Competition law reform
Last year, two new African competition authorities became operational – Uganda’s new competition authority, and 
the East African Competition Commission. Both are expected to impact the time and the cost of transactions in the region.

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In addition, in December 2025, the Common Market of Southern and Eastern Africa (COMESA) Competition and Consumer Commission announced the implementation of the COMESA Competition and Consumer Protection Regulations, 2025 (Regulations) and the COMESA Competition and Consumer Protection Rules, 2025 (Rules).

The Regulations and Rules repeal and replace the 2004 legislative framework, introducing a fundamentally reshaped enforcement landscape for competition and consumer protection in the COMESA region. 

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Key highlights for investors include that the Regulations explicitly establish a ‘one stop shop’ for conduct with a regional dimension, including an exclusivity rule preventing parallel national notifications for mergers that meet COMESA thresholds. They also include a stronger conflicts rule with respect to matters with a regional dimension (i.e. COMESA law prevails, rather than national competition or consumer protection laws) and delineate when Member States may act, including structured referrals.

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Several important changes were made to the merger control regime, including a clearer definition of a ‘merger’, clarity on the scope of notifiability of joint venture transactions, and specific thresholds for mergers within digital markets (including platforms). 

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New merger notification thresholds were also introduced for transactions more generally, and the filing fee is now capped at US$300,000 (up from $200,000). One of the most consequential reforms under the Regulations is the transition from a non-suspensory to suspensory merger control regime, with financial penalties applicable for implementation of mergers without prior approval.

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Taken together, these reforms mark one of the most far-reaching shifts in regional competition policy on the African continent and should be on the radar of every investor. 

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Risk a key consideration in exits
In another development, we have seen that PE fund managers and investment committees have started building exit strategies into their models from the outset.

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Risk mitigation systems, particularly insurance, play a critical role in successful exits in Africa. Strategic acquirers are building models using their knowledge of assets, systems and experience in the region to deal with any known risk and uncertainty from early on.
There is also a growing appetite from insurers to underwrite risks via warranty and indemnity (W&I) insurance. While W&I insurance has traditionally been a buy-side policy, increasingly, sellers are adopting W&I insurance to ensure comprehensive coverage and clean exits by reducing the chance of any post-transaction liability and disputes. 

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Rigorous valuation and due diligence
Post-COVID, PE valuations have become more rigorous, with a move away from assessing value via benchmarks like headline multiples to a more detailed cash flow-based analysis.

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There is an increased need by parties to include cyber aspects in their due diligence investigations. Conducting an ESG-related due diligence has also become more prevalent. In addition, there is increasing focus on conducting anti-bribery and corruption due diligence, as well as commercial due diligence, especially linked to cash flows, while IT due diligences have been significantly extended to include applications, governance and infrastructure systems.

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Fund structuring becoming more commonplace
In recent years, Africa has seen an increased interest in fund establishment, particularly private credit funds aimed at mobilising institutional capital from pension schemes. 

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Alternative Investment Funds (AIFs) also offer a pathway for engaging institutional investors like pension schemes, insurers and family offices. With no restrictions on asset types or distributions, AIFs are able to invest in listed, unlisted and offshore assets and enable local currency fundraising, which alleviates foreign exchange risk.

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Final note
Heading full swing into 2026, PE investors are expected to anticipate regulatory shifts, navigate increasingly sophisticated deal structures, and focus on long term value creation. It seems that those that do will play a defining role in the continent's economic growth. 

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Hassan is a Partner | Bowmans.