EGYPT Law and Practice Contributed by: Alex Saleh, Asad Ahmad, Khaled al-Khashab and Mounir Hany, GLA & Company
• A fee of EGP100,000 (approximately USD2,000) if the combined annual turnover or the value of the combined assets worldwide for the concerned persons exceeds EGP7.5 billion (approximately USD148 million) for the latest year of the last audit - ed consolidated financial statements, provided that at least one of the concerned persons had an annual turnover or value of assets in Egypt exceed - ing EGP200 million (approximately USD4 million). In all cases, the highest fee is paid if more than one category applies. The notifying person will bear the publication costs. 3.4 Parties Responsible for Filing All parties directly involved in the “economic concen - tration” are responsible for filing with the ECA (see 2.7 Businesses/Corporate Entities Relevant for the A complete notification file should be submitted to the ECA. The notification file will not be considered com - plete, nor will it have any legal implications, unless the notification form prepared by the ECA is completed and the following data and documents are submitted. • A scanned copy of the personal identification (national ID or passport) of the notifying person (with the original available for review upon request). • A scanned copy of the power of attorney (POA) issued to the notifying person (with the original available for review upon request). The POA must be authenticated by the Ministry of Foreign Affairs if issued outside Egypt. • A scanned copy from the commercial register, not Calculation of Jurisdictional Thresholds ). 3.5 Information Included in a Filing more than three months old since its issuance date, for each concerned person, excluding the related parties or its equivalent in the country of origin of the concerned person. • A scanned copy of the articles of association (including all amendments) for each concerned person, excluding their related parties or their equivalent in the country of origin of the concerned person. • A scanned copy of the audited consolidated finan - cial statements or the audited individual financial statements if consolidated statements are not
available, for the last year for the person(s) control - ling the concerned persons, along with the sup - plementary explanations, including the auditor’s report. • A scanned copy of the annual report of each of the concerned persons, excluding their related parties. • A scanned copy of the letter of intent, memoran - dum of understanding, sale/purchase agreement, purchase offer, due diligence report, shareholders’ agreement or any other agreements that confer the person “control” or “material influence”. • A scanned copy of the minutes of the board of directors and general assembly (ordinary/extraordi - nary) meetings approved and related to the “eco - nomic concentration” for each of the concerned persons. • A scanned copy of the available permits and approvals obtained for the “economic concentra - tion”, which is the subject of the notification file, whether inside or outside Egypt. • A signed declaration by the notifying person or their legal representative confirming the validity of the information and documents provided. • A receipt of payment of the prescribed fees for reviewing the notification file. • A declaration to pay all publication expenses according to the decision of the ECA’s board of directors. The notifying person may also submit any other rel - evant documents or data related to the review of the “economic concentration”, such as any studies prepared by the concerned persons or a third party regarding the products used by these persons or for the purpose of evaluating and analysing the effects of the transaction on the markets (market structure, market shares, actual or potential level of competi - tion, economic and financial status of the concerned persons). 3.6 Penalties/Consequences of Incomplete or Inaccurate Notification The ECA typically assesses whether or not the noti - fication file is complete and will notify the notifying party of any further information required. Failure to provide a complete application may result in the ECA rejecting the application or taking another corrective action, as it deems appropriate.
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