how it applies international standards on proportionality and effectiveness.

Given the early stage of the UAE regime, businesses may find that the MoE adopts a flexible, case-by-case approach, seeking commitments tailored to the specifics of each transaction and informed by comparative international experience.

The UAE Competition Law permits the MoE to approve an Economic Concentration subject to conditions. As noted above (see Q30), published cases confirm that conditional clearances have been granted, but the nature of those remedies has not been disclosed.

The Executive Regulations adopted in 2026 now introduce a procedural framework relevant to remedies. The filing form expressly requires the parties to include an identification of the pro-competitive effects of the concentration, together with any commitments or measures proposed to mitigate potential anti-competitive effects. This means that parties are now expected to include proposed commitments in their initial filing where they anticipate competition concerns, rather than waiting for the authority to raise issues during the review. There are no statutory deadlines for offering remedies at a later stage, but the third-party comment and objection mechanism introduced by the Executive Regulations could in practice function as a form of market testing, as interested parties may raise concerns that inform the MoE’s assessment of any proposed commitments. There remains no express mechanism for the MoE to waive a demand for a formal remedy on the basis that commitments were agreed in another jurisdiction.

In practice, the process remains highly discretionary and is handled on a case-by-case basis. Further guidance from the MoE is expected to clarify these aspects of the regime.

The UAE Competition Law provides for significant sanctions in cases of non-compliance. Failure to notify a notifiable Economic Concentration, notification after completion, or closing prior to clearance may all give rise to penalties.

Fines range from 2% to 10% of the annual turnover of the undertaking concerned in the UAE, or, where turnover cannot be calculated, a fixed fine of AED 500,000 to AED 5 million. Liability rests with the “concerned undertakings”, meaning that in principle any party to the transaction may be sanctioned (buyer or target, and in some cases seller).

Historically, the MoE was not empowered to impose fines directly and had to refer infringements to the Public Prosecutor, who had discretion whether to pursue proceedings and apply penalties. The Executive Regulations adopted in 2026 now expressly empower the Ministry, the Competent Authority or the relevant Sectoral Regulatory Body to impose administrative sanctions for failure to notify a notifiable Economic Concentration, and confirm that the MoE may investigate and review a concentration – whether before or after implementation – even where no notification was submitted. The Executive Regulations do not themselves set out the quantum of these administrative sanctions; the 2%-10% turnover-based fine (or fixed fine of AED 500,000 to AED 5 million) referred to above continues to apply as the statutory penalty under the UAE Competition Law, enforced via referral to the Public Prosecutor pending further clarification of how the new administrative sanction power will operate in practice.

Beyond monetary fines, the courts may impose additional sanctions. They may order the confiscation of revenues or assets obtained through the violation, or the publication of the judgment at the expense of the infringing undertaking in up to two daily newspapers. In serious cases, the courts may also order the suspension of business activities for up to six months or the permanent closure of the establishment. Managers or directors may also be held personally liable if it is shown they had knowledge of, and consented to, the infringement. Judgments can be appealed through the UAE courts.

The law does not provide for imprisonment, nor does it automatically render a transaction void. However, if a transaction is implemented without the required clearance, the MoE may refer the infringement to the Public Prosecutor, and the competent court may impose monetary fines and, in principle, order corrective measures, although the law does not expressly empower the MoE itself to unwind a non-notified transaction. By contrast, competition authorities in the region, i.e., in Saudi Arabia and Egypt, have broader administrative powers to impose fines and, where necessary, order divestiture or unwinding of unnotified concentrations. This gap is widely expected to be addressed in upcoming executive regulations or amendments, which may introduce administrative fines and remedial powers to align the UAE regime with regional and international practice.

Providing incomplete, incorrect or misleading information (or destroying information relevant to the review) is punishable by a fine of AED 50,000-500,000 under the UAE Competition Law. Courts may also order publication and temporary closure in serious cases, and general penalty-aggravation principles apply under the law. The Executive Regulations adopted in 2026 reinforce these consequences by introducing a formal escalation mechanism: where a party fails to respond to a request for information within the prescribed deadline, the MoE must issue a formal notice warning the party of its obligation to provide the information within a strict time limit of 10 working days, that failure to respond exposes it to legal liability under the UAE Competition Law’s penalty provisions, and that the authority may proceed to assess the matter and issue findings based solely on the evidence submitted by the other party. Separately, the MoE can interrupt the review timetable until requested information is provided, creating material delay risk in addition to fines.

Yes. Decisions of the MoE on Economic Concentrations may be challenged, but a two-step process applies: First, any stakeholder may file a written complaint with the MoE (or the relevant authority/regulator) within 15 working days of being notified of the decision. The MoE must decide within 30 calendar days; if no response is issued within that period, the complaint is deemed dismissed. Second, once the complaint has been dismissed – either expressly or by lapse of time – the complainant may file a judicial appeal before the competent UAE court within 30 calendar days. A direct appeal to the courts is not possible without first exhausting this administrative complaint step.

The law refers to the right of “any stakeholder” to complain. In principle, this could include third parties with a legitimate interest. Under the Executive Regulations adopted in 2026, the requirement for the MoE to publish basic transaction information on its website and the introduction of formal third-party comment and objection windows should make it easier for interested parties to become aware of pending transactions and to participate in the review process. However, decisions themselves are still notified only to the undertakings concerned and are not published with reasoning, which may continue to limit the practical ability of third parties to challenge a decision after it has been issued unless they were already involved as interested parties during the review.

The law does not prescribe how long court proceedings typically take; duration will depend on the complexity of the case and the workload of the courts.

The UAE merger control regime is in transition. The new Competition Law of 2023 and Cabinet Resolution No. 3 of 2025 introduced a modernised framework, replacing the former market share-only test with dual alternative thresholds (turnover and market share) and confirming that all sectors are now in scope unless expressly exempted. The adoption of the Executive Regulations (Cabinet Decision No. 59 of 2026), effective 30 July 2026, is the most significant recent development, providing the first detailed procedural framework for merger review and formalising practices that had already begun to emerge in the MoE’s review process since the new regime entered into force in December 2023.

On procedure, the Executive Regulations formalise a structured review framework, comprising an initial 10 working day formal examination phase (extendable by a further 10 working days) and a substantive assessment phase. This is a welcome development for transaction planning, given that the timing of the pre-review phase had previously been relatively unpredictable. The Regulations also clarify that certification requirements apply principally to powers of attorney rather than all supporting documents and confirm that filings may be made in Arabic or English. Cabinet Resolution No. 105 of 2026 has now set the applicable filing fees, including a merger control filing fee of 0.02% of the aggregate annual sales of the participating undertakings (capped at AED 150,000), together with fees for exemption applications, third-party objections and appeals. The Regulations do not yet introduce a simplified filing track or short-form procedure for lower-risk transactions.

On substantive assessment, the Executive Regulations introduce detailed criteria for establishing a dominant position and a list of indicative factors for assessing a concentration’s competitive effects, formalising an approach broadly aligned with international standards. While published decisions remain limited, they confirm that the MoE is prepared to clear transactions subject to conditions. The authority has also stressed that it is developing its approach to joint ventures, where international standards on full-function analysis are expected to guide its practice.

On enforcement, the Executive Regulations now expressly empower the MoE to impose administrative sanctions for failure to notify and to investigate concentrations even where no filing was made, and give the MoE express on-site inspection powers. The Regulations also formalise third-party engagement by requiring publication of basic transaction information and introducing defined comment and objection windows, a significant increase in procedural transparency compared with the discretionary practice described in the 2025 edition of this guide. The MoE continues to build cooperation with other regional authorities through the Arab Competition Network.

Overall, the trend is towards greater institutionalisation, procedural formality and alignment with international practice, reflected most clearly in the adoption of the Executive Regulations in 2026. Transparency has improved with the introduction of pre-decision publication requirements, although merger decisions themselves continue to be published only in summary form without detailed reasoning.

Yes. The UAE merger control regime is still evolving under the 2023 Competition Law and Cabinet Resolution No. 3 of 2025. Earlier this year, the Ministry has adopted the long-awaited Executive Regulations (Cabinet Decision No. 59 of 2026), which entered into force on 30 July 2026 and address many of the procedural gaps previously identified. Further reforms remain underway.

The quantum of the filing fee is now settled: Cabinet Resolution No. 105 of 2026 sets the merger control filing fee at 0.02% of the aggregate annual sales of the participating undertakings, capped at AED 150,000, together with related fees of AED 5,000 for exemption applications, AED 1,500 for third-party objections to a merger filing, and AED 500 (refundable if successful) for appeals. A fast-track or simplified procedure for straightforward cases has still not been introduced, notwithstanding earlier indications that the MoE was considering one. Guidance on relevant market definition was published in July 2026 and further sector-specific guidance may follow.

The MoE has also continued to develop guidance and procedural clarity in adjacent areas, including formalised complaints-handling procedures published in early 2026, and has expressed openness to feedback on draft regulations and guidelines, signalling a willingness to consult practitioners and stakeholders.

Beyond procedure, the MoE is planning awareness initiatives, including roadshows for regulators, judges, industry and practitioners, and has confirmed that specialist judges will be appointed for competition cases. On exemptions, the MoE has clarified that there will be no blanket sector exclusions under the new law. Exemptions for government-owned entities apply only where the entity is expressly listed. At present, only the federal list and the Ajman list have been published; lists for the other Emirates are still awaited.

Overall, the regime is moving towards greater transparency, institutionalisation and international alignment, with the MoE emphasising its ambition to establish a market-leading merger control framework in the region.