Corporate M and A 2026

UAE Trends and Developments Contributed by: Ahmed Ibrahim, Malack El Masry and Maryam Quadri, Ibrahim N Partners

Family business transitions Family-owned enterprises remain central to the UAE economy. Succession events often trigger partial exits, restructurings or strategic partnerships. The statutory grounding of co-ordinated exit mecha - nisms and minority protections enables structured liquidity without destabilising ownership dynamics. Families can introduce external capital while retain - ing alignment tools recognised by law. Sovereign wealth funds and institutional capital The UAE’s role as both a capital destination and a capital exporter reinforces its structural depth and long-term strategic positioning in global markets. Sovereign wealth funds continue to shape the coun - try’s M&A landscape domestically and internationally, deploying capital across infrastructure, private equity and technology while driving transaction volume and cross-border engagement. Institutional investors demand enforceable govern - ance and predictable exit pathways. The strengthened CCL framework enhances the credibility of UAE-based holding structures for globally active platforms, sup - porting outbound acquisitions across Europe, North America and Asia. A modernised domestic legal infra - structure underpins this expansion and reinforces the UAE’s evolution into a globally integrated investment jurisdiction. Comparative positioning: mainland and financial free zones The UAE’s financial free zones, notably DIFC and ADGM, have long provided common law corporate frameworks familiar to international investors. The 2025 amendments narrow the structural distinc - tion between mainland and free zone regimes in the context of exit co-ordination tools. While procedural differences remain, the mainland regime now incorporates core mechanisms histori - cally associated with common law jurisdictions. This convergence enhances jurisdictional flexibility and reduces the need to externalise shareholder protec - tion solely through free zone entities.

The mainland’s civil law foundation remains intact. However, its transactional toolkit increasingly reflects international market practice. Alignment with international deal practice Drag thresholds between two-thirds and three-quar - ters, limited minority warranties and procedural clarity are hallmarks of global private M&A. By codifying drag and tag rights, the UAE aligns with these standards while preserving its civil law structure. The reforms reduce legal friction for international investors and expand the range of viable onshore investment structures. Outlook: institutional maturity The trajectory of reform suggests continued refine - ment rather than radical overhaul. Future developments may include: • further clarification of enforcement practice through case law; • regulatory guidance on merger control implementa - tion; and • continued convergence between mainland and financial free zone governance tools. The defining characteristic of the current phase is institutional maturity. The UAE is embedding struc - tural predictability rather than relying solely on policy openness. Conclusion The UAE’s M&A market has entered a phase defined by legal refinement and structural sophistication. Fed - eral Decree-Law No 20 of 2025 and the Competition Law reforms strengthen ownership mechanics, rein - force minority protection and clarify regulatory bound - aries, enhancing enforceability and reducing reliance on offshore structuring. For investors and strategic acquirers, the message is clear: the UAE offers not only growth, but a modern statutory framework capable of supporting complex transactions with predictable outcomes. The next

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