Mergers - Ireland

Updated 10/2012

Legal requirements

Through mergers and acquisitions, you can boost your competitiveness, thereby saving time, energy and money due to relatively low start-up costs. Certain behaviour however, such as price fixing, can result in restricted competition and an unfair advantage being given to larger companies.

A mergers regime makes it obligatory for companies to inform the Competition Authority of mergers above a certain financial threshold. Mergers and acquisitions involving companies carrying on a media business in the State must also be notified to the Competition Authority while the Minister for Jobs, Enterprise and Innovation also has function in relation to a public interest test. The main provisions concerning mergers and acquisitions are set out in Part 3 of the Competition Act 2002.

The Irish Takeover Panel is responsible for ensuring that takeovers (including takeover bids) and other relevant transactions in relevant companies comply with the law.

A cross border merger, where at least one Irish company is merging with at least one company from another country of the European Economic Area (EEA), is regulated by the EU (Cross-Border Mergers) Regulations 2008.

The Advocacy Division of the Competition Authority monitors and studies competition policy in State regulated markets or in other markets that are not working well for consumers. The Division advocates the removal of unnecessary or disproportionate restrictions on competition and endeavours to raise awareness and understanding of the benefits of competition.

Advocacy Division

Buying an existing company, with an already established structure, can be a good way of expanding your business.

Takeovers — Ireland

Administrative procedures

Notification

If your company is involved in a proposed merger or acquisition (above a certain threshold) or is carrying out a media business you must notify the Competition Authority in writing within one month of the conclusion of the agreement or creation of the public bid.

Ireland's Competition Authority

You should notify the Competition Authority using the official notification form (there is also a fee for notification). The notifying parties can make individual notifications to the Authority but they are encouraged to make a joint notification. The Authority will then check that the merger or acquisition will not substantially lessen competition in markets for goods and services in the State.

Mergers and acquisitions which do not meet the relevant threshold do not have to be notified to the Competition Authority but they may be voluntarily notified if there is the potential for the merger or acquisition to substantially reduce competition in the State.

Registration

The Companies Registration Office (CRO) is responsible for incorporating companies and registering business names.

Companies Registration Office

Changes to a company's type, name, address or Director/Secretary details are also submitted to the CRO. A number of CRO forms can be filed electronically.