This month has seen the Government of Canada launch a consultation on further reforms to the Canadian Competition Act, including proposals relating to the merger control regime, and the Korean Fair Trade Commission launching a consultation regarding proposed amendments to the M&A Review Guidelines. Canada—Government announces review of the Canadian Competition Act On 17 November 2022, the Government of Canada published a paper setting out a comprehensive review of Canada’s Competition Act. The paper outlines five key areas of potential reform, including the law on merger control. The paper does not contain firm recommendations on specific legislative amendments, but instead poses open-ended questions for discussion (although with certain policy leanings).In relation to merger control, the key points to note are set out below. • Thresholds and non-notifiable mergers: the discussion paper asks whether the current merger control thresholds are adequately calibrated to capture mergers of interest and whether non-notifiable mergers should be subject to review and challenge for a longer period of time, as had previously been the case. • Preventing closing: under Canadian

This month has seen the Australian Government publishing a consultation paper on potential reforms to its merger control regime, the merger deadline being suspended in Brazil due to a lack of quorum at the CADE, the Danish Government launching a consultation on amendments to the Competition Act to capture ‘killer acquisitions’, 11th amendment to the German Act Against Restraints of Competition (ARC) coming into force, as well as the government launching a consultation on the 12th amendments to the ARC, amendments to the merger control thresholds in Saudi Arabia, an announcement about changes to the merger control thresholds in the UAE and the launch of a consultation on the phase 2 merger review process in the UK. Australia—government launches consultation on potential reforms to merger control regime In previous monthly merger updates, we have reported on various public announcements made by the Australian Competition and Consumer Commission (ACCC) about the need to reform Australia’s merger control laws. On 20 November 2023, the Australian government published a consultation paper on potential reforms to Australia’s merger

This month has seen the European Commission launch an investigation into Nvidia’s proposed acquisition of Run:AI based on the Italian Competition Authority’s national call-in powers, the UK Government launch a consultation on updating media mergers, and the CMA announce it will launch a review of mergers remedies in early 2025. EU—European Commission to investigate Nvidia/Run:AI merger after Italy call-in On 3 September 2024, the Court of Justice overturned the judgment of the General Court and annulled the decision made by the European Commission (the Commission) to accept referrals from numerous national competition authorities to review the proposed acquisition by Illumnia of Grail under Article 22 of the EU Merger Regulation (EUMR), despite the fact the transaction did not meet the jurisdictional thresholds under the EUMR or within the national merger control rules of the referring Member States, despite the fact the transaction did not meet the jurisdictional thresholds under the EUMR or within the national merger control rules of the referring Member States. This judgment prompted debate about whether the Commission needs new tools to combat ‘killer

This month has seen Argentina establish a new National Competition Authority, which will become a pre-closing jurisdiction by November 2026, as well as the introduction of measures by the Bulgarian Government on below-threshold merger control and new ‘call-in’ powers. Argentina—Government establishes new National Competition Authority and will become a pre-closing jurisdiction by November 2026 On 14 November 2025, Argentina formally established the Autoridad Nacional de Competencia (ANC) through Decree 810/2025, appointing its inaugural members. The establishment of the ANC represents a long-anticipated institutional reform under the Argentine Antitrust Law (Law No. 27,442) (Antitrust Law) and a significant milestone in the modernisation of the country’s competition regime. The ANC’s creation will fundamentally change merger control in Argentina. Under section 84 of the Antitrust Law, the new pre-closing notification system will take effect one year after the ANC’s establishment (on 17 November 2026), following the publication of Decree 803/2025 in the Official Gazette. From that date, transactions meeting the notification thresholds will require ANC approval prior to closing. This marks a major shift from Argentina’s long-standing

This month has seen the announcement of revised notification thresholds in Greenland, the entry into force of new interim regulations in China, the introduction of a two-phase investigation process in Ecuador, the publication of new regulations and guidelines in Nigeria and the approval of legislation to introduce a new transaction value threshold in South Korea. UK/EU—UK to leave EU ‘one stop shop’ From 00:00 CET on 1 January 2021, the implementation period that has been in place since the UK sadly left the EU earlier this year will come to an end and the UK will leave the EU’s ‘one-stop-shop’ for merger reviews. Therefore, from this date: • turnover achieved in the UK will not be counted when assessing whether transactions meet the thresholds for filing to the European Commission under the EU Merger Regulation, and • the applicability of the UK merger control regime should be assessed separately from the EU regime, with the possibility of dual filings being required. Please note that our Where to Notify calculator tool has been updated to reflect

This month has seen (amongst other things) changes to the Irish merger notification procedure, approval by the Italian Council of draft proposed competition law reforms (including changes to Italy’s merger control regime) and the launch of a consultation in Switzerland to modernise (amongst other things) its merger control rules. Ireland—changes to the procedure for notifying mergers On 17 November 2021, Ireland’s Competition and Consumer Protection Commission (CCPC) announced changes to the procedure for notifying mergers and acquisitions to the CCPC. These change take effect from 1 December 2021. There are essentially five changes: • where the merger or acquisitions may relate to overlapping products or services (eg competitors merging), applicants are required, under sections 4.8, 4.9 and 4.10 of the revised Merger Notification Form, to provide the names and email addresses of their top 20 largest customers, suppliers and competitors. This is a four-fold increase from the current top five customers, suppliers or competitors • notifications, including supporting documentation, may only be submitted electronically and not in hard copy or by fax • the ‘window’ for submission

This month has seen the publication of draft legislation lowering the merger control thresholds in Germany for companies that are placed under a reporting duty following a sector inquiry, the House of Representatives passing a bill to increase HSR fees for larger transactions in the US and the introduction of a new simplified merger procedure in Slovenia. Germany—draft Competition Enforcement Act published The German Federal Ministry for Economic Affairs and Climate Action Bundeswirtschaftsministerium (BMWK)) has published a draft ‘Competition Enforcement Act’ (the Act). The Act (amongst other things) grants the Federal Cartel Office (FCO) extensive enforcement powers in relation to a sector inquiry. One significant change enables the FCO to extend merger control filing requirements if a sector inquiry indicates that future concentrations may restrict competition in the relevant sector. In such cases, the FCO will have the power to order companies to notify all transactions that meet low national thresholds (€50m for the acquirer and €500,000 for the target). See further, Germany merger control  Comment: the CPA had publicly expressed an interest in the past

This month has seen concerns expressed in Brazil about CADE’s lack of quorum which risks decisions not being taken, and the announcement of new merger control thresholds in Uruguay. Brazil—CADE’s lack of quorum risks decisions not be taken Concerns have been expressed about the failure to appoint new members to the national competition authority’s tribunal. The terms of three councillors of the Administrative Council for Economic Defense (CADE) ended in October, and one will end in early November. If at least one new member is not installed by this date, CADE will be without a quorum from this date onwards. If this occurs, decisions cannot be taken. Comment: This situation means that transactions will not be able to close and therefore raises the risk of gun jumping. This situation is similar to the ‘blackout’ experienced by the CADE in 2019. See further, Brazil merger control. Uruguay—new dual threshold announced The Uruguayan government has introduced through the Accountability Law numerous amendments to Law No. 18 18,159 on the Defense of Free Competition in Commerce. In

This month has seen the Australian government introduce into parliament its merger reform bill, ECOWAS’ competition authority become fully operational and, in the US, the Federal Trade Commission and Department of Justice finalise significant changes to the Hart-Scott-Rodino Form. Australia—government introduces merger reform Bill On 10 October 2023, the Australian government introduced into parliament the Treasury Laws Amendment (Mergers and Acquisitions Reform) Bill 2024 (the Bill). The Bill will amend the Competition and Consumer Act to implement a mandatory and suspensory merger control regime in place of the former voluntary regime. The Bill was subsequently referred to the Senate Economics Legislation Committee, with a report currently due on 13 November 2024. The introduction of the Bill follows extensive consultation by the Treasury, including consultation on the Exposure Draft. Whilst the principal thrust of the Bill reflects the Exposure Draft, the government made a number of changes in response to feedback from practitioners and business, including greater clarity on the types of acquisitions subject to the new regime, narrowing the proposed changes to the substantial lessening

This month has seen the Dutch Government extending its abuse of dominance rules thereby enabling the Netherlands Authority for Consumers and Markets to review non-notifiable mergers, the Mexican Government establishing the National Antitrust Commission as part of its major competition law reforms, and the UK’s Competition and Markets Authority introducing further updates to its merger control guidance as part of its ‘4Ps’ modernisation agenda. Netherlands—Government extends abuse of dominance rules to non-notifiable mergers On 1 September 2025, the Netherlands Authority for Consumers and Markets (ACM) gained new powers under the amended Competition Act (CA) to review mergers and acquisitions for abuse of dominance. Previously, Article 24(2) CA excluded M&A transactions from the scope of the abuse of dominance prohibition, but this has now been removed. The legislative change follows the Court of Justice’s judgment in Towercast, which confirmed that national competition authorities may apply Article 102 TFEU to non-notifiable transactions. Under the amended Dutch rules, the ACM can investigate and prohibit completed transactions that fall below the turnover thresholds of Article 29 CA if they are found

This month has seen the announcement of a new mandatory FDI regime in the UK, new interim regulations issued in China, amendments to the notification thresholds proposed in Slovakia, the introduction of a new two-phase investigation process in Georgia and the prospect of unlimited fines being imposed in Indonesia. UK—new mandatory FDI regime proposed Draft legislation has been unveiled in the UK that seeks to introduce a new mandatory FDI notification regime, allowing the government to intervene in transactions on national security grounds. The highlights of the regime are: • Acquisitions of shareholdings of 15% will be caught, and even below this if there is ‘material influence’ • Acquisitions of assets will be covered, including the acquisition of land, tangible moveable property, and (covering intellectual property) any idea, information, or technique with industrial, commercial or other economic value • Sectors caught by the mandatory notification regime are likely to include: civil nuclear, communications, data infrastructure, defence, energy, transport, AI, autonomous robotics, computing hardware, cryptographic authentication, advance materials, quantum technologies, engineering biologies, critical suppliers to the government and

This month has seen proposed amendments to the merger control thresholds in Finland laid before Parliament for approval, the publication of revised Guidelines on Small Merger Notification in South Africa which aims to capture more notifiable mergers, and the end of the two-year temporary merger control thresholds in the Philippines of PHP 50bn. Finland—amendments to the merger control thresholds laid before Parliament for approval In our June 2020 monthly update, we mentioned that the Finnish government is proposing to significantly lower the merger notification thresholds in Finland. A transaction would be notifiable if: • the total value of the assets being transferred in Argentina does not exceed ARS 3.251m (approximately €23.7m/US$24.9m); • the total price for the transaction in Argentina does not exceed ARS 3.251m (approximately €23.7m/US$24.9m); and On 19 September 2022, the Finnish government submitted its proposals before Parliament for approval. The new notification thresholds are expected to enter into force at the beginning of 2023. Comment: as well as the amendments to the merger control thresholds outlined above, the Finnish merger notification form