Merger Information Sharing Portal
Philippine Competition Commission
25/F Tower 1, Vertis North Corporate Center, North Avenue, Quezon City 1105
(63) 8771 9722
The Philippines employs an ex ante mandatory merger control regime as provided in the Philippine Competition Act (2015). The Philippine Competition Commission administers and enforces the said law.
Parties to a transaction are required to notify the Commission prior to consummation of the transaction, if the total assets or revenues of the notifying group of either party to the transaction exceeds PhP 7.8 Billion and the total value of the assets or revenues of the acquired entity and all entities it controls exceed PhP3.2 Billion. Share acquisitions must exceed 35% or 50% to be notifiable.
The merger review process includes a document review of 15 calendar days, an initial review of 30 calendar days (Phase 1) and 60 calendar days for a more in-depth review (Phase 2). The Commission has the power to approve, prohibit or approve with conditions the transactions.
The merger control law of the Philippines is Republic Act No. 10667 or the Philippine Competition Act (2015). The Philippine Competition Commission (PCC) administers and enforces the said law. Further regulations on mergers can be found in the Implementing Rules and Regulation of Republic Act No. 10667, the Rules on Merger Procedure, while the guidelines are found in the Horizontal Merger Review Guidelines and the Non-Horizontal Merger Review Guidelines.
Clarificatory Notes are issuances which serve as a guide to the public on the coverage of the compulsory notification under Republic Act No. 10667, otherwise known as the Philippine Competition Act and its Implementing Rules and Regulations.
DownloadThe Philippine Competition Commission (PCC) has the power to prohibit mergers and acquisition agreements that will likely result in substantial prevention, restriction, or lessening of competition (SLC) in the relevant market/s. However, remedies may be considered and accepted by the PCC in mergers and acquisitions that would otherwise be prohibited.
The PCC published the Guidelines on Merger Remedies (the Guidelines) to explain the PCC’s approach in assessing remedies for mergers and acquisitions that were found during review to likely result in SLC in identified relevant markets. More particularly, the Guidelines contain a discussion of the design, selection, and implementation of merger remedies.
DownloadThe Mergers and Acquisitions Office of the Philippine Competition Commission is responsible for the review and investigation of mergers and acquisitions that could substantially prevent, restrict, lessen competition in the relevant market or in the market for goods or services.
DownloadThe Commission En Banc approved the Rules on Merger Procedure under Commission Resolution No. 26-2017, which was issued on November 9, 2017. The Rules on Merger Procedure of the Philippine Competition Commission (PCC) has been published in a newspaper of general circulation on November 23, 2017. The Rules on Merger Procedure shall be used to guide PCC and its stakeholders on M&A notification process, phase 1 and phase 2 review, remedies, adjudication, confidentiality, as well as fines and penalties.
DownloadThe Mergers and Acquisitions Office (MAO) of the PCC implements the Guidelines on Notification of Joint Ventures in order to offer clarification and explanation with regard to (i) joint ventures; and (ii) the application of the thresholds under the Implementing Rules and Regulations to joint ventures.
Joint ventures and other similar kinds of collaborative agreements are used to conduct business projects to generate economic benefits through pooling of assets, skills, and resources. The benefits include streamlined processes, eliminated redundancies and cost savings to market players.
PCC recognizes that joint ventures can result in business efficiencies but is also mindful that such agreements may pose competition concerns when they may result in a substantial lessening of competition (SLC) in the relevant market.
The Commission will consider each joint venture with due regard to the attendant circumstances, including the information available and the time constraints, and will apply these guidelines flexibly, or where appropriate, deviate therefrom.
Clarificatory Notes are issuances which serve as a guide to the public on the coverage of the compulsory notification under Republic Act No. 10667, otherwise known as the Philippine Competition Act and its Implementing Rules and Regulations.
DownloadParties may write to the Mergers and Acquisitions Office (MAO) Letters of Non-Coverage from Compulsory Notification (LNC) to confirm non-coverage of compulsory notification for their transaction. Transactions that:
Please refer to the Revised Guidelines on Letters of Non-Coverage from Compulsory Notification dated 29 November 29 2019.
DownloadClarificatory Notes are issuances which serve as a guide to the public on the coverage of the compulsory notification under Republic Act No. 10667, otherwise known as the Philippine Competition Act and its Implementing Rules and Regulations.
DownloadClarificatory Notes are issuances which serve as a guide to the public on the coverage of the compulsory notification under Republic Act No. 10667, otherwise known as the Philippine Competition Act and its Implementing Rules and Regulations.
Download
The Mergers and Acquisitions Office of the PCC is responsible for reviewing mergers and acquisitions transactions that will breach the thresholds provided under the law, which could substantially prevent, restrict, lessen competition in the relevant market or in the market for goods or services. The guidelines below is aimed to provide assistance in determining whether a proposed transaction is required to be notified to the PCC, as provided by Rule 4, Section 3 of the Rules and Regulations to Implement the Provisions of Republic Act No. 10667, as amended.
DownloadClarificatory Notes are issuances which serve as a guide to the public on the coverage of the compulsory notification under Republic Act No. 10667, otherwise known as the Philippine Competition Act and its Implementing Rules and Regulations.
DownloadThe Philippines has a compulsory notification regime. In assessing M&A transactions, the PCC determines whether such transactions will substantially prevent, restrict or lessen competition (“SLC”) in the relevant market. The PCC’s Rules on Merger Procedure and Merger Review Guidelines provide more detailed information on the assessment of M&As.
The merger assessment process includes:
For Voluntary Notification of Motu Proprio Review of transactions:
a. Notification and Sufficiency Determination Stage (only for Voluntary Notification) – 15 calendar days and a 15-day period for the parties to comply and respond to the Notice of Deficiency
b. Phase 1 Review – 75 calendar days
c. Phase 2 Review – 120 calendar days
Note that all periods are subject to voluntary waiver and request for extension of the statutory periods by the parties.
Pursuant to the PCC Rules on Expedited Merger Review, the following mergers are qualified for expedited review:
However, due to the Interim Guidelines During Periods of Community Quarantine dated 25 May 2021, which remains in effect to date (15 January 2025), the acceptance of expedited review notification forms is currently suspended.
Parties to a transaction are required to notify the PCC within 30 days from signing their definitive agreements and prior to consummation of the transaction, if the total assets or revenues of the notifying group of either party to the transaction exceeds PhP 9.1 Billion and the total value of the assets or revenues of the acquired entity and all entities it controls exceed PhP3.8 Billion. Share acquisitions must exceed 35% or 50% to be notifiable.
Parties that do not breach the threshold can voluntarily notify their transaction to the PCC.
Notification fees assessed by the PCC for Phase 1 review of the transaction is PhP 250,000.00, while for Phase 2, it is 1% of 1% of the value of the transaction, which shall not be less than PhP 1,000,000.00 nor exceed PhP 5,000,000.00.
The following are the grounds for non-coverage from compulsory notification:
The PCC notification form is available at https://www.phcc.gov.ph/file-manager/file-manager/MAO/Notification%20Form_rev3_09%20March%202026.pdf.
Other information can found at https://phcc.gov.ph/mergers-and-acquisitions/