UAE Competition Law: New Turnover-Based Merger Control Threshold

The impact on local and foreign-to-foreign M&A transactions

The United Arab Emirates (“UAE”) recently announced a turnover-based threshold for merger control filings that supplements the Federal Decree-Law No. 36 of 2023 (“UAE 2023 Competition Law”). The 2023 law stated that a subsequent cabinet decision would establish new merger thresholds. UAE Cabinet Resolution No. (3) of 2025 has now set that turnover threshold at AED 300 million (~ USD 81.67 million / EUR 79.2 million) in annual sales. The new threshold is applicable to all relevant transactions that are not closed by March 31, 2025.

The practical impact of the new rules should not be underestimated: parties to local and international M&A transactions who could until now legitimately take the position that merger filings in the UAE were not required, may now be faced with an additional regulatory requirement on the critical path of the closing of their transaction. This new requirement is likely to be