Legislation, guidelines, publications, speeches and templates

The OFT has replaced its November 2005 Notice on the provision of informal advice and confidential guidance. The OFT publishes a range of material giving details about the merger procedures.

Documents are available as Adobe Acrobat files, for which you will need a copy of the Acrobat Reader software. This can be downloaded free from the Adobe website.

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Legislation

Download Overview of Enterprise Act (pdf 138 kb)
A guide giving an overview of the competition and consumer provisions of the Act.

Enterprise Act
Link to the Act on the OPSI site.

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Guidance

Download Restatement of OFT’s position regarding acquisitions of ‘failing firms’ Dec 2008 (pdf 91 kb)

Download Memorandum of understanding Feb 2009 (pdf 110 kb)
Memorandum of understanding between the Office of Fair Trading and the Competition Commission on the variation and termination of merger, monopoly and market undertakings and orders under the Fair Trading Act 1973 and the Enterprise Act 2002.

Review of merger guidelines

Download Jurisdictional and Procedural Guidance (pdf 1.97 mb)

Download Mergers - substantive assessment guidance May 2003 (pdf 234 kb)
Provides guidance on the criteria applied by the OFT when considering whether to refer a merger to the Competition Commission for further investigation.

An amendment (pdf 71 kb) to this guidance was issued in October 2004 reflecting the comments of the Court of Appeal in IBA Health v OFT on the test for reference of mergers to the Competition Commission. 

Revised guidance (pdf 123 kb) on the so-called 'markets of insufficient importance' - also known as 'de minimis' - exception in merger cases was issued in November 2007.

Download Merger fees (pdf 50 kb)
A leaflet detailing the fees payable for mergers qualifying for investigation.

Download Merger notice (pdf 184 kb)
This merger notice is to be used for notifying the OFT of proposed mergers that will not be completed before expiry of the consideration period. Please note that merger submissions cannot yet be made electronically, and faxed submissions cannot be accepted.

Download Prior notice of publicly proposed merger (pdf 100 kb)
A leaflet explaining the provisions of the Enterprise Act for giving prior notice of proposed mergers.

Mergers - procedure

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Publications and speeches

11 December 2008
Download Under the radar, one-shot games and near-misses ........... OFT merger process (pdf 59 kb) - a presentation given by Alastair Mordaunt, Director, Mergers, at the IBC - Annual UK Merger Control Conference.

13 November 2008
Download OFT merger remedies: The emergence of the up-front buyer (pdf 78 kb) - a presentation given by Alastair Mordaunt, Director, Mergers, at the BIICL (The British Institute of International and Comparative Law) - 7th Annual Merger Conference.

13 November 2008
Download Goldilocks in a bear market - The quest for the 'just right' balance in UK merger control (pdf 448 kb) - a presentation given by Simon Pritchard, Senior Director, Mergers, at the BIICL (The British Institute of International and Comparative Law) - 7th Annual Merger Conference.

15 September 2008
Download OFT Merger Control - 5 years on, and an evolving style of review (pdf 124 kb) - a presentation given by Alastair Mordaunt, Director, Mergers, to the Law Society European Group.

10 September 2007
Download Caveat emptor...or, getting the deal stuck (pdf 113 kb) - a presentation given by Simon Pritchard, Senior Director, Mergers, to the Law Society European Group.

Download Ex post evaluation of mergers (pdf 519 kb)
An ex post evaluation of a group of mergers between 1990 and 2002 that were referred to the Competition Commission and subsequently cleared.

Download Review of the local and regional media merger regime (pdf 594 kb) - final report.

Review of the local and regional media merger regime - discussion paper.

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Templates

Download Enquiry letter (pdf 76 kb)
This letter is used by the OFT when seeking information about a merger that has been drawn to its attention other than by the parties to the merger. It is also a useful starting point for parties preparing their own informal submissions. 

Initial undertakings template (Word 76 kb).

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