BARBADOS Trends and Developments Contributed by: Debbie Fraser, Joanna M. Austin and Makela Harrison-Yarde, Fraser Law
ited, a Trinidadian company. The transaction also included Standard Distribution and Sales (Barba - dos) Limited, a subsidiary of Standard Distribution Limited, which marked a notable shift in ownership within the local retail and distribution sector and reflected continued cross-border investment activ - ity involving established Barbadian businesses. • The February 2026 closure of a longstanding Barbados paint supply company belonging to the Trinidadian conglomerate Ansa McCAL also raises further expectations of future M&A, as mergers and divestments continue among Trinidad conglomer - ates seeking to re-focus and streamline business groups. • Within the public sector, in 2025 the government of Barbados merged two state-owned enterprises, the Barbados National Oil Company Limited and the Barbados National Terminal Company Limited, to form Barbados National Energy Company Lim - ited. The merger has been cited as part of govern - ment’s continued work within the renewable energy space, including promoting the use of alternative energy and increased battery storage capacity. Regulatory and Compliance Framework and Activity Barbados has a robust regulatory and compliance framework, ensuring that M&A that directly impact the public do not result in avoidable market domi - nance. M&A of Barbados entities are regulated by the Fair Trading Commission (FTC). The FTC’s permission is generally required for M&A where the purchaser, alone or together with any other enterprise with which it intends to effect the merger, is likely to control not less than 40% of any market, or such other propor - tion of the market as may be prescribed. The FTC has published merger controls, which guide parties on the requirements for applications. In the firm’s experience, the FTC is willing to engage parties, particularly when informed at an early stage of impending M&A. This early engagement facilitates faster approval from the FTC; currently, a decision is usually issued within three months of an application. The FTC publishes its rulings and demonstrably analy - ses applications involving parties with market domi - nance. Thorough market analysis is also undertaken by the FTC while examining the application.
The 2020 acquisition of the largest insurance provider in the Caribbean region, Sagicor Financial Investment Corporation (a company initially incorporated in Bar - bados but now a Bermuda company registered as an external company in Barbados), and of the holding company for the Barbados insurance company Sagi - cor Life Inc, by Canadian public company Alignvest is one such example. The Sagicor acquisition was approved, and the basis for that ruling was published by the FTC. Currently, even where parties determine that the FTC’s permission is not strictly required, it is not unusual for the entities to inform the FTC of a proposed M&A where those entities have a notable market presence. Where the FTC’s permission is required, parties gen - erally approach the FTC as joint applicants, which is considered more efficient and transparent. Commer - cial banks regulated by the Central Bank of Barbados – and insurance companies, securities companies and other non-banking financial institutions regulated by the Financial Services Commission (FSC) – also have to obtain prior permission from the relevant regula - tor before commencing with M&A. Permission is usu - ally needed because of the requirement to inform the regulator of a change of beneficial ownership, and to ensure that Barbados meets the standard for com - pliance disclosures set by the Financial Action Task Force (FATF) and the Organisation of Economic Co- operation and Development (OECD). Entities operat - ing within the international business sector will also have to notify the International Business Unit as a requirement under the foreign currency permit issued to Barbados companies earning 100% of their income in foreign currency. A foreign currency permit entitles holders to an exemption from foreign exchange con - trols and certain duties and taxes. In recent times, OECD and FATF compliance stand - ards and requirements have impacted business activ - ity and the timing of the closure of transactions. The need to meet compliance requirements adds a new element to deals, along with the pre-existing regula - tory approvals, and can potentially slow what would otherwise be relatively early completion of transac - tions. A recent development is the requirement to file beneficial ownership changes with the Registrar of
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