Issuance of a Law Decree on Combating Commercial Concealment: Addressing the Phenomenon of Conducting Economic Activities Without Obtaining the Necessary Licenses

Decree-Law No. 78 of 2026 concerning the Combating of Commercial Concealment was issued, aiming to address the phenomenon of conducting economic activities without obtaining the necessary licenses and to regulate the economic activity environment in a manner that ensures transparency, fairness, and equal opportunity, while enhancing the State’s capacity for oversight, regulation, and revenue collection.

The explanatory memorandum for the aforementioned decree-law, which comprises 14 articles, stated that economic activities are among the fundamental pillars of the State’s progress and stability, and must be conducted within an organized framework that complies with the provisions of the law and related legislation, thereby achieving sustainable economic development and protecting public order and the public interest.

The explanatory memorandum noted that in recent years, some individuals prohibited from engaging in economic activities have done so without obtaining the necessary licenses. This has led to a state of chaos and instability in the market and its system, negatively impacting the core principles underpinning the business environment.

Article One of the decree-law defined the key terms it contains. Article Two prohibited any natural or legal person from conducting any economic activity within the country on their own behalf or in partnership with others, unless they hold the requisite license from the competent authority or operate within the scope of the granted license. This prohibition applies even when the activity is conducted through a person who enables them to carry out such activity, thereby affirming the principle of market regulation and preventing arbitrariness in the conduct of economic activities.

The same article also prohibited commercial concealment by forbidding any person from enabling another to conduct any economic activity in violation of the provisions of this decree-law, whether directly or indirectly, or by any means whatsoever. This includes allowing the use of a trade name, license, or other means that enable the person to conduct the economic activity in violation of the decree-law’s provisions.

Articles Three and Four stipulated the penalties for violating the provisions of this decree-law. Article Three provided that, without prejudice to any harsher penalty prescribed by the Penal Code or any other law, anyone who violates the prohibition set forth in Article Two shall be punished with imprisonment for a term not less than one year and not exceeding three years, and/or a fine not less than 10,000 dinars and not exceeding 100,000 dinars, or an amount equivalent to the total profits obtained, whichever is greater. Fines shall be multiplied according to the number of violating persons or activities.

Article Four stipulated that, without prejudice to any harsher penalty prescribed by the Penal Code or any other law, anyone who violates the prohibition set forth in Article Eleven shall be punished with imprisonment for a term not exceeding six months and/or a fine not exceeding 10,000 dinars. Fines shall be multiplied according to the number of violating persons or activities.

Article Five affirmed the punishment of the person responsible for the actual management of the establishment if their knowledge of the violation is established, or if the violation occurred due to their failure to fulfill the duties imposed by their management. This applies the principle of actual responsibility and ensures that those who direct and supervise the activity in question are not exempt from punishment.

The same article also established the joint liability of the legal entity with its employees whenever the violation is committed in the name of the legal entity or for its benefit. This affirms the principle of institutional accountability and ensures that legal entities are not exploited as a legal cover for unlawful acts.

Article 6 stipulates that, in the event of a conviction for any of the offenses specified in this decree-law, the court must order the confiscation of funds and profits derived from the crime of commercial concealment, in order to deprive the offender of the illicit proceeds of their unlawful activities and to ensure the effectiveness of both general and special deterrence.

The provision safeguards the rights of bona fide third parties and prevents any abuse in its application, emphasizing that confiscation is limited to the proceeds of the crime, its instruments, and the equipment and means used in the unlawful activity, alongside the closure of the establishment, revocation of the license, and deportation of the foreign national.

Article 7 reinforces the severity of penalties in cases of recidivism, specifying that the prescribed penalty shall be doubled if the offender reoffends with commercial concealment within five years from the date the final conviction judgment becomes enforceable. This serves to strengthen the principle of special deterrence and enhance accountability for those who persist in violating the law despite prior punishment.

Article 8 introduces a settlement mechanism as an available legislative option, allowing for the resolution of certain violations under specific controls and conditions, without resorting to custodial sentences except in cases necessitating them. The article authorizes the competent Minister or their delegate to settle the offenses stipulated in this decree-law before initiating proceedings before the competent court, or to dismiss the case or before a final judgment is rendered, in exchange for paying an amount not less than half of the maximum prescribed fine.

The same article further stipulates that acceptance of the settlement requires the removal of the violation and the regularization of the legal status. It establishes that the settlement leads to the extinction of the criminal prosecution, while affirming that this does not preclude administrative deportation measures if national interest so dictates. Furthermore, settlements are not accepted in cases of recidivism.

Article 9 allows for a financial reward, determined by a decision of the competent Minister, to any non-perpetrator who contributes to the discovery of the commercial concealment offenses stipulated in this law through reporting. The reward shall not exceed 10% of the total value of collected fines, provided that credible evidence is submitted that aids in discovering the crime and leads to a final conviction judgment. The article also mandates that the reward be distributed equally among multiple informants in cases involving several reporters.

Article 10 grants the status of judicial police officers to employees responsible for implementing the provisions of this decree-law, whose designation is issued by a decision of the competent Minister or their delegate, to enable them to perform their duties effectively.

Article 11 emphasizes the prohibition of obstructing or preventing competent employees from carrying out their duties under this decree-law, whether by barring them from conducting supervisory or inspection activities, refusing to provide required information or documents, or submitting false or misleading data and information. This aims to strengthen the role of regulatory authorities in enforcing the provisions of this decree-law and ensuring its effectiveness.

Article 12 stipulates that the competent Minister shall issue the necessary decisions to implement the provisions of this decree-law, while Article 13 repeals all provisions conflicting with its terms.

Article 14 provides that “the Prime Minister and the Ministers, each within their respective competencies, shall implement this decree-law, which shall enter into force six months after its publication in the Official Gazette.”