Mergers Week Day 2: When Should the Authority be Notified of a Merger?

According to section 47 of the Competition Act a merger is subject to review if:

a)   The turnover in Botswana of the enterprise or enterprises being taken over exceeds P10 000 000.

b)   The assets in Botswana of the enterprise or enterprises being taken over exceeds P10 000 000.

c)   The enterprises concerned would, following implementation of the merger, supply or acquire at least 20 percent of a particular description of goods or services in Botswana.

Who Should File a Merger?

Section 49(1) provides that, where a merger is proposed, each of the enterprises involved shall notify the Authority of the proposed merger in the prescribed manner.

I am not sure whether the Proposed Transaction is Notifiable. Who can I speak to?

If an enterprise is uncertain about whether a transaction is a merger and should be notified with the Competition and Consumer Authority or not, a written request for a non-binding advisory opinion, detailing the nature of the business proposal, may be submitted to the Chief Executive Officer. There is no charge for the advisory opinion. The advisory opinion is non-binding on both the Authority and the enterprise.

How do I Notify the Authority of a Merger?

Each of the enterprises involved shall notify the Authority of the proposed merger through a merger notice in Form K set out in the schedule. Failure to submit the required information will delay the assessment process.

I would like to Speak to someone at the Authority before I Notify a Merger. Who can I Speak to?

Enterprises can request for a pre-notification meeting with the Manager and the Director of Mergers and Monopolies Division to obtain any other necessary guidance related to merger procedure. The relevant contact person is the Manager, Mergers and Monopolies.

How Much Does it Cost to File a Merger?

In terms of regulation 18(2) a merger notice shall be accompanied by a merger fee of 0.01 percent of the merging enterprises combined turnover or assets in Botswana, whichever is higher.