Egypt: Corporate/Commercial Law

Investing in private equity in Egypt is never just about signing a share purchase agreement and transferring funds. It is a legal process that requires structure, caution, and a clear understanding of the risks involved.

A business for sale in Egypt can be acquired through either a share purchase or an asset purchase, and that choice determines your tax exposure, liability risk, and approval path. Companies Law No. 159 of 1981 governs the corporate mechanics for all buyers. Investment Law No. 72 of 2017 adds protections and equal treatment where foreign capital is involved.

Antitrust approval in Egypt is mandatory before closing. Since 1 June 2024, any transaction creating a change of control or material influence, and crossing the statutory turnover thresholds, requires clearance...

Egypt offers foreign companies access to a large domestic market, a strategic position connecting Africa, Europe and the Middle East, and an investment framework that provides important protections to foreign investors.

Egyptian customs authorities possess broad powers to auction and dispose of goods under customs control. This comprehensive framework addresses abandoned cargo, confiscated items, and perishable goods through structured procedures governing storage periods, public auctions, revenue distribution, and eventual transfer to government entities when sales fail.

Egypt's fintech licensing framework requires companies to navigate between two primary regulators—the Central Bank of Egypt for payment services and the Financial Regulatory Authority for non-bank financial activities. Understanding which regulator governs your specific fintech activity, from digital wallets to BNPL platforms, determines your capital requirements, ownership structure, and compliance obligations before you can legally operate in the Egyptian market.

Valuation is commonly seen as producing one exact figure, yet valuation differences are common because two competent valuers, who have experience, may perform valuations of the same company, property, or transaction and come up with different figures, none of which will be wrong.

Egypt offers foreign companies access to a large domestic market, a strategic position connecting Africa, Europe and the Middle East, and an investment framework that provides important protections to foreign investors.

The valuation opinion could be based on a financial analysis carried out to facilitate a transaction, establish an ownership value, evaluate damages, or settle commercial disputes; however, the nature of such valuation opinion undergoes considerable change when the valuation is scrutinized in court. Here, the issue is no longer about the reasonableness of the valuation figure generated; it is about whether the expert witness is able to prove how he arrived at that figure and why the underlying analysis is reliable.

Egyptian corporate law increasingly holds board members and directors personally accountable beyond the corporate veil, establishing liability frameworks that extend to those exercising actual control over company operations. This evolving regulatory landscape balances investment encouragement with governance discipline through civil, criminal, and supervisory accountability mechanisms rooted in fiduciary duties, transparency requirements, and effective management principles.

Limited liability companies (LLCs) represent one of Egypt's most flexible business structures, offering investors protection of personal assets while maintaining operational flexibility. Understanding the legal framework established by Law No. 159 of 1981 is crucial for anyone looking to establish or manage an LLC in the Egyptian market, from capital requirements to partner limitations and regulatory compliance.

Translation of the Law No. 152 of 2020 covering Egypt’s medium, small and micro enterprise framework.