EGYPT Law and Practice Contributed by: Alex Saleh, Asad Ahmad, Khaled al-Khashab and Mounir Hany, GLA & Company
will threaten or directly block any merger by revok - ing the merging entities’ licences. Article 27 of the Telecommunications Law also provides the NTRA with additional tools to preserve competition. This provision allows the NTRA to temporarily author - ise licensees to offer services at prices below approved tariffs, subject to strict conditions. How - ever, this pricing flexibility is immediately revocable if the NTRA determines that the discounted pricing violates free competition rules. • The Central Bank of Egypt (the “CBE”) acts as the regulator of the banking system. Article 74 of the Banking Law, Law No 194 of 2020 establishes a strict pre-approval regime for significant bank own - ership, requiring parties to seek approval from the CBE at least 60 days before acquisitions of more than a 10% stake (and any subsequent increase) in a bank or any other percentage that will enable any natural or corporate person or their related parties to have control over the management or decision- making in the bank. If a bank fails to comply with this, the voting rights and the distribution of dividends corresponding to shares exceeding the authorised percentage will be suspended. In this event, the individual or entity in breach will dispose of any shares exceeding the specified percentage within six months of their transfer. The CBE may request that the Financial Regulatory Authority (the “FRA”) appoint a brokerage firm to conduct the procedures for the sale of the shares. The pro - ceeds from the sale of shares will be apportioned to the shareholder after deducting the correspond - ing expenses. • Economic concentrations related to activities that are regulated by the FRA are subject to a special clearance process. According to Article 19 bis e of the Egyptian Competition Law and Article 62 of the Executive Regulations, the parties involved must notify the FRA before signing the contract if the tar - get operates in activities supervised and controlled by the FRA, such as insurance, mortgage, financial leasing, factoring or consumer finance. The FRA will seek the ECA’s opinion before clearing the eco - nomic concentration. A decision must be issued by the ECA within 30 days from the following day of receiving a complete notification file from the FRA. Where the target person engages in more than one activity, including activities subject to the supervi -
sion and control of the FRA, the person in this case must notify the ECA of all activities according to Article 19 bis a of the Egyptian Competition Law, in addition to notifying the FRA of the activity or activ - ities subject to its supervision and control accord - ing to Article 19 bis e of the Egyptian Competition Law. • Additional regulatory agencies in the Egyptian market include, but are not limited to, the Egyp - tian Electric Utility, the Gas Regulatory Authority and the Supreme Council for Media Regulation. They may also require prior approval before the conclusion of a transaction, which would result in the acquisition of control over a specific company which operates in the relevant sector. The ECA’s relationship with these agencies is complementary, with the primary goal of protecting consumer rights and the public interest. The Egyptian Competition Law states that one of the responsibilities of the ECA is to coordinate with the sectoral regulatory agencies on matters of common interest, without prejudice to the functions of the vari - ous agencies. In the same vein, despite the overlapping scope of the various regulators with respect to competition matters, the merger control notification regime pre - scribed under Article 19 of the Egyptian Competition Law remains applicable across all sectors, thereby subjecting any economic concentration to the juris - diction of the ECA. 1.3 Enforcement Authorities The ECA is responsible for the enforcement of the Egyptian Competition Law and its Executive Regula - tions. The ECL established the ECA as an independ - ent body affiliated directly with the Egyptian Prime Minister. The ECA is mandated to act as the adminis - trative body responsible for safeguarding a climate in which competitors have equal opportunities to com - pete in all economic sectors. The Egyptian Competition Law grants the ECA the power to issue the following decisions after complet -
ing the review process: • dismissal of a request;
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