Dell announced the takeover on EMC in October for $33.15 a share, in a deal valued at $67 billion. The combined company will be the world's largest privately controlled, integrated technology company, Dell said at the time.
Data centre software company VMWare, which is currently controlled by EMC, will remain a publicly listed company and Michael Dell will take majority control of the company. The exact cost of Dell and EMC deal will depend on the value of VMWare's shares.
The Commission considered the effect of the merger on the market for external enterprise storage systems, as well as the risk that the merged company could attempt to restrict or degrade access to VMware's software for competing hardware vendors, it said.
However, the merged entity has a moderate market share in the market for external enterprise storage systems, "and in any event the increment brought about by the merger is small", the Commission said.
The Commission also found that the merged company will face strong competition from established players including Hitachi, HP, IBM and NetApp, and from new entrants.
Commissioner for competition Margrethe Vestager said: "Given the strategic importance of the data storage sector, I am pleased that we have been able to approve Dell's multi-billion dollar takeover of EMC within a short space of time while making sure that there would be no adverse effects on customers. I appreciate the close cooperation we have enjoyed with our US counterparts at the Federal Trade Commission."
Michael Dell founded Dell in 1984 and it became publicly listed in 1998. In 2013 he took the company private in a $25bn buyout.
The transaction remains subject to approval by EMC’s shareholders at a vote due this spring, and to regulatory clearance in certain other jurisdictions, Dell said in a statement after the Commission's decision. If these are achieved, the transaction is likely to be completed later this year, it said.