UGANDA Law and Practice Contributed by: Arnold Lule Sekiwano, Ritah Nakalema, Evelyn Maria Nakigudde and Collette Melvina Awano, Engoru, Mutebi Advocates
subcontractors to give preference to Ugandan goods and services, and in the event that such goods and services are not available in Uganda, that the same be provided by a joint venture company with a maximum of 52% foreign participating interest and at least 48% Ugandan participating interest. Under the Land Act, Cap 236, foreigners are restricted from owning land under the freehold and mailo land tenure systems. Instead, they can only acquire land through leasehold tenure, typically for a maximum period of 99 years. 2.4 Antitrust Regulations The antitrust regulations that apply to business com - binations in Uganda are the following: • The Competition Act introduces a suspensory regime, and establishes the Competition and Consumer Commission and an overall structured framework for the oversight of mergers, acquisi - tions and joint ventures. • The Competition Regulations 2025 operationalise Uganda’s competition law framework, prohibit anti- competitive agreements and abuse of dominance, empower the Ministry to investigate complaints, and introduce mandatory merger notification thresholds based on turnover, assets, sector and COMESA nexus. • Merger transactions with a regional dimension are also notifiable to COMESA, and are thus subject to the COMESA Competition and Consumer Protec - tion Regulations 2025 and the COMESA Compe - tition and Consumer Protection Rules 2025. To trigger COMESA notification, a transaction must qualify as a merger under COMESA regulations and, crucially, satisfy the regional dimension test, and exceed the financial thresholds established by COMESA for mandatory notification. • However, the Competition Act does not explicitly define the jurisdictional relationship between the technical committee on competition established in the Ministry and other independent regulators responsible for overseeing competition within their respective sectors. These regulators include the Uganda Communications Commission, the Bank of Uganda, the Electricity Regulatory Authority, the Insurance Regulatory Authority, the CMA and the
Petroleum Authority. Additionally, certain govern - ment ministries, such as the Ministry of Energy, play a role in regulating competition in the down - stream petroleum and mining subsectors. However, it remains unclear whether a transaction approved by a sector regulator after assessing its competi - tion impact would require further approval from the technical committee on competition. It is also uncertain whether the committee has the authority to modify or override a decision made by a sector regulator. 2.5 Labour Law Regulations There are numerous laws which regulate employment- related matters in Uganda. These laws include the following: • the Constitution of the Republic of Uganda, 1995; • the Employment Act, Cap 226; • the Uganda Citizenship and Immigration Control Act, Cap 313; • the Occupational Safety and Health Act, Cap 231; • the Labour Disputes (Arbitration and Settlement) Act, Cap 227; • the Workers Compensation Act, Cap 233; • the Labour Unions Act, Cap 228; • the National Social Security Fund Act, Cap 230; • the Petroleum (Exploration and Development and Production) Act, Cap 161; • the Petroleum (Refining, Conversion, Transmission and Midstream Storage) Act, Cap 162; • the Employment Regulations, 2011; and • the Protocol on the Establishment of the East Afri - can Community Common Market. From a Ugandan perspective, in addition to these mandatory laws, employment relationships are pri - marily contractual in nature. As such, acquirers must adhere to the existing contractual obligations with the target company’s employees. Upon the transfer of a business from the target to the acquirer, the con - tracts of service of all employees shall automatically be transferred to the acquirer on the same terms and obligations. A purchaser of a listed company must state its intention with regard to the continued employ - ment of employees in the takeover document.
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