South Africa's competition tribunal on Tuesday gave Wal-Mart the go-ahead to buy a 51 per cent stake in Massmart provided the US retailer does not lay off any workers for two years.
The condition is designed to placate organised labour, which has accused the world's largest retailer of union-bashing.
"We have decided to approve the merger subject to the undertakings made by the parties becoming conditions for the approval," the tribunal said in a statement.
"The merged entity must ensure that there are no retrenchments, based on the merged entity's operational requirements in South Africa, resulting from the merger, for a period of two years."
Wal-Mart in January signed a $2.5 bn offer for a controlling stake in Massmart, which runs nine wholesale and retail chains with 288 stores in 14 African countries
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