East African Community Competition Authority Merger Control Regime to Commence 1 November 2025: Implications for Cross-Border Transactions
Regulatory Activation
On 1 July 2025, the East African Community Competition Authority (“EACCA”) announced through the Legal Notice No. EAC/191/2025 published in the EAC Gazette that it would commence receiving and reviewing qualifying cross-border merger notifications from 1 November 2025. This follows the adoption of the EAC Competition (Amendment) Act, 2023 and the issuance of the EAC Competition (Merger and Acquisitions) Regulations, 2025 including related procedural instruments which establish, among other things, mandatory notification thresholds, filing fees, review timelines, and penalties.
The operationalisation of the EACCA represents a significant structural change to merger control in East Africa. For the first time, cross-border transactions meeting prescribed thresholds will be subject to a supranational review process at EAC level, displacing national merger filings in participating Partner States.
Jurisdictional Scope and Thresholds
A transaction is notifiable to the EACCA if it has a “cross-border effect” — defined as involving undertakings with operations in two or more EAC Partner States — and meets the prescribed financial thresholds. Filing is mandatory unless the “two-thirds” domestic turnover/assets exception applies.
Key jurisdictional thresholds:
- Combined EAC-wide turnover or assets (whichever higher) of the merging undertakings: ≥ USD 35 million.
- At least two merging undertakings must have a combined EAC turnover or assets: ≥ USD 20 million.
- Two-thirds exception: No EACCA filing is required if each party derives ≥ two-thirds of its EAC turnover or assets within the same Partner State.
Filing fees
- USD 45,000 – aggregate deal size USD 35 million to USD 50 million.
- USD 70,000 – aggregate deal size USD 50 million to USD 100 million.
- USD 100,000 – aggregate deal size above USD 100 million.
Review Procedure and Legal Effect
Once a complete notification is accepted, the EACCA will follow the procedural timelines in the 2025 Regulations:
- Acknowledgement within 3 days; completeness check within 10 days; preliminary analysis within 14 days; public notice within 14 days of completeness confirmation.
- Substantive review (competition and public-interest assessment) within 60 days, extendable where conditions or remedies are under consideration.
The regime is suspensory: closing prior to clearance renders the transaction void under EAC law and may attract penalties of up to 10% of the undertaking’s prior-year EAC turnover.
Interplay with COMESA and Tanzania’s FCC
Six of the eight EAC Partner States are also members of the COMESA Competition Commission (“CCC”), whose merger control regime is already operational. Tanzania, while a member of the EAC, is not a COMESA member and will continue to apply its domestic merger control regime through the Fair Competition Commission (“FCC”).
On 10 June 2025, the EACCA and the CCC signed a Memorandum of Understanding providing for cooperation, information sharing, and measures to minimise duplication. However, the MoU does not establish a binding one-stop filing or mutual-recognition mechanism. Until such arrangements are formalised, transactions meeting both regimes’ tests should anticipate dual notification. Where Tanzania is involved, triple notification (EACCA, COMESA, FCC) may be required.
The “two-thirds” exception in both EAC and COMESA frameworks is similarly drafted and may channel some transactions to a single national authority, but this is unlikely to apply to genuinely regional mergers.
Concise Reference Table – EACCA, COMESA, FCC at a Glance
| Feature | EACCA (from 1 Nov 2025) | COMESA | FCC (Tanzania) |
| Jurisdiction | EAC cross-border mergers | COMESA cross-border mergers | Domestic mergers in Tanzania |
| Thresholds | ≥ USD 35 million combined EAC turnover/assets and ≥ USD 20 million for at least two undertakings | ≥ USD 50 million combined COMESA turnover/assets and ≥ USD 10 million annual turnover /assets for at least two undertakings | ≥ TZS 3.5 billion combined turnover / assets |
| Two-thirds Exception | Yes, per Partner State | Yes, per Member State | N/A |
| Filing Fee | USD 45,000 / USD 70,000 / USD 100,000 | 0.1% of combined turnover/assets (cap USD 200,000) | Sliding scale based on combined turnover or asset value (TZS 25 million to TZS 100 million) |
| Review Period | 60 days statutory (extendable) | ~120 days practice-driven | Within 5 days, FCC indicates completeness of filing.
If complete, it has 14 days to assess whether full review is needed. If required, a detailed review period of 90 days, extendable by an additional 30 days. |
| Suspensory? | Yes | No | Yes |
| Penalty for Gun-Jumping | Up to 10% of prior-year EAC turnover | Up to 10% of one or both parties’ annual turnover in COMESA; one instance had 0.05% applied | Up to 10% of annual turnover derived in Mainland Tanzania. |
Outlook
The commencement of EACCA merger control marks a pivotal regulatory development in East Africa’s integration process. Transactions with a regional dimension will, from November 2025, be subject to a formal EAC-level clearance regime operating alongside COMESA and, in Tanzania’s case, the FCC.
The degree to which the EACCA–COMESA MoU will be operationalised into binding case-allocation or mutual-recognition mechanisms remains to be seen. Until then, transaction planning will need to factor in possible multi-jurisdictional filings, associated costs, and review timelines.
This is a structural change to the regulatory landscape for East African M&A. Stakeholders with active or prospective transactions in the region should ensure the new regime is built into their deal timetables and clearance strategies from the outset.
