How to File a Merger

1. How is a Merger filed?
A merger is filed by submitting a duly completed Commission form 12 and paying the applicable fee. A merger filing is only deemed complete once the relevant and required information is submitted and the applicable filing fee is paid to the Commission. Incomplete information or none payment of the filing fee results in an incomplete merger filing. The Commission form 12 can be downloaded from the Commission website via a link called forms.

Notification can be done either by e-mail, submitting CD-ROM or by submitting one original hard copy file to the Commission. Where notification is done by e-mail and the relevant filing fee has been paid the date the e-mail is received or the money paid whichever comes later, shall be construed as the date of notification. When notification is done by e-mail or CD-ROM the parties should send one original hard copy file to the Commission within 7 days of making the notification.

2. How much does it cost to file a Merger?

The merger notification fee is calculated as 0.1% of the merging parties’ combined annual turnover or value of assets in the Common Market (whichever is higher) with a cap of US$ 200 000.

 

3. How to Pay the Filing Fee?
The Merger filing fees must be paid into the following Competition Commission bank account:

Bank Name: Standard Bank Malawi
Account Name: COMESA Competition Commission
Account Number: 9100003317207
Branch Name: Capital City Branch
Branch Code Code 1015
Swift Code: SBICMWMX
Bank’s Address: P.O Box 30380, Lilongwe, Malawi, Africa
Correspondent Bank Name: Deutsche Bank Trust – Company Americas
Swift Code for Correspondent Bank: BKTRUS33

OR

Bank Name: Ecobank Malawi Limited
Account Name: COMESA Competition Commission
Account Number: 020017002396901
Branch Name Kanengo
Swift Code: ECOCMWMW

Note: Parties should bear bank charges related to the merger filing fees. Failure to bear bank charges shall constitute an incomplete notification.

Correspondent Bank Name Citibank NA
Correspondent Bank Address: 111 Wall Street, Zone 1, Ny 10005, New York, United States of America
Swift Code for Correspondent Bank: CITIUS33
Ecobank Malawi Limited A/C No with Correspondent Bank   36159937

In accordance with Rule 55 of the COMESA Competition Rules, a fee payment will be deemed to be received by the Commission on:

  • the date that a cheque or money order in payment of that fee is delivered to the Commission; or
  • the date that a direct deposit or an electronic transfer of funds in the amount of that fee is credited to the account of the Commission.

4. How long does it take to process a Merger?

In accordance with Article 25 of the Regulations, the Commission shall examine a merger as soon as the notification is received and must make a decision on the notification within 120 days after receiving the notification. This means that if the Commission does not make a decision on the merger within 120 days, the parties should consider the merger approved. However, if the notification is incomplete, the examination period begins on the day following receipt of complete information.

5. What happens after the Competition Commission has considered the merger notification?

After the Commission has considered a merger notification, it may make the following decisions:

  • Approve the merger without any conditions.
  • Approve the merger with conditions.
  • Reject the merger.

The above decisions should be communicated to the parties within the 120 days the Commission has to determine a merger.

 

For further information on how to file a merger click here to download  Form 12: Notice of Merger.

Further click here to download Form 2 - Request for Confidentiality.