Bahrain: Corporate/Commercial Law

The COMESA Competition Regulations 2025 introduce express recognition of ancillary restraints in merger control assessment, marking a significant shift in how transaction-related restrictions are evaluated. This development raises important questions about the scope and application of the ancillary restraints doctrine within the COMESA merger control framework, particularly regarding non-compete and non-solicitation clauses.

The ECOWAS merger control regime grants the ERCA Council discretionary authority to approve anti-competitive transactions when a clear and demonstrable public interest exists. This power, analytically distinct from competition assessment, carries significant strategic implications for parties transacting across the twelve-member West African economic community.

The ancillary restraints doctrine, originally developed by the European Commission, validates restraints objectively necessary to implement legitimate transactions with neutral or positive competitive effects. This analysis examines how Egypt, Morocco, Jordan, and Tunisia approach ancillary restraints in economic concentrations, revealing significant jurisdictional variations in regulatory frameworks and enforcement practices across the Levant and North Africa region.

Licensing agreements occupy a structurally ambiguous position in merger control, sitting between asset acquisitions and ordinary commercial contracts. This client brief examines how European Commission precedent may inform the treatment of licensing agreements under the COMESA merger control regime, given the limited guidance and decisional practice from the COMESA Competition and Consumer Commission.

Licensing agreements occupy a structurally ambiguous position in merger control, sitting between asset acquisitions and ordinary commercial contracts.

Over the past several years, Bahrain has undertaken significant incremental reforms to open its economy to foreign investment.