On October 22, 2010, the Bureau issued guidance on its timelines and procedures for merger review. Of particular note are the following changes:
- Complexity designations for merger transactions have been streamlined from three (non‐complex, complex and very complex) to two (non‐complex and complex), with updated criteria to make this classification. The significance of the designation relates to the length of time by which the Bureau will seek to complete its consideration of the substantive competition concerns raised by a transaction. These timelines have also been updated to align more closely, although not completely, with the new statutory merger regime introduced in 2009.
- Review of “non‐complex” transactions will continue to take up to 14 days. However, “complex” transactions (which now include what was “very complex” in the past) will take up to 45 days, unless a supplemental information request (a “SIR”) has been issued, in which case the review period will be 30 days from the date of compliance. Previously, review of “complex” transactions could take up to 10 weeks while “very complex” transaction transactions could take up to 5 months.
- The Bureau guidance does not change the statutory waiting periods, following which merging parties are free to close their transaction, subject to the possibility of an injunction.
- Significantly, the Bureau now takes the position that any notification filing or request for an Advance Ruling Certificate that is received after 5:00 p.m. EST on a business day or on a holiday will be treated as being filed on the next business day. In the past, the Bureau accepted electronic filings made before midnight by fax or by email as being filed on that business day.
For further information on the “Fees and Service Standard Policy for Mergers and Merger‐Related Matters”, the “Fees and Service Standards Handbook for Mergers and Merger‐Related Matters” and “Procedures Guide for Notifiable Transactions and Advance Ruling Certificates under the Competition Act”, please visit the Competition Bureau website at www.bc‐cb.gc.ca.