KUWAIT Trends and Developments Contributed by: Abdulwahab Sadeq, Adel Alasousi, Ali Boshehri and Barak AlAjeel, Meysan
In several multinational transactions involv - ing only minor Kuwaiti components, parties faced delays due to CPA clearance, even when approvals were swiftly granted in other jurisdic - tions such as Saudi Arabia or the UAE. Notably, Saudi Arabia’s recent accession to the Apostille Convention in December 2022 has simplified cross-border transactions by replac - ing document legalisation with a single Apostille certificate, reducing costs and delays for merg - ers and regulatory filings. This change eliminates the need for authentica - tion through the Saudi Ministry of Foreign Affairs, significantly reducing both cost and administra - tive delay in regulatory and merger filings. In contrast, the limited transparency and lengthy review timeframes in Kuwait’s regulatory proce - dures often disincentivise investors from target - ing Kuwaiti assets. Comparative perspective: Competition practice in the UAE The UAE also has a well-developed merger con - trol regime under Federal Law No 4 of 2012 (as amended), which is overseen by the Ministry of Economy. While the Federal Law is similar in spirit to Kuwait’s regime, the UAE adopts a more market-focused approach. The key differences are as follows. • Notification is required if the combined mar - ket share of the parties exceeds 40% in the relevant market. Unlike Kuwait’s fixed turno - ver thresholds, the UAE applies an effect- based test. • The UAE’s Competition Committee consid - ers product and geographic substitutability in line with EU competition law principles. This
allows more flexibility and legal certainty in assessing market impact. • The review timeframe in the UAE is sig - nificantly shorter (typically 30 working days, which can be extended for another 20 days. • The UAE Competition Law provides broad exemptions for entities operating in sectors such as oil and gas, utilities, telecommunica - tions and financial services. Kuwait’s Com - petition Law lacks an equally comprehensive sectoral exemption framework. In recent practice, the Ministry of Economy has emphasised that it will assess the transaction based on the total turnover within the UAE with - out engaging in detailed product market segmen - tation. This mirrors a similar trend seen in Kuwait, where the CPA focuses on total turnover without always applying a granular relevant market test. Both jurisdictions exhibit increasing conver - gence in their treatment of foreign-to-foreign transactions. However, the UAE’s competition authority tends to emphasise commercial impact more than formalistic criteria, which may lead to greater regulatory flexibility. While Kuwait pays careful attention to threshold calculations and procedural steps, the UAE’s regime hinges more on market structure and dominance risk. Transactions that might trigger CPA notification may not necessarily do so in the UAE, underscoring the importance of a jurisdic - tion-specific competition analysis in the GCC. Kuwait’s role in regional collaboration: The ACN Kuwait has taken on a more visible role in region - al competition enforcement through its active participation in the ACN. This is a regional plat - form established in March 2022 comprising of 17 MENA jurisdictions. The ACN aims to pro -
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