Corporate M and A 2026

UAE Law and Practice Contributed by: Ahmed Ibrahim, Malack El Masry and Maryam Quadri, IN’P IBRAHIM .N. PARTNERS

IN’P IBRAHIM.N. PARTNERS Office No. 16

11th Floor Sky Tower Shams Abu Dhabi Al Reem Island PO Box 5100746 Abu Dhabi United Arab Emirates Tel: +971 425 050 99 Email: info@inp.legal Web: www.inp.legal

1. Trends 1.1 M&A Market

tration requiring prior approval from the Ministry of Economy. The Decree was published in the Official Gazette on 30 January 2025 and came into force 60 days later, on 31 March 2025. Further information can be found in 2.4 Antitrust Regulations. Changing Geopolitical Situation The abrupt change in the geopolitical situation in early 2022 has led to a surprising shift towards the east. This change continues to impact the transactional space in the UAE. More and more global market play - ers are looking at the UAE as a place to base their new headquarters and head offices. Fuelled by this shift, dynamic deals are taking place in many sec - tors in the UAE, including cross-border transactions, with many deals finding support through investment by the government. Sectors such as green energy, real estate and power in particular, have seen an increase in investment. In light of recent developments in the Middle East, the broader regional environment contin - ues to evolve. However, any potential impact on the UAE is expected to be temporary, with no long-term effect on the deal-making landscape. New Tax and Regulations The UAE introduced a federal corporate tax, which came into effect in June 2023. The implementation of corporate tax has shown a significant impact on potential transactions, as tax implications are being factored in during an acquisition. Economic substance regulations, which came into effect in 2020 and for which there are hefty penalties for non-compliance, are also intrinsically linked with the taxability of a UAE

Despite economic challenges, the UAE has contin - ued to demonstrate notable growth in the M&A space. Its effective and agile recovery from the disruption caused by the COVID-19 pandemic has reassured both regional and international investors that the UAE remains a stable environment for their capital, largely insulated from significant global shocks. The UAE continues to go from strength to strength in terms of deal-making activity, including consolidation among established market participants across various sec - tors, alongside a large number of public listings. 1.2 Key Trends Significant Amendments to the Companies Law To enhance the competitiveness of the UAE’s busi - ness and investment environment, substantial amend- ments to the Commercial Companies Law have been recently introduced under Federal Decree-Law No 20 of 2025. Key amendments include the introduction of multiple classes of shares in a limited liability com - pany (LLC), permissibility of migration of companies from mainland UAE to other free zones or financial free zones, and statutory recognition of drag-along and tag-along rights. Further information can be found in 2.1 Acquiring a Company . Merger Control On 20 January 2025, the Cabinet issued Ministerial Decree No 3 of 2025 (the Decree), which sets out the criteria for what constitutes an economic concen -

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