Definition Of Control Under The New Saudi Merger Guidelines

Following a public consultation process initiated in July 2024 the Saudi General Authority for Competition (GAC) published the 5^th edition of their Merger Guidelines on 8 April 2025. The updated Guidelines introduce key changes aimed at aligning Saudi Arabia's merger control regime more closely with international best practices. A key changed introduced with the updated Guidelines was the amendment of the notification threshold which now requires that the target of an acquisitions contributes to the Saudi revenue element of the threshold (see our client brief from May 2025 for a comprehensive discussion of the new threshold). However, the authority also included clarifications on the GAC's interpretation of the change of control element of the Saudi merger control regime. While these primarily confirmed existing practice, the explicit description of the GAC's practice in the guidelines is welcome and aids transparency.