Thailand's new Trade Competition Act ("Act") was published in the Government Gazette on July 7, 2017, and entered into force on October 5, 2017. The Act provides for a new, dual merger control system:
- Premerger approval: any merger or acquisition likely to result in a "monopoly" or "dominance" must be notified prior to closing.
- Postmerger approval: any merger or acquisition that may "materially reduce competition" must be notified after closing.
The Act foresees that the Office of the Trade Competition Commission ("OTCC") should publish procedural guidelines within 365 days of the entry into force of the new law, to detail in particular the definition of "material reduction of competition" and the applicable thresholds. Until then, the regime is not operative. It is understood that a sales and market share threshold will be used to determine "monopoly" and "market dominance," and that an asset test will be used to determine the "material reduction of competition" test. The OTCC is also expected to identify markets that are likely to be monopolized, in order to give additional guidance to businesses in determining whether premerger approval must be obtained.