The enforcement environment has fundamentally shifted
Canada’s Competition Act has undergone significant reforms in recent years. The changes have expanded the Competition Bureau’s enforcement powers, increased available penalties, broadened private access to the Competition Tribunal, and heightened scrutiny of a wider range of commercial conduct.
As a result, competition law considerations now extend well beyond mergers and acquisitions and should form part of broader business planning and risk management.
Merger review: the thresholds and the timeline
Certain transactions that exceed prescribed financial thresholds must be notified to the Competition Bureau before closing. In 2026, notification is generally required where the parties and their affiliates have assets in Canada or revenues in, from or into Canada exceeding CAD $400 million, and the target business exceeds the applicable CAD $93 million size-of-transaction threshold.
However, transactions that fall below the notification thresholds are not necessarily free from scrutiny. The Competition Bureau retains the authority to review and challenge transactions that are likely to substantially prevent or lessen competition.
Beyond mergers: the conduct that now attracts scrutiny
The Competition Act applies to a broad range of commercial activities, including competitor collaborations, distribution arrangements, pricing practices, abuse of dominance and marketing claims.
Recent reforms have expanded potential exposure in several areas and increased the importance of proactive compliance programs and competition law risk assessments.
Here is the breakdown:
- Competitor collaborations: Agreements, information-sharing arrangements, joint ventures and other interactions involving competitors should be assessed carefully to ensure compliance with Canadian competition laws.
- Abuse of dominance: Businesses with significant market positions should evaluate whether their conduct could be viewed as excluding competitors or substantially harming competition.
- Pricing and distribution practices: Distribution strategies, exclusivity arrangements and pricing policies should be reviewed to ensure they comply with Canada’s civil competition law provisions.
- Marketing and environmental claims: The Competition Bureau has increased its focus on advertising and environmental claims. Businesses should ensure that performance, sustainability and environmental representations can be properly substantiated.
- Private access: Recent amendments have expanded the ability of private parties to bring certain competition law claims directly before the Competition Tribunal, increasing potential exposure beyond traditional Bureau enforcement.
What this means for transaction planning
Competition law analysis should begin early in any acquisition, joint venture, strategic alliance, distribution arrangement or major commercial initiative. Businesses should assess whether regulatory filings may be required, whether competitors are involved in the arrangement, and whether existing commercial practices remain compliant under the expanded enforcement framework.
Regular competition law compliance reviews can help identify and address risks before they become investigations, litigation or challenges before the Competition Tribunal.
Key takeaways
- The Competition Act has undergone significant reform, expanding both enforcement powers and potential liability.
- Transactions below the merger notification thresholds may still be reviewed by the Competition Bureau.
- Arrangements involving competitors warrant careful review before implementation.
- Environmental, sustainability and other marketing claims should be supported by appropriate evidence.
- Expanded private access rights increase the importance of proactive compliance.
- Competition law should be considered early in transaction planning and commercial decision-making.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
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