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By Tom Fairless and Ian Walker 

BRUSSELS--Oil giant Royal Dutch Shell PLC cleared a significant hurdle toward its planned takeover of U.K.-based oil and gas firm BG Group PLC on Wednesday, after Europe's highest antitrust regulator approved the deal unconditionally.

The two companies agreed the $70 billion cash and share deal in April in the latest sign of how tumbling energy prices are shaking up the global oil-and-gas industry.

The European Commission, the European Union's top competition authority, concluded after a brief investigation that the deal wouldn't allow Shell to influence the prices of oil and natural gas in Europe and that those markets would remain competitive.

The EU's decision keeps the companies on track to close their merger in early 2016 said Shell's Chief Executive, Ben van Beurden. Shareholders still need to vote on the deal and are expected to receive formal documents late 2015 or early 2016.

In a statement, Mr. van Beurden said the transaction was "a springboard to change Shell into a simpler and more profitable company, making Shell more resilient in a world where oil prices could remain low for some time."

The green light from Brussels is the second of five preconditions that Shell has said it needs to close the deal. The first, from Brazil's competition authority, came in July. Approvals from China's competition authority, and from Australia's antitrust and foreign investment regulators, are still outstanding. U.S. antitrust authorities also approved the deal in June.

"Receiving clearance from the European Commission underlines the good progress we are making on the deal," Mr. van Beurden said.

In a statement, the EU said it had focused its investigation on three broad markets where the two companies' operations overlap--the exploration for oil and gas reserves, the supply of natural gas and the liquefaction and supply of liquefied natural gas.

The regulator concluded that Shell's market share would "remain limited, " and competition strong, in oil and gas exploration and the liquefaction and wholesale supply of liquefied natural gas. It also found that the two companies would be unlikely to hinder competitors from accessing Shell's gas liquefaction facilities supplying Europe, or its natural gas transportation and processing infrastructure in the North Sea.

"This is mainly because significant additional liquefaction capacity is being built and will come onstream in the near future, while significant spare oil and gas transport and processing capacity exists in the North Sea region," the commission said.

The combined group is expected to make substantial disposals of noncore operations following completion of the deal, the companies said at the time. Subject to achieving what the Shell board considers to be reasonable value for such operations, Shell expects these disposals to reach $30 billion during 2016 to 2018.

Write to Tom Fairless at tom.fairless@wsj.com and Ian Walker at ian.walker@wsj.com

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(END) Dow Jones Newswires

September 02, 2015 09:54 ET (13:54 GMT)