EGYPT Trends and Developments Contributed by: Mohamed Hashish, Farida Rezk, Omar Aboul-Ella and Mariam Rabie, Soliman, Hashish & Partners
tion. In April 2024, the Egyptian Prime Minister issued Decree No 1120 of 2024, enacting the Executive Regulations of the Antitrust Law and thereby implementing the new amendments. The new pre-merger control system went into effect as of 1 June 2024 and requires pre- approval from the ECA for transactions that con - stitute an “economic concentration” between the contracting parties (namely, a change in control or material influence of a person resulting from a merger, acquisition or joint venture), subject to meeting the relevant criteria with respect to financial thresholds. It is worth noting that any transaction that con - stitutes an “economic concentration” shall be subject to the pre-closing clearance require - ment from the ECA. By virtue of the new amend - ments, economic concentration is defined as any change of control or material influence as a result of a merger or acquisition or establishment of a joint venture. That being said, it is worth noting that following the new pre-merger control regime, the ECA has approved – amongst many other economic con - centrations – the following notable transactions in 2024 and 2025: • the acquisition of 41% of the total shares of Italia Trasporto Aereo S.p.A. (ITA Airway) by Deutsche Lufthansa AG (Lufthansa Group); • the acquisition of collective control of Sauber Holding AG, a Swiss motorsport engineering company, by Qatar Holding LLC; • the acquisition of 75% of the total shares of Closure Systems International Egypt by CDS Lavorazini Materie Plastica S.r.l.; and • the acquisition of DS Smith by International Paper, in a deal that is estimated to be worth USD7.2 billion.
Furthermore, the Financial Regulatory Authority (FRA)’s notification and pre-approval is required for any potential transaction that constitutes an “economic concentration” and fulfils the finan - cial thresholds, provided that the concerned persons with the economic concentration exer - cise one of the activities under the FRA’s super - vision, namely securities and capital markets, insurance, reinsurance or insurance brokerage activities, mortgage finance activities, financial leasing activities, securitisation and factoring activities, and microfinance. Fintech It is worth noting that fintech was introduced in Egypt back in 2020 as part of the issuance of the new Banking Law No 194 of 2020 with the purpose of promoting financial inclusion and the digitalisation of the financial sector in Egypt. However, the applicability of obtaining a fintech licence for the banking sector is still pending the issuance of further regulations in this regard by the CBE. Fintech has since been further regulat - ed in the Non-Banking Financial Services (NBFS) by the issuance of the new Fintech Law No 5 of 2022 and its Executive Regulation (“Fintech Law”), which facilitate the integration of tech - nologies into NBFS and the regulatory frame - work for the licensing scheme for such services from the FRA. These services include, inter alia, insurtech, microfinance, robo-advisory, artificial intelligence, mobile applications and digital plat - forms. In July 2023, the CBE issued regulations regard - ing the licensing and regulatory framework for digital banks in Egypt, which shall effectively allow for the establishment and operation of digital banks, in an effort to support innovation and transformation of the digital economy, whilst representing an important step in aligning with
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