On 2 October 2018, Minister Heather Humphries, the Minister for Business Enterprise and Innovation, signed the Competition Act 2002 (section 27) Order 2018 (the "Order"), which will increase the financial thresholds for mandatory notification of a merger or acquisition to the Competition and Consumer Protection Commission ("CCPC").
Under current rules, a merger or acquisition (within the meaning of section 16(1) of the Competition Act 2002) must be notified to the CCPC if, in the most recent financial year:
- the aggregate turnover in the State of the undertaking involved is not less than €50,000,000; and
- the turnover in the State of each of two or more of the undertakings involved was not less than €3,000,000.
The Order, which comes in to effect on 1 January 2019, will increase the €50,000,000 turnover threshold to €60,000,000 and the €3,000,000 turnover threshold to €10,000,000. This is the first time that the Minister has used the power under section 27 of the Competition Act 2002 to vary the financial thresholds.
The Order follows a consultation by the Department of Business Enterprise and Innovation ("DBEI") in 2017 on whether further amendments of certain aspects of the merger review regime in Ireland were required. The DBEI had requested the views of the public on whether the financial thresholds for mandatory and notification of mergers should be adjusted upwards and whether the time periods for review of notifying mergers were appropriate. Since the current thresholds came into effect following the enactment of the Competition and Consumer Protection Act 2014, there has been a marked increase in the number of mergers and acquisitions requiring notification to the CCPC, many of which have raised little or no substantive competition concerns. The Order will therefore have the effect of decreasing the number of mergers and acquisitions requiring mandatory notification to the CCPC from 2019 onwards.
It should be noted that media mergers (being a merger or acquisition in which two or more of the undertakings involved carry on a media business in the State or one or more of the undertakings involved carry on a media business in the State and one or more of the undertakings involve carry on a media business elsewhere) continue to require mandatory notification to the CCPC regardless of whether the financial thresholds are met by the undertakings involved.
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