Commencement of Merger Notifications The Notice declares that the EACCA will commence receiving applications and notifications for mergers and acquisitions under the Act from November 1, 2025. This marks the formal operationalization of the EACCA’s merger control regime, enabling it to regulate transactions with significant cross-border impact within the EAC Common Market.
Criteria for Notifiable Mergers A cross-border merger or acquisition is notifiable to the EACCA if it meets the following thresholds:
The combined turnover or assets of the merging undertakings in the EAC Common Market, whichever is higher, equals or exceeds USD 35 million; and
At least two undertakings involved in the merger or acquisition have a combined turnover or assets of USD 20 million in the Community, unless each party achieves at least two-thirds of its aggregate turnover or assets within a single Partner State.
Notification Procedures and Fees The Notice mandates that all merger notifications must:
Be submitted in the prescribed form, available on the EACCA website (https://www.eaccompetition.org);
Include a copy of the transaction agreement and any relevant supporting documents;
Be accompanied by the prescribed notification fees, approved by the EAC Council of Ministers
Aggregate Value of Assets or Turnover (USD) | Notification Fees (USD) |
|---|---|
35 million to 50 million | 45,000 |
Above 50 million to 100 million | 70,000 |
Above 100 million | Above 100 million |
4. Legal Requirements and Transitional Arrangements
Section 11 of the Act prohibits a notifiable merger from taking effect until it is notified to and approved by the EACCA. This underscores the mandatory nature of compliance to avoid legal and financial penalties.
The Notice clarifies that mergers with cross-border effect pending before national competition authorities or other relevant authorities in Partner States prior to July 1, 2025, will be finalized by those authorities. This transitional provision ensures a smooth shift to the EACCA’s jurisdiction for new notifications.
Implications for Businesses
The operationalization of the EACCA’s merger control regime has far-reaching implications for businesses operating in the EAC Common Market:
Streamlined Regional Compliance By establishing the EACCA as a one-stop shop, the Notice eliminates the need to notify multiple national competition authorities for cross-border transactions, reducing regulatory complexity and compliance costs.
Enhanced Oversight The EACCA’s authority to review and remedy mergers ensures consistent regulation of anti-competitive practices across the EAC, fostering fair competition and protecting consumer welfare.
Mandatory Compliance The prohibition under Section 11 of the Act against implementing notifiable mergers without EACCA approval introduces significant legal risks for non-compliance, including potential penalties or transaction delays.
Transitional Clarity The provision for pending mergers to be finalized by national authorities ensures a clear delineation of jurisdiction, avoiding overlaps during the transition to the EACCA’s regime.
Practical Steps for Businesses
To ensure compliance with the EACCA’s merger notification regime, businesses should take the following steps:
Assess Transaction Eligibility: Review current and planned mergers or acquisitions to determine if they meet the USD 35 million combined turnover/assets threshold and the USD 20 million combined threshold for at least two undertakings in the EAC Common Market.
Prepare Documentation: Obtain the prescribed notification form from the EACCA website, compile the transaction agreement, and gather relevant supporting documents to ensure a complete submission.
Budget for Fees: Allocate funds for notification fees (USD 45,000–100,000, depending on transaction value) and ensure timely payment to the EACCA’s designated bank account to avoid delays.
Engage Legal Expertise: Consult competition law specialists to assess anti-competitive risks, prepare notifications, and navigate the EACCA’s review process to secure timely approvals.
Monitor Compliance Deadlines: Ensure notifications are submitted prior to the merger’s effective date, as required by Section 11 of the Act, to avoid legal challenges or penalties.
References
EAC Gazette, Legal Notice No. EAC/191/2025, July 1, 2025.