Business Mergers in Africa: COMESA Merger Control

Looking for information on how mergers are controlled in Africa? The Common Market for Eastern and Southern Africa (COMESA) has developed an extensive framework that governs mergers and acquisitions across its 21 Africa member states. In addiction to COMESA’s framework, Africa has seen changes in merger control regulations over the past two decades. A number of countries in Africa have also established their own frameworks to manage mergers and acquisitions, such countries include South Africa, Kenya, Egypt and Nigeria. In this article, we look into COMESA merger controls.

What is COMESA Merger Control?

COMESA merger control is a system and a framework designed to regulate mergers and acquisitions with cross-border effects within the COMESA common market. The goal is to ensure these transactions do not kill competition in the market.

Features of COMESA Merger Control

• COMESA Competition Commission (CCC): The CCC oversees the merger control regime, enforcing the COMESA Competition Regulations.
• Merger Definition: A merger involves acquiring control over another entity, whether through purchase, lease, or other means.
• Notification Requirements: Mergers meeting specific regional and financial thresholds must be notified to the CCC. These thresholds include:
  • Regional Operation: At least one party operates in two or more COMESA states.
  • Financial Thresholds: Combined annual turnover or assets of USD 50 million or more, with at least two entity exceeding USD 10 million (unless two-thirds of turnover is within one member state).
• Non-Suspensory Regime: Mergers can proceed before CCC approval, but may face remedies later if found anti-competitive.
• Review Process: The CCC has 120 days to review a notified merger.
• Proposed Changes: Anticipated changes include mandatory pre-merger approval and consideration of public interest factors like employment and environmental impact.

Implications for Businesses in Africa

Businesses involved in mergers or acquisitions in Africa, particularly within the COMESA region, must be aware of these regulations. Understanding the notification requirements, thresholds, and review process is important to remain compliant.

A Merger in Africa? Stay Informed

Here are some mentions of countries that have additional merger control in Africa.

Nigeria

• The Federal Competition and Consumer Protection Act, undertaken by the Federal Competition & Consumer Protection Commission (FCCPC) requires notification for mergers exceeding combined asset or turnover threshold of NGN 1 billion (approximately USD 2.5 million).

Kenya

• Governed by the Competition Act of 2010, which mandates notification for mergers that meet a combined turnover exceeding KES 1 billion (approximately USD 7 million).

Egypt

• The Protection of Competition and Anti-Monopoly Act requires notification for mergers with a combined annual turnover exceeding EGP 100 million (approximately USD 3 million) 

Businesses intending to expand their market through mergers and acquisitions should stay updated on the latest developments to ensure compliance and avoid potential penalties.

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