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

Decree-Law No. 78 of 2026 concerning the Combating of Commercial Concealment was issued 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 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 relevant legislation, thereby achieving sustainable economic development and protecting public order and the public interest.

The explanatory memorandum further noted that in recent years, certain individuals prohibited from conducting economic activities have done so without obtaining the necessary licenses. This has led to chaos and instability in the market, negatively impacting the core principles underpinning the business environment.

Article One of the decree-law defined key terms contained therein. Article Two prohibited any natural or legal person from conducting any economic activity within the country, either independently or in partnership with others, unless they hold the requisite license from the competent authority or operate within the limits of the granted license. This prohibition also applies when such activities are conducted through a person who enables them to carry out the activity, thereby affirming the principle of market regulation and preventing arbitrariness in conducting 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, including allowing the use of a trade name, license, or other means that enable the conduct of economic activities in violation of the decree-law.

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 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 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 immune from punishment. The same article established the joint liability of legal persons with their employees when the violation is committed in the name of or for the benefit of the legal person, affirming the principle of institutional accountability and ensuring that legal entities are not exploited as a legal cover for unlawful acts.

Article Six stipulated that in the event of a conviction for any of the crimes specified in this decree-law, the court must order the confiscation of funds and profits derived from the crime of commercial concealment. This aims to deprive the offender of the illicit fruits of their violating activities and to achieve general and specific deterrence. The provision ensures respect for the rights of bona fide third parties and prevents any abuse in application, emphasizing that confiscation is limited to the proceeds of the crime, its instruments, and the equipment and means used in the violating activity, along with the closure of the establishment, cancellation of the license, and deportation of foreigners.

Article Seven affirmed the aggravation of penalties in cases of recidivism, stating that the prescribed penalty shall be doubled if the offender reoffends with the crime of commercial concealment within five years from the date the final conviction judgment becomes enforceable. This reinforces the principle of specific deterrence and strengthens accountability for those who persist in repeating violations despite previous punishment.

Article Eight established the reconciliation system as a legislative option available to settle certain violations according to specific controls and conditions, without resorting to imprisonment except in cases requiring it. The article authorized the relevant Minister or their delegate to settle the crimes specified in this decree-law before initiating proceedings before the competent court, or before the court’s review or the issuance of a final judgment, in exchange for paying an amount not less than half of the maximum prescribed fine. The same article stipulated that acceptance of reconciliation requires the removal of the violation and the regularization of the legal status. Reconciliation results in the extinction of the criminal prosecution. It also affirmed that this does not prevent the adoption of administrative deportation measures if national interest so requires, and that reconciliation cannot be accepted in cases of recidivism.

Article Nine allowed anyone who contributes to discovering a crime of commercial concealment specified in this law – excluding perpetrators – to receive a financial reward determined by a decision of the relevant Minister. This 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 decided that the reward shall be distributed equally among multiple informants reporting the aforementioned crimes.

Article Ten granted the status of judicial police officers to employees tasked with implementing the provisions of this decree-law, whose designation is issued by a decision of the relevant Minister or their delegate, to enable them to perform their duties effectively.

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

Article Twelve stipulated that the relevant Minister shall issue the necessary decisions to implement the provisions of this decree-law. Article Thirteen repealed every provision conflicting with its provisions.

Article Fourteen stated: “The Prime Minister and the Ministers, each within their respective competence, shall implement this decree-law, which shall enter into force six months after its publication in the Official Gazette.”