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Question
Mr Leon Perera: To ask the Minister for Trade and Industry whether the Competition and Consumer Commission (CCCS) will consider mandating that companies planning a merger or acquisition that will substantially change the distribution of market share in any industry seek prior approval from the CCCS before the deal is publicly announced to avoid market confusion and disruption to jobs that may arise f a deal needs to be unwound after an announcement is made.
Oral Answer by Senior Parliament Secretary, Dr Tan Wu Meng
Singapore adopts a voluntary merger notification system, which is similar to that adopted in the United Kingdom, Australia and New Zealand.
Under this regime, there is no mandatory requirement for merger parties to notify their merger situations to the Competition and Consumer Commission of Singapore (CCCS). Instead, merger parties conduct a self-assessment, and if they are of the view that their merger may give rise to potential competition concerns, they may apply to CCCS for a formal decision on whether their merger would infringe the Competition Act. Where merger parties have doubts on novel or complex issues relating to their merger, they may also approach CCCS for advice on a confidential basis.
On the other hand, under a mandatory notification regime, all merging parties that cross predetermined notification thresholds have to notify the competition authority, regardless if there are competition issues or not. This imposes compliance costs on businesses and may impede commonplace market activities. It also requires a larger commitment on the competition authority’s resources to ensure that all mergers that cross the notification thresholds are duly notified, and to review these mergers.
A voluntary notification regime thus strikes a balance between regulating competition and being pro-business. CCCS is allowed to more efficiently utilise its resources to proactively scan for un-notified mergers that may give rise to competition concerns and look into such problematic mergers, instead of regulating and reviewing merger notifications under a mandatory notification regime.
If merger parties proceed to complete an anticompetitive merger without notifying CCCS, and CCCS has reasonable grounds to suspect that a merger has infringed the Competition Act, CCCS is empowered to conduct a full investigation and to issue the necessary directions to remedy any anticompetitive effects, including the winding up of the merger and the imposition of financial penalties. CCCS may also impose interim measures to protect public interest, where urgent action is required to prevent market confusion and job disruption, while it completes its investigations.