Oman’s New Executive Regulations on Competition Law

Oman’s Ministry of Commerce, Industry and Investment Promotion has issued Ministerial Resolution Number 18 of 2021, the executive regulations of the Law on Protection of Competition and Prevention of Monopoly (‘Regulations’) that supplement Royal Decree Number 67 of 2014 (‘Competition Law’). The Regulations, which took effect on 25 January 2021, clarify the interpretation of the Competition Law of Oman.

The Regulations will be of interest and importance to investors acquiring targets with a physical presence in Oman as well as large consumer orientated businesses selling products and services into the Omani market.

Economic Concentrations

When advising on the competition law aspects of large M&A transactions involving an Omani target, legal practitioners in Oman have become accustomed to the document requests that have been sought by the Competition Authority in Oman. The Regulations now clarify the data and materials that are required whenever a request has been made for the creation of an economic concentration under Article 11 of the Competition Law.

In addition to adducing general market share data, specific information will be requested including information concerning key competitors, the effect of the economic concentration on the concerned market and the justification for the economic concentration, for example whether the national workforce is likely to be affected by the transaction.  Details of approvals or clearances obtained from competition regulators in other jurisdictions will also be requested.  As part of its decision making process the Ministry of Commerce, Industry and Investment Promotion will consider the following factors:

• the effect of the economic concentration on competition within the relevant market;
• actual or possible competitiveness in the relevant market;
• ease of access to the relevant market / specific barriers;
• effect on prices, innovation and technical competence in the relevant market;
• contribution to the promotion of investment, exports and domestic value add (including creation of employment); and
• interests of consumers.

The Regulations re-state the position under the Competition Law, namely that the decision making process takes up to 90 days following filing of all requested documents and data.  It is important to recognise that this 90 day period can be ‘frozen’ if documents have been requested but not provided, meaning that the actual decision making process is likely to exceed 90 days.  Appeals against the decision taken under the Regulations and the Competition Law can be made within 60 days following issue of the decision.

Geographical and product market

From a consumer perspective, the Competition Law seeks to restrict the taking of certain behaviour, either through the implementation of agreements or by one or more dominant market participants, that would have an adverse effect on the Omani market.  Examples of such behaviour include clearly identifiable acts such as price collusion, predatory pricing and fixing re-sale prices.

It has always been necessary to determine the relevant market when assessing the effect of offending behaviour to ascertain whether such action falls within the scope of the Competition Law and the Regulations provide guidance on how the relevant market, which comprises a geographical market and a product market, is determined:

• the geographical market can be determined by factors including the ease with which new competitors can enter the market and preference of customers to certain products; and
• the relevant product market can be determined by factors including the ease with which a purchaser can be diverted from one product to another due to pricing changes and changes experienced by the market that reveal alternative products.

It is noteworthy that when determining both the relevant geographical market or the relevant product market, the Regulations state that feedback from customers and competitors will be considered.

How can we help?

Our Oman team advises on market leading M&A transactions across a range of sectors, including on the competition law issues that commonly arise on these transactions. We have tracked the changing regulatory landscape brought about by the Competition Law in 2014 and provided our clients with competition law advice including the submission of filings with the competition authority in Oman for many years. If you have any questions or would like to discuss this legal development in more detail, please do not hesitate to contact us.