UAE Law and Practice Contributed by: Alex Saleh, Asad Ahmad, Khaled Abuorabi and Habiba Wahdan, GLA & Company
3.4 Parties Responsible for Filing According to the Competition Regulations, the regulatory filing for an “economic concentration” is made by the relevant ”undertaking”. There is no clear definition of what is meant by relevant “undertaking(s)”. It could be interpreted from the text that a relevant ”undertaking” will be: • the “undertaking” directly involved in the transaction; and • meeting the jurisdictional threshold following the conclusion of the “economic concentra - tion” transaction. If more than one “undertaking” meets these requirements, filing should be made jointly (see 2.7 Businesses/Corporate Entities Relevant for the Calculation of Jurisdictional Thresholds ). 3.5 Information Included in a Filing The new Implementing Regulations will include all the filing documents and procedures. How - ever, in the meantime the authors will adhere to the UAE Competition Legislation, which includes the following. • The notification form (although this is still to be released by the Competition Department and, therefore, as of the date of this guide, notifications could be submitted in the form that the relevant “undertaking” considers appropriate as long as it complies with the regulatory requirements). • The term sheet or agreement, whether executed or in draft form. The relevant “undertaking(s)” must also submit the following as part of the notification filing. • The constitutional documents of the relevant “undertaking(s)”, including their memorandum and articles, which have to be duly attested.
ing. In this case, the applicant will comply with both the Competition Law and the Competition Regulations. Failing to notify a reportable “economic concen - tration” may result in a fine of between 2% and 10% of the turnover generated in the UAE by the relevant ”undertaking” during the last financial year being imposed or, if this data is not avail - able, a fine of between AED500,000 and AED5 million being imposed. 3.2 Type of Agreement Required Prior to Notification The new Implementing Regulations to the Com - petition Law will determine the documents and the procedures required. However, for the time being, the existing Competition Regulations must be adhered to. The Competition Regula - tions indirectly require a binding “agreement” before the notification for an ”economic concen - tration” transaction to be approved. As part of the notification to the Competition Department, a term sheet or an “agreement”, whether in an executed or draft form, must be attached. A less formal agreement such as a letter of intent or memorandum of understanding can be attached to the notification. In all events and for the purposes of the notification, a written document should be provided explaining the transaction, whether in a signed or a draft form. Without it, the Competition Department will most likely put the application on hold until the term sheet or agreement is submitted as part of the notification filing. 3.3 Filing Fees There are no filing fees for the regulatory noti - fication.
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