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This publication is available at https://www.gov.uk/government/publications/cmas-role-in-mergers-if-theres-no-brexit-deal/cmas-role-in-mergers-if-theres-no-brexit-deal
Merger cases where the European Commission has reviewed a merger and published a decision before the UK exits the EU
If the European Commission has issued a decision on or before 29 March 2019 then, unless the decision is annulled, in full or in part, following an appeal, the UK has no jurisdiction over that same concentration, or in UK terminology, relevant merger situation.
Merger cases where the European Commission is reviewing a merger when the UK exits the EU
If the European Commission has not issued a decision on or before 29 March 2019 then the CMA is no longer excluded by the EU Merger Regulation from taking jurisdiction over the UK aspects of the merger and the provisions of the Enterprise Act 2002 apply. This means that the UK has jurisdiction to review the merger subject to the merger control thresholds being met (see section 4 in the CMA’s guidance on jurisdiction and procedure (CMA2) and the CMA’s guidance on changes to jurisdictional thresholds for UK merger control). Where merging parties anticipate that such a scenario is possible, they are advised to engage with the CMA at an early stage (for example, around announcement), particularly where the transaction may raise potential competition concerns in the UK. The CMA may suggest to the merging parties that they begin pre-notification discussions with the CMA (which would be expected to largely follow the procedure set out in Chapter 6 of CMA2).
The CMA will continue to monitor non-notified merger cases, including cases falling under the jurisdiction of the European Commission over which the UK may obtain jurisdiction over the UK aspects of the merger after 29 March 2019.
CMA processes where a merger was referred from the European Commission to the CMA before 29 March 2019
The CMA will continue to apply its usual processes in Phase 1 and 2. The timetable for Phase 1 will remain at 45 working days.
Fees if cases notified to the EU are independently investigated by the CMA after exit day
The existing rules for the payment of merger fees will also apply to mergers notified to the EU into which the CMA opens an investigation post-Exit.