Answer ... Merger control in Switzerland is mainly governed by the Swiss Federal Act on Cartels and Other Restrictions of Competition (Cartel Act) and the Swiss Ordinance on the Control of Concentrations of Undertakings. The Cartel Act and the ordinance came into effect on 1 July 1996, as amended.

The Swiss competition authorities (see question 1.3) have also issued an explanatory note and a form for merger control notifications, as well as a notice with regard to their practice on the notification and assessment of concentrations.

A major proposed revision to the Swiss merger control regime, which would have replaced the Swiss qualified market dominance test with the ‘significant impediment to effective competition’ (‘SIEC’) test, was rejected by the Swiss Parliament in September 2014 (see question 4.8).

Answer ... The Swiss Federal Act on Cartels and Other Restrictions of Competition and the Swiss Ordinance on the Control of Concentrations of Undertakings include specific provisions for insurance companies, banks and other financial intermediaries on how to calculate turnover in order to assess whether the applicable turnover thresholds are met (see question 2.6).

Furthermore, the Swiss Financial Market Supervisory Authority (FINMA) may assume the role of the Swiss Competition Commission (COMCO) if a concentration concerning a bank within the meaning of the Swiss Banking Act is deemed necessary by FINMA for creditor protection purposes.

In addition, transactions in specific sectors may require (additional) clearance from other authorities, such as the Swiss Communications Commission or the Swiss Office of Communications.

Answer ... Merger control is enforced by the Swiss Competition Commission (COMCO) and its Secretariat, both based in Berne. While the COMCO is the deciding body, merger control investigations are conducted by the Secretariat, which also prepares the decisions of the COMCO.

The COMCO consists of 11 to 15 members (currently 12) and is headed by a three-member presiding committee consisting of a president and two vice-presidents. Most of the COMCO’s members must be independent experts - that is, persons with no interest in or special relationship with any economic group.

Based on the COMCO’s internal rules of procedure of 15 June 2015, which entered into force on 1 November 2015, two separate chambers of the COMCO with independent decision-making power were established: a chamber for partial decisions and a chamber for concentrations. The chamber for concentrations was introduced in particular to decide whether an examination (Phase II) should be initiated or whether provisional approval to complete the contemplated concentration should be granted prior to clearance in the preliminary examination (Phase I; see question 3.8). All decisions that are not allocated to one of these two chambers shall be made by the COMCO as a whole.

With around 70 employees - including a significant number of economists - the Secretariat is organised into four operational divisions, respectively responsible for the construction sector, the service sector, the infrastructure sector and product markets. A separate resources and logistics division handles internal administrative matters. Each division is headed by a vice-director. In addition to these divisions, a number of cross-functional competence centres support the work of the Secretariat.