FEDERAL COMPETITION AND CONSUMER PROTECTION ACT MERGER REVIEW REGULATIONS, 2020

Regulations govern the merger review process by the Federal Competition and Consumer Protection Commission. They target companies involved in mergers and acquisitions, requiring notifications based on specific thresholds. This promotes fair competition while allowing efficient business transactions.

What Is This Policy?

Regulations that operationalise the FCCPC's merger review process, specifying notification thresholds, the review timeline, information requirements, and the remedies available to the Commission.

Who Does It Target?

Companies involved in qualifying mergers and acquisitions Legal advisers and investment bankers on M&A transactions Acquiring and target company shareholders The FCCPC merger review team

What Does It Aim to Achieve?

Provide a clear, predictable, and time-bound merger review process that protects competition while allowing efficiency-enhancing transactions to proceed.

Key Features

Notification Thresholds: Mergers must be notified when the combined assets or turnover of the parties exceeds specified thresholds. Review Timeline: Phase 1 review completed within 30 business days; complex Phase 2 reviews within 120 business days. Information Requirements: Prescribes the specific information and documents required for a complete merger notification. Remedies: The FCCPC may approve mergers unconditionally, conditionally (with behavioural or structural remedies), or block them.

Current Status

Rollout Stage: Active Coverage: All qualifying mergers in the Nigerian market Beneficiaries: Markets and consumers; businesses that complete compliant mergers Funding: Merger filing fees

How to Access

File merger notification with the FCCPC before completion of the transaction where thresholds are met Provide all required information in prescribed format Observe standstill obligation: do not complete the merger until clearance is granted Application method: File notification at the FCCPC through https://fccpc.gov.ng

Important Terms

Completing a notifiable merger without FCCPC approval is illegal and may result in fines and unwinding of the transaction Filing fees are non-refundable Remedies imposed by the FCCPC are legally binding on the parties

Official Resources

Website: https://www.fccpc.gov.ng Contact: Federal Competition and Consumer Protection Commission (FCCPC)

Legal Framework

The FCCPC Merger Review Regulations 2020 are issued under the Federal Competition and Consumer Protection Act 2018, which grants the FCCPC authority to make regulations. They operate alongside the Investments and Securities Act 2024, the Companies and Allied Matters Act 2020, and the FCCPC Merger Notification Forms. The Regulations align with the International Competition Network (ICN) Recommended Practices for Merger Notification and international merger control standards.