Since June 2024, qualifying acquisitions must be approved by the Egyptian Competition Authority before they close. The thresholds, timelines, penalties and how to build merger control into your deal timetable.
Since 1 June 2024, Egypt has operated a full pre-closing merger control regime. Transactions that meet the thresholds must be notified to the Egyptian Competition Authority (ECA) and approved before they close. For buyers, investors and sellers, merger control is now a core part of deal planning.
What is caught
The regime applies to "economic concentrations", which include acquisitions of control or of material influence over another business, mergers and certain joint ventures.
- Control is not the only trigger. A shareholding of around a quarter of the voting rights or capital can amount to material influence.
- Smaller stakes can also be caught, for example where the investor gains a board seat or veto rights over strategic decisions.
- Purely passive financial investments without influence over strategy fall outside the definition.
The thresholds
Notification is required where either test is met:
- Domestic test: the combined annual turnover or assets of the parties in Egypt exceed EGP 900 million, and at least two of the parties each have Egyptian turnover above EGP 200 million.
- Worldwide test: the parties' combined worldwide turnover or assets exceed EGP 7.5 billion, and at least one party (in practice, the target) has Egyptian turnover above EGP 200 million.
Amendments to raise these thresholds have been reported. Until they are published in the Official Gazette, the current figures apply.
Timelines
- Phase I: 30 working days from a complete filing, extendable by 15 working days.
- Phase II: up to 60 working days for transactions that raise competition concerns.
- A simplified procedure is available for transactions that raise no concerns.
- If the ECA does not decide within the deadline, the transaction is deemed approved.
The clock runs only from a complete filing, so preparation matters.
Penalties
Closing without approval (gun-jumping), failing to notify or breaching conditions can lead to fines of 1% to 10% of the relevant turnover, assets or transaction value, or fixed fines of between EGP 30 million and EGP 500 million where those figures cannot be determined. The ECA can also review transactions below the thresholds within one year of closing if they may harm competition in Egypt.
Building merger control into the deal
- Assess the thresholds at term sheet stage, using the turnover and assets of the buyer's group and the target.
- Make ECA approval a condition to closing and allow realistic time in the long-stop date.
- Avoid gun-jumping: do not let the buyer influence the target's business before approval.
- Prepare the filing early: transaction documents, ownership charts, financial information and market data.
- Check other regulators. Transactions involving non-banking financial companies require separate notification to the Financial Regulatory Authority, which must take place before signing.
How we can help
We assess whether transactions are notifiable, prepare and manage ECA filings and structure deal documents around the approval process. Contact us at the start of your transaction.
This briefing reflects the position as at November 2026.
This briefing is for general information only and is not legal advice. For advice on your situation, contact us.