INSITE - UAE- April 2026
- sukhwinder21
- 2 hours ago
- 5 min read
KUWAIT SETS NEW MERGER NOTIFICATION THRESHOLDS
Summary: On 5 April 2026, Kuwait’s Competition Protection Authority (CPA) issued Board Resolution No. 32 of 2026, revising the financial thresholds for merger control filings. The updated thresholds expand the scope of transactions requiring prior CPA approval, based on turnover and asset value criteria.
The changes are significant for businesses engaging in mergers, acquisitions, or other economic concentrations in Kuwait, as more transactions may now fall within the mandatory notification regime.
In Detail: The CPA of Kuwait has introduced updated merger control thresholds through Board Resolution No. 32 of 2026, published in the Official Gazette on 5 April 2026. The Resolution revises the financial criteria that determine whether a transaction requires prior approval from the CPA before completion.
This development forms part of Kuwait’s broader efforts to strengthen competition oversight and ensure effective regulation of market concentrations.
Revised Notification Thresholds
Under the new Resolution, prior approval from the CPA is required where any of the following thresholds are met:
1. Individual Turnover Threshold
Notification is required if any party to the transaction generates annual sales in Kuwait exceeding KWD 1,500,000, whether directly or through controlled entities such as subsidiaries or branches.
2. Combined Turnover Threshold
Notification is required where:
The combined annual sales of the parties in Kuwait exceed KWD 3,000,000, and
The target entity (or business being acquired) generates at least KWD 1,500,000 in Kuwait
This ensures that transactions involving a meaningful local nexus fall within the regime.
3. Asset Value Threshold
Notification is also required where the total value of registered assets of the parties in Kuwait exceeds KWD 7,500,000.
Calculation of Thresholds
All thresholds must be assessed based on the audited financial statements for the last financial year preceding the completion of the transaction. This provides a clear and objective basis for determining whether notification is required.
Practical Implications
The revised thresholds are likely to:
Increase the number of transactions subject to CPA review, particularly for mid-sized deals
Require businesses to conduct early merger control assessments as part of transaction planning
Emphasise the importance of analysing local turnover and asset values, even where transactions are part of larger cross-border deals.
Failure to obtain prior approval where required may expose parties to regulatory risk, including potential penalties or challenges to the transaction.
This Board Resolution represents a key update to Kuwait’s competition law framework, reinforcing regulatory oversight of economic concentrations. Businesses considering mergers, acquisitions, or joint ventures with a Kuwait nexus should carefully assess the revised thresholds and ensure timely compliance with CPA notification requirements.
KSA INTRODUCES LICENSING FRAMEWORK FOR MGAS
Summary: On 25 March 2026, the Saudi Insurance Authority (IA) approved new Licensing Requirements for Underwriting Activities, marking a significant development in the Kingdom’s insurance regulatory framework. The regime introduces clear licensing, capital, and governance requirements, and notably allows for the establishment of standalone Managing General Agents (MGAs), a shift from the traditional model where underwriting was limited to insurers and reinsurers.
This move is expected to enhance market sophistication, improve professional standards, and create new opportunities within the KSA insurance sector.
In Detail: As part of its ongoing regulatory reforms, the Saudi IA has approved the Licensing Requirements for underwriting activities, following a public consultation process conducted through the Istitlaa platform. The framework reflects a broader effort to enhance governance, improve professional standards, and increase efficiency across the insurance market in the Kingdom.
Under the new regime, entities intending to conduct underwriting activities must obtain a license from the IA before commencing operations. Applicants are required to establish a physical presence in Saudi Arabia, meet a minimum capital threshold of SAR 1,000,000, and maintain professional liability insurance of at least SAR 3,000,000. In addition, licensed entities must demonstrate operational substance through qualified personnel, appropriate governance and risk management frameworks, and a clearly defined organisational structure supported by a detailed business plan.
A key development under this framework is the recognition of standalone MGAs as licensed underwriting entities. Traditionally, underwriting activities in the region have been closely tied to insurers and reinsurers as risk-bearing entities. The introduction of MGAs marks a shift toward a more flexible and specialised market structure, allowing delegated underwriting functions to be carried out by independent entities. While similar models exist in financial free zones such as DIFC and ADGM, their introduction into the wider Saudi market represents a notable expansion of the regulatory landscape.
Although the approval of the licensing requirements signals progress, the final implementing regulations have not yet been published. As a result, certain practical aspects remain unclear, including potential ownership restrictions and the interaction of MGA activities with existing reinsurance cession requirements in the Kingdom. These elements will be critical in determining how the regime operates in practice.
Overall, this development reflects Saudi Arabia’s continued efforts to modernise its insurance sector and align it with international standards. Businesses interested in entering or expanding within the Saudi market should closely monitor further regulatory guidance and begin assessing how the new framework may impact their operational and structuring decisions.
BAHRAIN’S SECURED TRANSACTIONS LAW: EXPANDING ACCESS TO CORPORATE FINANCE
Summary: Bahrain has introduced a new Secured Transactions Law (Law No. 3 of 2026), establishing a modern legal framework for security interests over movable assets. The law enables businesses to use a wider range of assets as collateral without transferring possession and introduces an electronic registry system to enhance transparency and creditor protection.
This reform is expected to improve access to finance, particularly for SMEs, and aligns Bahrain’s legal framework with international best practices in secured lending.
In Detail: Bahrain has ratified Law No. (3) of 2026 concerning Secured Transactions, following its approval by the Shura Council and the Council of Representatives. The law represents a significant step in Bahrain’s broader efforts to modernise its commercial framework and strengthen its position as a regional financial hub.
At its core, the legislation introduces a comprehensive system for creating and enforcing security interests over movable assets. A key feature of the new regime is the recognition of security rights without requiring the transfer of possession, allowing businesses to continue using their assets while leveraging them for financing. This is expected to provide greater flexibility to borrowers and facilitate access to credit, particularly for small and medium-sized enterprises.
The law applies to a wide range of movable assets, including both tangible and intangible property such as receivables, bank accounts, inventory, agricultural products, and intellectual property rights. It also extends to future assets, enabling businesses to secure financing against assets not yet in existence. Certain categories, such as public property and endowment (waqf) assets, remain excluded in line with existing legal principles.
A central component of the framework is the establishment of an electronic central registry for security interests. This registry is designed to enhance transparency and legal certainty by enabling public access to information on registered security rights and determining priority among creditors. It also simplifies the process of creating, amending, and enforcing security interests, although responsibility for the accuracy of submitted information remains with the registering party.
The law further introduces structured enforcement mechanisms, allowing secured creditors to enforce their rights through both judicial and, in certain cases, non-judicial processes. These mechanisms are balanced by safeguards requiring compliance with principles such as good faith and commercial reasonableness, alongside protections for debtors and guarantors. Specific provisions also address enforcement in relation to assets such as bank accounts and receivables.
In addition, the law incorporates penalties for misuse of the registry, fraudulent conduct, or obstruction of enforcement, reinforcing the integrity of the system and ensuring compliance.
Overall, the Secured Transactions Law represents a significant development in Bahrain’s credit landscape. By unlocking the value of movable assets and providing a clearer and more predictable framework for secured lending, the law is expected to support business growth, improve liquidity, and enhance confidence among lenders and investors.
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