ETHIOPIA Law and Practice Contributed by: Getu Shiferaw, Awoke Mitku, Gutema Kajela Ejeta and Debora Belachew, Mehrteab & Getu Advocates LLP
• import trade; • wholesale trade; and • retail trade.
For states that are members of COMESA, and if the merger is cross-border in nature within COMESA, the COMESA Competition Regula - tions will be applicable provided that the activ - ity falls within this jurisdiction. These legislations were adopted to regulate anti-competitive prac - tices within the region. 2.5 Labour Law Regulations The primary labour law that applies to M&A trans - actions is Labour Proclamation No 1156/2029. According to Ethiopian labour law, the amalga - mation, division or transfer of ownership of an undertaking will not have the effect of modifying a contract of employment. The existing terms of the contract of employment that the employees entered into will continue to have effect under the acquirer, unless the contract has been modi - fied in line with a new contract of employment, collective agreement or any written agreement of the parties. Therefore, acquirers should consider the existing agreements and determine how to proceed with the existing employees and contracts of employ - ment through discussions with the employees. 2.6 National Security Review There is no national security review of acquisi - tions in Ethiopia. 3. Recent Legal Developments 3.1 Significant Court Decisions or Legal Developments A significant development in Ethiopia related to M&A in the past three years is the introduction of a new banking business law, Banking Business Proclamation No 1360/2024, which establishes
Foreign investors can now engage in these areas of investment provided that they meet the mini - mum thresholds provided under the law for each sector. 2.4 Antitrust Regulations In Ethiopia, the antitrust regulations that apply to M&A are: • Trade Competition and Consumers Protection Proclamation No 813/2013; • FDRE Trade Competition and Consumer Pro - tection Merger Directive No 1/2008; • the COMESA Competition Regulations; • the 2021 Commercial Code of Ethiopia; and • the 1960 Civil Code of Ethiopia. The Ethiopian competition laws require that any business entity that proposes to enter into a merger agreement should first give notice to the relevant authority by providing all the neces - sary information. MoTRI has a department that specifically deals with the approval of mergers before they come into effect. MoTRI investigates merger applications from the perspective of anti-trust legislations and will examine the possible adverse effects that the proposed merger may have on trade com - petition. Merger approval will be granted only if the relevant authority is of the opinion that the merger will not have any adverse effect on trade competition. If MoTRI is of the opinion that the merger may pose adverse effects but believes that these effects may be obviated by comply - ing with certain conditions, then it could approve the merger with the necessary requirements attached as a condition.
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