The Federal Government is replacing the current voluntary system with a mandatory merger clearance regime administered by the Australian Competition and Consumer Commission (ACCC).
This means that for many deals, you must get ACCC approval before completing the transaction.
The update includes:
- Mandatory Clearance Starting 1 January 2026:
- Any acquisition or merger that meets certain financial thresholds (which are yet to be finalised) and is completed on or after this date must be notified to, and cleared by, the ACCC.
- A transaction that should have been notified but wasn’t will be deemed void, and penalties may apply.
- Focus on “Creeping Acquisitions”:
- The new rules allow the ACCC to aggregate small, sequential acquisitions over a three-year period in the same market. This will capture “creeping acquisitions” that previously avoided scrutiny but may ultimately harm competition.
- Transition Period & Deadlines (Now to 31 December 2025):
- You can voluntarily “opt-in” to use the new regime now.
- The existing informal merger review process ends on 31 December 2025. If you are currently seeking informal clearance, you should engage with the ACCC to ensure your review is completed on time.
- New Costs and Timelines:
- The new regime introduces significant filing fees, starting at over A$50,000 for a standard review, with additional six-figure fees for complex cases requiring a Phase 2 assessment.
- Review timelines are statutory, with a Phase 1 assessment taking up to 30 business days.
We strongly recommend that any member considering a significant acquisition review their transaction pipeline immediately.
You must seek specialist legal advice early to determine if your deal meets the thresholds and to plan for the new costs and mandatory approval timelines to avoid significant risks and delays.
If you have any questions about these updates, please reach out to the Workplace Relations department by emailing wr@mtasant.com.au or by phoning (08) 8291 2000.
