Strategic transaction advisory for private and institutional stakeholders across the UAE, Cyprus, and Switzerland.
The UAE's position as a crossroads for international capital has created an increasingly sophisticated M&A landscape. Transactions in this market require more than financial analysis — they demand an intimate understanding of regulatory frameworks, ownership structures, and the cultural dynamics that determine whether a deal closes or collapses.
Polaris brings a distinctive perspective to M&A advisory. As a licensed TCSP with operational depth across corporate structuring, compliance, and fiduciary services, we understand the structural anatomy of target companies in ways that pure financial advisors often cannot.
Our advisory spans the full transaction lifecycle: from initial strategic assessment and target screening through due diligence coordination, valuation, deal structuring, regulatory approvals, and post-transaction integration.
Our TCSP background means we understand corporate structures, compliance positions, and regulatory exposures at a granular level.
We manage regulatory approval across DED, free zone authorities, SCA, and Central Bank — ensuring completion without procedural delays.
Our corporate services capability supports the buyer through integration: licence amendments, shareholder changes, and compliance realignment.
Our platforms in UAE, Cyprus, and Switzerland enable seamless structural coordination without third-party intermediaries.
Answers drawn from the published rules of the UAE authorities and regulators. Each answer links to its official source. Last reviewed 25 October 2026.
Yes, when it meets the merger-control thresholds. Federal Decree-Law No. 36 of 2023 Regarding Regulating Competition, in force since 29 December 2023, defines an economic concentration as any act resulting in the complete or partial transfer of ownership, usufruct, rights, equity, shares or obligations of an undertaking that gives another undertaking direct or indirect control, and Article 12 requires the undertakings to submit an application to the Ministry of Economy and Tourism at least 90 days before completion if a threshold is met. The thresholds themselves are set by Cabinet resolution. We assess notifiability at term-sheet stage, before the timetable is fixed.
Sources: UAE Legislation Portal (uaelegislation.gov.ae) — Federal Decree-Law No. (36) of 2023 Regarding Regulating Competition; UAE Legislation Portal (uaelegislation.gov.ae) — Federal Decree-Law No. (36) of 2023 Regarding Regulating Competition — legislation record (accessed 24 October 2026)
Two alternative tests, either of which triggers a filing. Cabinet Resolution No. 3 of 2025 sets the thresholds under the Competition Law: the total annual sales of the undertakings concerned in the relevant market within the State during the last fiscal year exceed AED 300,000,000, or their combined share exceeds 40 per cent of total transactions in the relevant market during the last fiscal year. The Ministry of Economy and Tourism announced that it would begin enforcing the resolution in April 2025. Both tests are measured in the UAE relevant market, so a cross-border deal with modest UAE sales can still be caught on share. We compute both tests from the parties' audited figures.
Sources: UAE Legislation Portal (uaelegislation.gov.ae) — Cabinet Resolution No. (3) of 2025 Regarding the Ratios to the Implementation of Federal Decree-Law No. (36) of 2023 Regarding Regulation Competition; Ministry of Economy and Tourism — Ministry of Economy reviews cabinet resolution on thresholds and controls associated with Competition Law and its role in enhancing oversight of economic concentration transactions in the country (accessed 24 October 2026)
Up to 135 days after a complete filing, plus the completeness check. The Ministry of Economy and Tourism verifies the application's completeness within ten working days, extendable once. Article 13 of Federal Decree-Law No. 36 of 2023 then gives the Minister 90 days from receipt of a complete application to decide, extendable by a further 45 days; during that period the parties may not perform any acts to complete the concentration, and if no decision issues the application is deemed rejected. Interested parties may comment within fifteen working days of publication. We build this timetable into the sale agreement's long-stop date so neither side is in breach while the Ministry deliberates.
Sources: UAE Legislation Portal (uaelegislation.gov.ae) — Federal Decree-Law No. (36) of 2023 Regarding Regulating Competition; Ministry of Economy and Tourism — Economic Concentration (accessed 24 October 2026)
A percentage of the parties' sales, capped. Cabinet Resolution No. 105 of 2026, effective 29 July 2026, sets the government fee for an economic concentration application at 0.02 per cent of the aggregate annual sales value of the establishments participating in the concentration, subject to a maximum of AED 150,000. An objection to a notified concentration costs AED 1,500 and a grievance against a Ministry decision AED 500, refundable if the grievance is upheld. The Ministry requires proof of payment with the application. These are the government's fees only; our own fees are quoted separately when we are engaged.
Sources: UAE Legislation Portal (uaelegislation.gov.ae) — Cabinet Resolution No. (105) of 2026 Regarding the Fees Prescribed for the Implementation of Federal Decree by Law No. (36) of 2023 Regarding the Regulation of Competition; UAE Legislation Portal (uaelegislation.gov.ae) — Cabinet Resolution No. (105) of 2026 Regarding the Fees Prescribed for the Implementation of Federal Decree by Law No. (36) of 2023 Regarding the Regulation of Competition — legislation record (accessed 24 October 2026)
Severe. Article 25 of Federal Decree-Law No. 36 of 2023 punishes a breach of the notification duty in Article 12 with a fine of not less than 2 per cent and not more than 10 per cent of the violating undertaking's annual total sales or service revenue subject of the violation in the State during the last fiscal year; where that figure cannot be computed, the fine is AED 500,000 to AED 5,000,000. Article 26 adds a fine of AED 50,000 to AED 500,000 for taking completion steps during the review period. Filing a borderline deal is far cheaper than defending an unfiled one, and that is how we advise.
Source: UAE Legislation Portal (uaelegislation.gov.ae) — Federal Decree-Law No. (36) of 2023 Regarding Regulating Competition (accessed 24 October 2026)
The Ministry of Economy and Tourism lists them on its economic concentration page: the memorandum or articles of association and commercial licence of each party, a copy of the contract or agreement relating to the concentration, audited financial statements for the preceding three financial years, shareholder and ownership details, registered office and branch details, proof of fee payment, a report on the economic dimensions of the concentration covering the market, competitors, customers and consumer impact, the geographic scope of activities, and a list of related transactions in the prior three years. The application is filed electronically in Arabic or English and signed by a legal representative under a duly authenticated special power of attorney. We assemble and file it.
Source: Ministry of Economy and Tourism — Economic Concentration (accessed 24 October 2026)
No. Article 4 of Federal Decree-Law No. 36 of 2023 carves out any agreement, practice or conduct relating to a specific good or service that another law assigns to a sectoral regulatory agency, unless that agency asks the Ministry in writing to take the matter and the Ministry agrees. It also excludes undertakings owned by the Federal Government, and undertakings owned by an emirate's government operating within that emirate, as determined by the relevant government resolution. A deal in a sector with its own regulator is therefore reviewed by that regulator rather than, or before, the Ministry. We identify the right gatekeeper at the outset so the approval sequence is correct.
Source: UAE Legislation Portal (uaelegislation.gov.ae) — Federal Decree-Law No. (36) of 2023 Regarding Regulating Competition (accessed 24 October 2026)
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