The Global Legal Post Merger Control Comparative Guide

1.GENERAL FRAMEWORK

1.1.What is the merger control legislation?

Competition Acts 2002 – 2022 (the “Competition Act”).

1.2.Is this a mandatory and suspensory regime, a voluntary regime, or a hybrid regime?

Mandatory. Under the Competition Act, filing is mandatory for:

• transactions that meet the jurisdictional thresholds under the Irish merger control regime and / or the Irish media merger regime; or
• transactions that the Competition and Consumer Protection Commission (CCPC) has required to be notified (i.e. “called in”) and have therefore become mandatorily notifiable.

The Competition Act also provides for voluntary notification of a transaction.

1.3.Who investigates mergers and who is the decision-maker for merger control reviews?

The CCPC is an independent statutory body that is responsible for investigating mergers and is the decision-maker for merger control reviews. The Irish courts have jurisdiction to adjudicate on any appeal against a merger decision or any allegation of breaches of the Competition Act more generally.

1.4.Does the regime apply economy-wide? Are there additional or alternative provisions for certain sectors?

The Irish merger control regime applies to any relevant “merger or acquisition”; that is, any transaction involving a change of control (see Question 2.1, below).

There is an additional provision for “media mergers”:

• The Irish media merger regime applies where two or more undertakings carry on a media business in the State, or where one or more of the undertakings involved carry on a media business in the State and one or more undertakings carry on a media business elsewhere.
• A transaction that qualifies as a “media merger” is mandatorily notifiable to the CCPC irrespective of whether the turnover of the undertakings involved meets the jurisdictional thresholds under the general Irish merger control regime (unless it is notifiable to the European Commission (EC) under the EU Merger Regulation (EUMR)).
• Undertakings involved are required to make two notifications of a media merger.
  • One notification is sent to the CCPC, which determines whether the merger is likely to give rise to a substantial lessening of competition in the State (unless it is notifiable to the EC under the EUMR).
  • After clearance has been obtained from the CCPC (or the EC), a separate notification is subsequently sent to the Minister for Culture, Communications and Sport (as it currently is), who determines whether the result of the media merger will be contrary to the public interest in protecting the plurality of the media in the State. This includes a review of diversity of ownership and diversity of content.

There is also an FDI screening regime in Ireland.

1.5.Is there a relevant supranational merger control framework, and is the jurisdiction a member? Alternatively, are there other merger regimes which sit within this jurisdiction?

Yes, the EUMR. Given the EC’s exclusive jurisdiction under the EUMR, where a transaction is notifiable under the EUMR, it is not notifiable in Ireland. Conversely, where a transaction is not notifiable under the EUMR, it may be notifiable in Ireland (as in other Member States) if the jurisdictional thresholds in Ireland are met.

1.6.Does the authority cooperate with other domestic or foreign regulators?

Yes. Section 23 of the Competition and Consumer Protection 2014 Act permits the CCPC to enter into arrangements with competition authorities in other countries for the exchange of information and the mutual provision of assistance.

The CCPC maintains regular contact with competition authorities in other jurisdictions, in particular the EC and other Member State authorities through the European Competition Network and the UK’s Competition and Markets Authority (CMA), which may arise in the context of parallel merger reviews or where, in the context of EC process, the transaction has a specific impact on the Irish market.

The CCPC sits independently from the Minister for Culture, Communications and Sport in the context of the second-stage media plurality review in media mergers and the Minister for Enterprise, Tourism and Employment in the context of FDI screening reviews, and there is no practice of cooperation, coordination or alignment between the CCPC and those other authorities in the context of those reviews.

1.7.Are there any proposals for reform of the regime?

The scope of transactions caught by the Irish media merger regime and certain aspects of the procedure under the media merger regime are due to change on implementation into Irish law of Article 22 of the European Media Freedom Act (Regulation (EU) 2024/1083), which is due to occur in Q3 of 2026.

In addition, the Department of Enterprise, Tourism and Employment recently raised the financial thresholds at which mergers and acquisitions must be notified to the CCPC (as set out below). This follows the recommendation by the CCPC to the Department of Enterprise, Tourism and Employment in 2025 that the financial thresholds for mandatory notification be increased.

2.TRANSACTION TYPES AND JURISDICTIONAL SCOPE

2.1.Is the trigger for merger control a “change of control”, or something else? How is it assessed and what is the lowest level of control that could be caught?

Yes — the trigger for merger control is a “change of control”. The concept of “control” is defined as the ability to exercise “decisive influence” over the activities of an undertaking and interpreted in the same manner as under the EUMR, as supplemented by the EC’s Consolidated Jurisdictional Notice (CJN) — that is, it gives the acquiring undertaking the ability to affect the strategic commercial direction of the acquired undertaking or assets that constitute a business.

The Irish merger control regime does not regulate the acquisition of interests other than those that confer “control”. Accordingly, the acquisition of a minority shareholding can only give rise to a mandatory notification requirement in a situation where that minority interest confers sole or joint control as defined above.

2.2.Are temporary changes of control caught?

As explained above, the concept of “control” is interpreted in the same manner as under the EUMR, which generally means that control must be acquired on a lasting basis (even though the Competition Act does not explicitly stipulate this as a condition).

Amendments to the Competition Act have significantly limited the previously available “warehousing exception”, by which certain temporary acquisitions of control were not notifiable. The current position under the Competition Act is that this exception does not apply to transactions involving the future onward sale of the business to an ultimate buyer in circumstances where the ultimate buyer bears the major part of any economic risk.

2.3.What types of transaction structures are caught?

The Irish merger control regime applies to any “merger or acquisition”, which is defined in the Competition Act as including transactions where:

• two or more undertakings, previously independent of one another, merge;
• one or more individuals who already control one or more undertakings, or one or more undertakings, acquire direct or indirect control of the whole or part of one or more other undertakings; or
• the acquisition of part of an undertaking involves the acquisition of assets that constitute a business to which a turnover can be attributed (with “assets” including goodwill).

The Irish merger control regime does not regulate the acquisition of interests other than those that confer “control” (see Question 2.1, above).

While the Competition Act does not define the concept of a “business”, the CCPC generally follows the principles set out in the CJN in this regard. Accordingly, the acquisition of assets — including newer types of structures — will generally be assessed by reference to whether it constitutes a business to which a turnover can be attributed, in accordance with CJN principles.

2.4.When will the formation or acquisition of a joint venture be caught?

“Full-function” joint ventures (i.e. those that perform, on a lasting basis, all the functions of an autonomous economic entity) constitute a “merger or acquisition” for the purposes of the Irish merger control regime and the Irish media merger regime.

The CCPC adopts an approach that is generally consistent with the EUMR, as supplemented by the CJN, in identifying whether joint ventures are “full-function” and therefore come within the scope of the Irish merger control regime.

Where a joint venture does not qualify as full-function, the CCPC may assess it under section 4 of the Competition Act, which is based on Article 101 of the Treaty on the Functioning of the European Union.

2.5.How are interrelated transactions treated — as regards both: (a) a sequence of transactions between the same parties; and (b) a set of interrelated transactions between different parties?

While the CCPC has not published its own guidance on how interrelated transactions should be treated, it generally follows the principles set out in the CJN.

This is consistent with the CCPC’s decisional practice in which it has applied and made specific reference to the approach set out in the CJN, that interconditional transactions, for the purposes of merger review, can be considered as one single transaction if they are linked de jure and de facto and control is acquired ultimately by the same undertakings.

Originally published by Global Legal Post’s on 14 July 2026.