FCC Clears 49.5% Gulf Fund Stake in Paramount-Warner, With No Voting Control
The Federal Communications Commission has waived its 25% cap on foreign ownership to let sovereign wealth funds run by Saudi Arabia, Qatar and Abu Dhabi own 49.5% of the company in the Paramount-Warner Bros. case. Sovereign wealth funds are state-run investment funds. The Verge
The authorization was issued in Declaratory Ruling DA 26-1001, a formal permission order, on September 17, 2026, and reported on September 18. It was granted under Section 310(b)(4) of the Communications Act of 1934, as amended, the provision Paramount Global invoked to request a foreign ownership ruling. FCC Public Notice
Paramount had sought broader authority. In filings made public in late April and early May 2026, the company asked for a ruling that would authorize up to 100 percent foreign equity ownership. FCC Filing The ruling as granted stops short of that ceiling. It permits the 49.5% holding for the three named Gulf funds.
The central condition is control, or the absence of it. The FCC stated that the stocks being purchased have no voting rights and would not enable influence or control over decisions involving the licensees, the holders of the broadcast licenses. Voting rights mean the right to vote on company decisions. The funds hold equity exposure, a financial stake, without a vote on licensee matters.
The ruling also imposes continuing compliance duties. Under DA 26-1001, Paramount has an affirmative duty to monitor its foreign equity and voting interests and calculate those interests. FCC Ruling For a transaction of this structure, that is not a one-time disclosure. It is an ongoing measurement duty as capitalization, syndication and secondary transfers evolve, as share totals change and stakes are sold on.
The approval followed months of scrutiny. An FCC commissioner sought rigorous review of foreign investment in the Warner Bros. deal in early May 2026. Reuters On June 18, 2026, senators sent a letter to FCC Chair Carr regarding foreign funding in the Paramount-WBD merger. Senate Letter A group of Democratic senators separately raised concerns about Middle Eastern sovereign wealth funds taking stakes in the Paramount-Warner merger. Straits Times
The FCC action is one piece of a wider regulatory sequence. Paramount secured clearance for its Warner Bros. Discovery tender offer from Germany's foreign investment authorities on January 27, 2026. Paramount described its $30-per-share all-cash offer for Warner Bros. Discovery as superior. The FCC has noted that it has approved foreign ownership levels of up to 100% in certain instances, following its review and approval of specific, named foreign individuals.
In my view, the structure matters more than the headline percentage. A 49.5% non-voting position is economically large and legally constrained at the same time. The FCC has chosen to treat voting rights and licensee control, not the raw equity number, as the gating issue, then backstopped that choice with a monitoring duty that sits with Paramount. That trade will be familiar to technology counsel who work on infrastructure, spectrum and reviews near CFIUS, the U.S. foreign investment review process. Capital is global. Control must be local and auditable.
The broader context here is the precedent effect and what it enables. A waiver from 25% to 49.5% for sovereign funds does not erase the limit. It confirms the limit can be waived with conditions when the equity is non-voting and named parties have been reviewed. Media distribution now rides on cloud infrastructure, recommendation systems, identity platforms and advertising stacks that technology teams build and maintain. A clear, conditional path for large-scale foreign equity, with explicit limits on influence over licensees, gives those teams a more stable basis for integration planning than an outright denial or an open-ended approval would have provided.
