Through Philippine Competition Commission (“PCC“) Commission Resolution No. 01-2024 (the “Resolution”), the PCC raised the thresholds on the notification requirement for merging and acquiring parties for 2024.
Section 17 of Republic Act No. 10667, otherwise known as the Philippine Competition Act (“PCA”), as implemented by Rule 4 of its IRR, requires parties to transactions meeting the thresholds to notify the PCC and prohibits consummation before clearance or expiry of the review period. The IRR’s requirement to file the notification within thirty (30) days from the signing of definitive agreements was then suspended; the PCC reinstated it only through PCC Memorandum Circular No. 26-004, effective 3 October 2026.
In line with its power to determine notification thresholds of proposed mergers and acquisitions, on 21 February 2024, the PCC issued the Resolution where it resolved to adjust the notification thresholds to be as follows:
- The size of a party exceeds PHP7,800,000,000.00; and
- The size of the transaction exceeds PHP3,200,000,000.00. Note that this applies to transactions falling under Rule 4, Section 3(b), subsections (1), (2), (3), or (4), or Section 3(d) of the Implementing Rules and Regulations (“IRR”) of the PCA.
The Resolution also states that the revised Size of Party and Size of Transaction shall likewise apply to joint venture transactions under Rule 4, Section 3(d) of the IRR of the PCA. Lastly, the adjusted notification thresholds took effect on 01 March 2024.