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Jurisdiction(s):
United Kingdom
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Key definition
Merger control definition

What does Merger control mean? Merger control is the review of mergers, acquisitions and certain joint ventures by competition authorities to prevent anti-competitive effects and to clear, condition or prohibit deals. In the UK, it is governed by the enterprise Act 2002 (as amended). The competition and markets authority (CMA) may review completed or anticipated deals where a 'relevant merger situation' arises: enterprises cease to be distinct and either the target’s UK turnover exceeds £70m or the parties meet/increase a 25% share of supply in the UK (or a substantial part). Notification is voluntary, but the CMA can call in transactions and impose...

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EU and UK competition law in M&A and joint ventures: merger control, SPA warranties, non-compete covenants, ancillary restraints, FDI/FSR screening and digital markets obligations

Practice notes
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From a competition law perspective, transaction agreements (for example, a sale and purchase agreement) usually contain three main categories of provisions:

  • Merger control conditions to closing
  • competition warranties
  • non-compete covenants

For this Practice Note, the parties are called the 'seller' and the 'buyer' (though comparable considerations commonly apply to joint venture participants). For sample clauses suitable for sale and purchase agreements, see Standard competition law clauses for sale and purchase agreements.

Note—where an offer is made for a target (or potential target) with Securities admitted to trading on a UK regulated market or multilateral trading facility, or on any stock exchange in the Channel Islands or the Isle of Man, the Takeover Code may apply (see Merger control and the Takeover Code). For further guidance on competition law points to address during a corporate transaction, see the checklist.

Merger control conditions to closing

It is typical for the parties to agree that completion is subject to merger control...

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Web page updated on 21/05/2026

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