The Kingdom has introduced a regulatory framework for Special Purpose Acquisition Companies. This creates a new pathway for private Saudi firms to access public markets through mergers rather than traditional IPOs.
Saudi Arabia’s Capital Market Authority (CMA) has approved amendments to its Rules on the Offer of Securities and Continuing Obligations (ROSCO). This introduces a regulatory framework for Special Purpose Acquisition Companies (SPACs). The changes, which also update several regulatory definitions, will take effect once they are officially published.
Why You Should Care
The move gives Saudi companies another route to the public markets while expanding the range of investment vehicles available on Nomu, the Kingdom’s parallel market.
For founders, it could offer a faster alternative to a traditional initial public offering. For investors, it provides access to a structure widely used in global markets to finance acquisitions and high-growth businesses.
The reforms also align with Saudi Arabia’s broader efforts to deepen its capital markets and diversify funding options as part of its ongoing economic transformation.
The Details
Under the new framework, the CMA formally defines a SPAC as a joint stock company established to acquire or merge with an unlisted Saudi company. The regulator also broadened the definition of a “sponsor” to include licensed entities responsible for establishing these acquisition companies in accordance with the new rules.
The amendments were approved under CMA Board Resolution No. (3-6-2026), issued pursuant to the Capital Market Law and the Companies Law. Alongside the SPAC framework, the CMA adopted an updated version of the Rules on the Offer of Securities and Continuing Obligations and revised several regulatory terms across its rulebook.
The regulator also amended the definition of redeemable shares for listed joint stock companies. Under the updated rules, shares issued by SPACs may be redeemed either at the company’s discretion or at the option of shareholders, subject to the regulatory conditions governing these securities.
The CMA said the complete amendments will be published on the websites of both the Capital Market Authority and the Saudi Exchange (Tadawul), with the regulations becoming effective immediately upon publication.
The Ripple
Saudi Arabia joins a growing list of markets that have established dedicated rules for SPACs, although it is doing so after the global SPAC boom of 2020 and 2021 has cooled. By introducing a tailored regulatory framework, the CMA is positioning SPACs as another capital raising tool rather than a replacement for conventional IPOs.
The framework could prove particularly valuable for promising Saudi companies seeking public market access while providing institutional and qualified investors with additional investment opportunities in the Kingdom’s expanding capital markets.
What to Watch
The next focus will be on the publication of the detailed regulations by the CMA and Saudi Exchange. Market participants will be watching for the launch of Saudi Arabia’s first SPAC listings on Nomu, how sponsors structure these vehicles, and whether they become a meaningful financing option for privately held companies looking to scale through the public markets.
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