Saturday 13 / June / 2026
Companies may merge to enhance growth, efficiency, and financial strength. Oman’s Commercial Companies Law issued under Royal Decree 18/2019 provides a clear legal framework for mergers while protecting shareholders and creditors.
In an exclusive interview with Times of Oman, Dr. Mohammed Ibrahim Al Zadjali, Chairman of Mohammed Ibrahim Law Firm, explained that “the law permits one or more companies to merge with another, even if they are under liquidation, and the merger is completed without following liquidation procedures. A merger may take place between companies of the same or different legal forms.”
“The law recognizes two forms of merger. First, merger by incorporation, involving the dissolution of one or more companies and the transfer of their assets and liabilities to an existing company. Second, merger by consolidation, where two or more companies are dissolved to establish a new company, to which all their assets and liabilities are transferred,” he said.
Dr. Al Zadjali stated that “the merger agreement must specify the names of the merging companies, sufficient data about them, the resulting entity, share exchange ratios, and distribution terms. It is subject to the approval of the Concerned Body and registration with the Registrar. The merger resolution must be published within 15 days of the date of its issuance, failing which it shall be null and void.”
“Creditors whose rights are affected have 30 days from the date of official notification of the merger resolution, or from its publication, to object by filing an objection with the Registrar and providing a copy to the Concerned Body. Such objection suspends the merger proceedings. If the company does not settle the matter with the creditor, the creditor may take legal action before a competent court for invalidation of the resolution within 15 days from submitting the objection,” he said.
He further stated that “the suspension ceases if the company reaches a settlement with the creditor, the 15-day period expires without legal action, or a competent court orders the merger to continue. If no objections are submitted within the prescribed period, the merger may proceed to completion and becomes effective upon registration, whereby the surviving or newly formed company automatically succeeds to all rights and liabilities from the date of registration. Further, until the merger takes effect, the management of the company that resolved the merger shall continue in existence” He concluded by stating that compliance with the statutory merger requirements is essential for the merger to become legally effective.
(Mohammed Ibrahim Law Firm (info@mohammedibrahim.net), (+968 244 87 600) was established on 14th December 2006 and is serving clients through its offices in Muscat and Sohar, as well as operating on a request basis in other areas. It offers legal representation across a wide range of practice areas that include Labour Law, Corporate, Commercial, Contracts, Banking and Finance, International Trade, Foreign Investment, Insurance, Maritime Law, Construction and Engineering Contracts, International Arbitration, Intellectual Property and more).
